Limitation for technical company-law defaults runs from discernible default in filed returns, and mechanical process orders are unsustainable.

Technical contraventions under the Companies Act, 1956 may constitute punishable offences where the statutory scheme treats the default as an offence, and the residuary penal provision may apply depending on the nature of the obligation and alleged breach. For limitation under the Code of Criminal Procedure, the text states that time begins when the default is discernible from filed annual returns and records, and not from a later inspection where the facts were already available to the Registrar; on that basis, the complaints were described as time-barred. It also notes that a cyclostyled summoning order issued without meaningful scrutiny of the complaint material reflects non-application of mind and is vulnerable to challenge.

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Issues: (i) Whether alleged contraventions of sections 255 and 268 of the Companies Act, 1956 were punishable offences and whether section 629A could be invoked; (ii) whether the complaints were barred by limitation under section 468(2)(a) of the Code of Criminal Procedure, 1973; (iii) whether the order issuing process was vitiated by a mechanical, non-application-of-mind approach.

Issue (i): Whether alleged contraventions of sections 255 and 268 of the Companies Act, 1956 were punishable offences and whether section 629A could be invoked.

Analysis: Section 629A is a residuary penal provision and its application depends on the nature of the statutory obligation and the specific contravention alleged. The reasoning of the cited precedent on the earlier, differently worded provision could not be applied mechanically to the present allegations, particularly because the statutory setting had materially changed after amendment. The language of sections 255, 256 and 268 indicated that contravention of those provisions could constitute separate offences depending on the circumstances.

Conclusion: The alleged contraventions were capable of constituting punishable offences, and the challenge based on section 629A was not accepted.

Issue (ii): Whether the complaints were barred by limitation under section 468(2)(a) of the Code of Criminal Procedure, 1973.

Analysis: The alleged defaults related to years 1996-97, 1997-98 and 1998-99, while the relevant annual returns and reports were already available with the Registrar by August 1998. The later inspection in 2000 did not postpone the commencement of limitation, because the violations were technical and ascertainable from the returns already filed. Limitation is intended to prevent stale claims, and it could not be deferred on the theory of later discovery of known facts.

Conclusion: The complaints were barred by limitation.

Issue (iii): Whether the order issuing process was vitiated by a mechanical, non-application-of-mind approach.

Analysis: The complaints did not disclose the inspection report or its date, and the summoning order showed a cyclostyled, blanket issuance of process without proper consideration of the materials before the court. Such a casual approach indicated absence of meaningful judicial scrutiny at the stage of process.

Conclusion: The order issuing process was unsustainable.

Final Conclusion: The complaints could not be sustained and were quashed in exercise of the court's inherent jurisdiction.

Ratio Decidendi: For technical company-law contraventions that are apparent from annual returns or filed records, limitation runs from the time the default is discernible and cannot be postponed until a later inspection or purported discovery; a residuary penal provision may apply where the statute treats the contravention as an offence, and a mechanical summoning order without scrutiny of material is liable to be set aside.

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