Company in liquidation must be represented by provisional liquidator, and unauthorised former officer cannot face charges for the company.

When a company is in liquidation, it can be represented in criminal proceedings only by the provisional liquidator or a person authorised by him. Section 305 CrPC allows corporate representation, but that general facility yields to Section 457 of the Companies Act, 1956 once liquidation begins. Because no authorisation existed in favour of the petitioner, the charge against the company could not validly be framed through him and had to be substituted by representation through the provisional liquidator. The petitioner's individual liability was not disturbed.

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Issues: Whether the charge against the company could be framed through the petitioner when the company was in liquidation and a provisional liquidator had been appointed.

Analysis: The liability under Section 68 of the Foreign Exchange Regulation Act, 1973 depends on the person being in charge of and responsible for the company at the time of contravention, but the petitioner did not press any separate challenge to that invocation in his individual capacity. The only surviving question was whether the petitioner could represent the company in the criminal proceedings. Section 305 of the Code of Criminal Procedure, 1973 permits a corporation to appear through a representative, but where the company is in liquidation, Section 457 of the Companies Act, 1956 places the authority to represent it in the hands of the provisional liquidator or a person authorised by him. As no authorisation in favour of the petitioner existed, the charge against the company could not validly proceed through him.

Conclusion: The charge against the company through the petitioner was unsustainable and had to be substituted by representation through the provisional liquidator.

Final Conclusion: The impugned order was modified only to the extent that the company could not be represented by the petitioner, while the charges against him in his individual capacity were left untouched.

Ratio Decidendi: When a company is in liquidation, only the provisional liquidator or a person authorised by him can represent the company in criminal proceedings, and a charge framed through an unauthorised former officer cannot be sustained.

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