Jaganmohan Reddy, C.J.:- The question before us is whether, under section 220 of the Companies Act, 1956 (1 of 1956), (hereinafter referred to as the ‘Act’), the holding of an annual general meeting of a company and laying before it the balance sheet and the profit and loss account are pre-requisites for a prosecution under section 220 (3).

The High Court of Bombay in Emperor v. Pioneer Clay and Industrial Works2, and earlier, the Madras High Court in Lakshmana v. Emperor4, and In re Narasimharao5 had held under section 134 and the analogous provisions, of the Indian Companies Act, 1913 (hereinafter called the ‘Old Companies Act) corresponding to section 220 of the Act that the omission to file with the Registrar the balance sheet and the profit and loss account of a company is not a contravention of those provisions in as much as either no general meeting was held at which the balance sheet was laid, or no general meeting was due to be held. After the decision of the Supreme Court in State of Bombay v. Bhandhan Ram3, some of the High Courts have taken the view that the decision of the Bombay High Court in Emperor v. Pioneer Clay and Industrial Works2, has been overruled and that th

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