These five revision petitions have been filed by the Registrar of Companies in Karnataka challenging the dismissal of his complaints against the respondent-Company for contravention of certain provisions of the Companies Act, 1956, on the point of limitation.

2. The respondent-Company, M/s. Fairgrowth Agencies Limited, was incorporated on 25-10-1990. Suspecting its involvement in a security scam, books of accounts, other books and proceedings of the Company for the period from 11-1-1993 to 29-3-1993 were inspected by the Inspecting Officer of the Department of Company Affairs, Madras, during the end of March and the first part of April 1993. On the basis of his report, the Regional Director, Department of Company Affairs, Southern Region, Madras, wrote to the Registrar of Companies in Karnataka, bringing to the latter's notice certain commissions and omissions on the part of the respondent-Company, in furtherance of which, complaints were filed by the revision petitioner against the Company. Contravention of the provisions of Companies Act alleged in each criminal case and the concerned criminal revision petition numbers are as follows.-

C. C. Contravention alleged Concerned Concerned

Number provision of Cri. Rev.

Companies Petn.

Act

1286/1993 Loose leaf minutes books Section 710/2000

of Board and General body 193(6)

meetings had been maintained

without binding them and without

locking device and without serially

numbering them

1287/1993 Not maintaining the register of contracts Section 711/2000

and not entering in such register the 301(4)

transactions of the Company with firms in

which directors were interested

1288/1993 Transferring its annual profits to General Section 712/2000

reserve in excess of the permissible 205(2-A) read

limits with Section

629-A

1289/1993 Printing and Issuing share certificates Section 713/2000

without the resolution of Board of 84(4) read

Directors prior to 25-9-1992 with Section

629-A

Entries in the Register of members had Rules 7

not been duly authenticated by the and 8 of the

Secretary of the Company Companies (Issue

of Share Certificates)

Rules, 1960

read with

Section 629-A

1290/1993 Selling without the consent of the Section 714/2000

Board of Directors certain goods on 297(1) read

credit to the two firms in which with Section

some of the directors of the Company 629-A

were partners

1291/1993 Borrowing unsecured loans far in Section 715/2000

excess of the limit permissible under 58-A(b) read

Rule 2(b) of deposit rules with Section

58-A(i)

A preliminary objection was taken on behalf of the accused in each case that the complaint was barred by time. The offences were disclosed at the time of inspection and with regard to the omission and commission of acts of the Company as alleged, a notice had been issued by the Inspecting Authority on 18-2-1993. The reply of the Company was received on 3-3-1993. Since the explanation of the Company was not satisfactory, a report was submitted by the Inspecting Officer on 15-41993 to the Regional Director of Company Affairs. It was therefore contended on behalf of the accused in all these cases that the department had the knowledge of the offence at least from 18-2-1993 when the notice had been issued by the Inspecting Authority and that therefore the complaints filed on 20-10-1993 were barred by time.

3. It is not disputed that every offence alleged is punishable only with fine and the period of limitation for filing the complaint was six months It was contended on behalf of the complainant that in view of the provisions of Section 621 of the Companies Act, the complaint could be filed only by the Registrar of the Companies and that he having come to know of the commission of the offences only on 14-7-1993 when he received the portion of inspecting report sent by the Regional Director, Department of Company Affairs, the limitation started to run only from 14-7 -1993 It was therefore c