Limitation under the Companies Act: Article 137 applies to applications, but section 446 cannot revive a time-barred claim.

Article 137 of the Limitation Act, 1963 applies to applications and petitions under the Companies Act, 1956 where no special limitation period is prescribed, subject to any specific limitation in the Companies Act itself. A claim already barred by limitation before commencement of winding up cannot be revived under section 446(2)(b), because that provision only enables enforcement of existing enforceable rights. For section 542, a time-barred underlying claim may still be the subject of an application if article 137 is satisfied, while section 543 is controlled by its own five-year statutory limitation. The right to apply under section 446(2)(b) accrues on the winding-up order, and under section 542 it accrues on that order and may recur with later disclosures during winding up.

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Issues: (i) Whether proceedings under the Companies Act, 1956 are governed by article 137 of the Limitation Act, 1963; (ii) Whether a claim barred by time before commencement of winding up can be pursued under section 446(2)(b) of the Companies Act, 1956; (iii) Whether a time-barred claim can form the subject-matter of an application under sections 542 and 543 of the Companies Act, 1956; (iv) When the right to apply under sections 446(2)(b) and 542 of the Companies Act, 1956 accrues for the purpose of article 137.

Issue (i): Whether proceedings under the Companies Act, 1956 are governed by article 137 of the Limitation Act, 1963.

Analysis: The residuary article in the Limitation Act, 1908 did not apply to proceedings under the Companies Act, 1956, but the Limitation Act, 1963 enlarged the scope of the residuary provision by article 137 to cover applications and petitions under special laws for which no specific limitation period is prescribed. The later Supreme Court position treated article 137 as applicable to such proceedings, subject to any special limitation provided in the Companies Act itself.

Conclusion: Yes. Proceedings under the Companies Act, 1956 are governed by article 137 of the Limitation Act, 1963, except where the Companies Act itself prescribes a different limitation period.

Issue (ii): Whether a claim barred by time before commencement of winding up can be pursued under section 446(2)(b) of the Companies Act, 1956.

Analysis: Section 446(2)(b) creates a summary procedure for enforcement of existing rights and liabilities and does not create a new right to revive claims already barred by limitation. A claim must be legally enforceable when pursued under that provision, and a time-barred claim is not such an enforceable claim.

Conclusion: No. A claim barred by time before commencement of winding up cannot be pursued under section 446(2)(b).

Issue (iii): Whether a time-barred claim can form the subject-matter of an application under sections 542 and 543 of the Companies Act, 1956.

Analysis: Section 542, on its language and scheme, may permit applications even where the underlying claim would otherwise be time-barred, so long as the requirements of article 137 are satisfied. Section 543 stands on a different footing because sub-section (2) itself prescribes a special five-year limitation, which renders the ordinary law of limitation irrelevant for applications under that section.

Conclusion: Yes, in respect of section 542; and under section 543 the special statutory limitation controls, making the ordinary bar of limitation inapplicable.

Issue (iv): When the right to apply under sections 446(2)(b) and 542 of the Companies Act, 1956 accrues for the purpose of article 137.

Analysis: For section 446(2)(b), the right to apply arises on the making of the winding-up order, because the company court becomes the court winding up the company only then. For section 542, the right arises on the winding-up order and continues to arise as disclosures emerge in the course of winding up, such as filing of the statement of affairs or the liquidator's report.

Conclusion: The right to apply under section 446(2)(b) accrues on the winding-up order, while the right under section 542 accrues on the winding-up order and may recur upon disclosures made during the winding-up.

Final Conclusion: The limitation objection failed, article 137 was held applicable, and the claim under section 446(2)(b) was treated as maintainable because it was still enforceable when filed after exclusion of the statutory winding-up period.

Ratio Decidendi: A summary winding-up jurisdiction cannot revive a debt already barred by limitation, but article 137 applies to applications under the Companies Act where no special limitation is provided, and the right to apply under section 446(2)(b) accrues on the winding-up order.

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