Condonation of foundational default defeats related criminal conviction where the connected company filing lapse was treated as covered.

Convictions for failure to hold a general meeting within the prescribed time and for failure to lay a balance sheet before the general body were set aside because the Registrar's condonation was understood to cover the underlying delay in holding the meeting. The court treated the convictions as resting on a mistaken factual premise that only the filing default had been condoned, and held that once the foundational default was treated as condoned, the connected balance-sheet charge could not stand either. The broader question whether the Registrar had legal power to condone the meeting delay was not decided.

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Issues: (i) Whether the conviction for failure to hold a general meeting within the prescribed time could stand when the delay was treated as condoned by the Registrar. (ii) Whether the conviction for failure to lay a balance sheet before the general body could stand when the connected default had been condoned.

Issue (i): Whether the conviction for failure to hold a general meeting within the prescribed time could stand when the delay was treated as condoned by the Registrar.

Analysis: The relevant correspondence showed that the Registrar's condonation covered the delay in holding the general meeting, and the conviction had proceeded on the mistaken footing that only the filing of the list of members and summary had been condoned. In the circumstances, the conviction rested on a misapprehension. Any broader question whether the Registrar had power in law to condone the delay in holding the meeting was not decided.

Conclusion: The conviction and sentence on this charge could not be sustained and were set aside.

Issue (ii): Whether the conviction for failure to lay a balance sheet before the general body could stand when the connected default had been condoned.

Analysis: Once the delay in holding the general meeting was treated as condoned, the failure to place the balance sheet before the general body at that meeting also ceased to support the conviction. The result in the connected revision necessarily followed from the disposal of the first matter.

Conclusion: The conviction and sentence on this charge were also set aside.

Final Conclusion: Both criminal revision cases succeeded, and the convictions were vacated in consequence of the condonation found on the facts.

Ratio Decidendi: Where the foundational default has been treated as condoned on the facts, a conviction based entirely on that default cannot be sustained.

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