Limitation for company-law prosecution runs from discovery of default, and the Assistant Registrar may file the complaint.

Limitation for a complaint alleging non-filing of balance-sheet and profit and loss account under section 210(5) of the Companies Act, 1956 was held to run from the date the default was discovered through the company's annual return and annual general meeting records, not merely from the date of the annual general meeting. On that basis, the complaint was within time. The Assistant Registrar of Companies was treated as a competent complainant and as the person aggrieved under the statutory scheme, so the prosecution was maintainable and the quashing challenge failed.

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Issues: (i) Whether the complaint for an offence under section 210(5) of the Companies Act, 1956 was barred by limitation; (ii) whether the Assistant Registrar of Companies was a competent complainant and a person aggrieved.

Issue (i): Whether the complaint for an offence under section 210(5) of the Companies Act, 1956 was barred by limitation.

Analysis: The offence was alleged to have been committed on the date of the annual general meeting, but the complaint stated that the non-filing of the balance-sheet and profit and loss account came to the complainant's knowledge later from the company's annual return and from the certified copy of the annual general meeting proceedings. On that basis, limitation was held to run from the date of knowledge under the applicable criminal procedure provision governing such cases.

Conclusion: The complaint was not barred by limitation and was within time.

Issue (ii): Whether the Assistant Registrar of Companies was a competent complainant and a person aggrieved.

Analysis: The complaint was filed by the Assistant Registrar of Companies. The statutory scheme treated that officer as competent to lodge the complaint, and therefore as the person aggrieved for the purpose of initiating the prosecution.

Conclusion: The Assistant Registrar of Companies was a competent complainant and a person aggrieved.

Final Conclusion: The prosecution was held maintainable, the limitation objection failed, and the application for quashing was rejected.

Ratio Decidendi: Where the statute authorises the Assistant Registrar of Companies to lodge the complaint, the complaint is maintainable at his instance, and for limitation purposes the period begins to run from the date when the non-compliance is first discovered in the manner recognised by the criminal procedure law.

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