Special statute controls criminal cognizance: company court cannot try Companies Act offences or invoke section 340 CrPC.

Where a special statute prescribes the mode of cognizance and trial of offences, the company court cannot assume criminal jurisdiction merely because the matter arises in winding-up proceedings. The Companies Act, 1956 requires cognizance of the offence to be taken only on a complaint by the prescribed authority and limits trial to the competent criminal court; section 446 does not extend to criminal prosecution, and the company court cannot direct an inquiry under section 340 CrPC on that basis. The petition was therefore rejected for want of jurisdiction, leaving the alleged offence to be proceeded with before the appropriate criminal forum.

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Issues: Whether the company court can take cognizance of, and try, offences punishable under the Companies Act, 1956, and whether it can direct an inquiry and complaint under section 340 of the Code of Criminal Procedure, 1973.

Analysis: The Code of Criminal Procedure, 1973 governs investigation, inquiry and trial of offences under the Indian Penal Code and other laws unless the special enactment provides a different procedure. The Companies Act, 1956 contains specific provisions on cognizance and trial of offences, including that cognizance can be taken only on a complaint by the prescribed authority and that no court inferior to a Presidency Magistrate or Magistrate of the First Class can try such offences. The Act does not create any special forum authorising the company court to try offences under section 629, and the expression "proceeding" in section 446 cannot be extended to criminal prosecution in this context. Since the court cannot itself take cognizance of the alleged offence under section 629, the request for an inquiry under section 340 of the Code of Criminal Procedure, 1973 founded on that allegation cannot be entertained in the present petition.

Conclusion: The company court has no jurisdiction to take cognizance of the offence under section 629 of the Companies Act, 1956, and the petition for such relief, including the connected request under section 340 of the Code of Criminal Procedure, 1973, fails.

Final Conclusion: The application was rejected because the alleged Companies Act offence had to be proceeded with before the competent criminal forum in accordance with the statutory scheme.

Ratio Decidendi: Where a special statute prescribes the mode of cognizance and trial of offences, the company court cannot assume criminal jurisdiction merely because the proceeding arises in winding-up proceedings or because section 446 confers jurisdiction over suits or proceedings by or against the company.

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