UPENDRALAL WAGHRAY, J.

( 1 ) THIS appeal under Clause 15 of the Letters Patent by six individuals, who were either the Directors or Officers at the relevant time of Sri Jaya Investment private Limited, is filed, against the order of the Company Judge dated 5-3-1991 in C. A. No. 312/1987 in C. P. No. 5/1981. The said Company application is filed by the Official Liquidator impleading ten persons as respondents. Out of the said ten respondents, respondents 4 and 6 were reported to have died and respondent No. 3 was set exparte. This appeal is filed by respondents 1,2,5 and 8 to 10 in the said application. In this appeal, the Liquidator is impleaded as respondent No. l and respondents 3,7,4 and 6 in the Company Application are impleaded as respondents 2 to 5.

( 2 ) THE Company Petition No. 5/1981 was presented to this court on 20-7-1981 by a creditor for winding up of M/s. Jaya Investment Private limited (hereinafter called the company ). By an order dt. 28-8-1981 the said company was ordered to be wound up. Thereafter the Official Liquidator has presented the Company Application No. 312/1987 on 5-10-1987 under section 543 of the Companies Act. The section reads as follows:"s. 543. Power of Court to assess damages against delinquent directors, etc. (1) If in the course of winding up a company it appears that any person who has taken part in the promotion or formation of the company, or any past or present director, manager, liquidator or officer of the company (a) has misapplied, or retained, or become liable or accountable for any money or property of the company; or (b) has been guilty of any misfeasence or breach of trust in relation to the company; the Court may, on the application of the Official Liquidator, or the liquidator, or of any creditor or contributory, made within the time specified in that behalf in sub-section (2), examine into the conduct of the person, director, manager, liquidator or officer aforesaid, and compel him to repay or restore the money or property or any part thereof respectively with interest at such rate as the Court thinks just of to contribute such sum to the assets of the company by way of compensation in respect of the mis-application, retainer, misfeasance or breach of trust, as the court thinks fit. (2) An application under sub-section (1) shall be made within five years from the date of the order for winding up, or of the first appointment (3) This lection shall apply notwithstanding that the matter is one for which the person concerned may be criminally liable. "

( 3 ) IN the said application it is stated by the Official Liquidator that the respondents in the Company Application were liable to be proceeded against for the alleged acts of misfeasance etc. , during the period they were Directors or Officers of the Company and the Court issued notices to the respondents in the prescribed form. The appellants have resisted the said application on various grounds including the plea that the application is beyond time of five years as contemplated by sub-section (2) of Section 543 and ought to be rejected. By the impugned order, the learned Company Judge has overruled the preliminary objection about limitation holding that the application is to time after giving benefit of the exclusion of the period as contemplated by Section 458-A of the Act. It is useful to extract Section 458-A:"s. 458-A. Exclusion of certain time in computing periods of limitation: notwithstanding anything in the Indian Limitation Act, 1908 (IX of 1908) or in any other law for the time being fan force, in computing the period of limitation prescribed for any suit or application in the name and on behalf of a company which is being wound up by the court the period from the date of commencement of the winding up of the company to the date on which the winding up order is made (both inclusive) and a period of one year immediately following the date of the winding up order shall be excluded. " (emphasis added)

( 4 ) WE have heard

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