Mandatory general meeting provisions cannot be used to excuse default or waive possible penalty liability.

Section 76 of the Companies Act, 1913 was treated as a mandatory provision enabling a member to seek an order convening a general meeting when those responsible had defaulted, not as a basis for excusing that default. The absence of a balance-sheet and delay caused by pending proceedings did not change the section's mandatory character. An ex parte application was also held to be an unsuitable forum for determining or waiving possible penalty liability. The request to direct the calling of a general meeting was therefore rejected.

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Issues: Whether an application under Section 76 of the Companies Act, 1913 could be used to direct the calling of a general meeting so as to excuse the company or its officers from liability for default in holding the meeting within the prescribed time.

Analysis: Section 76 was treated as a mandatory provision intended to enable a member to seek an for convening a meeting when those responsible had defaulted, not as a mechanism for obtaining exculpation from the consequences of that default. The absence of a balance-sheet or delays arising from pending proceedings did not alter the mandatory character of the section. The Court also noted that an ex parte application was not an appropriate occasion to determine or excuse potential liability for penalty.

Conclusion: The application could not be granted to excuse the default, and the request for an order directing the calling of a general meeting was rejected.

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