Statutory relief for honest and reasonable conduct shields company officers from criminal liability for share-transfer default.

Section 633(2) of the Companies Act, 1956 empowers the Court to relieve company officers from criminal liability for alleged statutory defaults where the evidence shows they acted honestly and reasonably in the circumstances. On the facts presented, the delay in compliance with the share-transfer requirement under section 113 was accepted as occurring for the reasons stated by the petitioners, and their conduct was found to justify relief. Statutory relief was therefore granted, and the petitioners were excused from liability for negligence, breach of trust, breach of duty, misfeasance, or default arising from the alleged non-compliance.

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Issues: Whether relief under section 633(2) of the Companies Act, 1956 could be granted to the petitioners for alleged non-compliance with section 113 of the Companies Act, 1956, and whether their conduct justified such relief.

Analysis: The petitioners were proceeded against for delay in compliance with the statutory requirement relating to transfer of shares. The material placed before the Court showed that the delay had occurred in the circumstances stated by the petitioners, and that they had acted honestly and reasonably. The Court accepted that section 633(2) empowered it to relieve officers from criminal liability where the circumstances so warranted.

Conclusion: Relief under section 633(2) was granted in favour of the petitioners, and they were relieved from criminal liability for any negligence, breach of trust, breach of duty, misfeasance, or default in relation to the alleged non-compliance with section 113.

Final Conclusion: The petition succeeded, and the petitioners obtained statutory relief from prosecution-related liability arising out of the alleged default.

Ratio Decidendi: Where officers of a company have acted honestly and reasonably in the circumstances, the Court may exercise its jurisdiction under section 633(2) of the Companies Act, 1956 to relieve them from criminal liability for alleged statutory defaults.

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