IN THE HIGH COURT OF KERALA AT ERNAKULAM PRESENT : THE HONOURABLE MR. JUSTICE K.P.BALACHANDRAN FRIDAY, THE 22ND JUNE 2007 / 1ST ASHADHA 1929 Crl.MC.No. 2632 of 2004 --------------------------------------- ST.169/2004 of ADDL.CHIEF JUDICIAL MAGISTRATE (E & O),ERNAKULAM .................... PETITIONER/2ND ACCUSED: SHRI.ABRAHAM J.THARAKAN, SHIBUMI, 814, BEACH ROAD, FORT COCHINN, COCHIN-1. BY ADV. SRI.C.K.KARUNAKARAN SRI.C.E.UNNIKRISHNAN RESPONDENTS/COMPLAINANT & STATE: 1. THE ASSISTANT REGISTRAR OF COMPANIES, KERALA, M.G.ROAD, ERNAKULAM, COCHIN-682 011. 2. STATE OF KERALA, REPRESENTED BY THE PUBLIC PROSECUTOR, HIGH COURT OF KERALA, ERNAKULAM. BY PUBLIC PROSECUTOR SRI.P.RAVINDRA BABU THIS CRIMINAL MISC. CASE HAVING BEEN FINALLY HEARD ON 22/06/2007, THE COURT ON THE SAME DAY PASSED THE FOLLOWING: K.P. Balachandran, J. --------------------------- Crl.M.C.No. 2632 of 2004 --------------------------- ORDER The second accused in S.T.No.169/04 on the file of the Additional Chief Judicial Magistrate's (Economic Offences) Court, Ernakulam is the petitioner. The first accused in the case is M/s. Viceroy Foods Ltd. and the petitioner has been arrayed as the second accused in his status as the Managing Director thereof. The complaint is filed by the Assistant Registrar of Companies, Ernakulam complaining of commission by the accused of offence punishable under Section 220(3) of the Companies Act, 1956 for default in complying with the requirements of Sections 220(1) and (2) of the Companies Act. 2. The case of the petitioner is that the first accused Company, of which, he was the Managing Director, got amalgamated with M/s.International Creative Foods Ltd. as per order in C.P.No.18/96 dated 21.1.1997; that the first accused Company is CRMC 2632/04 2 no longer in existence in view of the amalgamation and that, therefore, the petitioner was not duty bound to submit any returns in compliance with Sections 220(1) and (2) of the Companies Act in relation to the first accused Company. Hence, proceeding with S.T.No.169/04 filed against him by the Assistant Registrar of Companies before the Additional Chief Judicial Magistrate's Court, Ernakulam is misuse of the process of court and even going by the allegations in the complaint, the complaint cannot culminate in a conviction of the petitioner. 3. Annexure A2 order dated 21.1.1997 in C.P. No.18/96 shows that two Companies, including the first accused company in S.T.No.169/04, of which, the petitioner was the Managing Director, has been allowed to be amalgamated with M/s.International Creative Foods Ltd., Kochi, though the petitioner is the Director and Chairman of the said company as well. CRMC 2632/04 3 In the circumstances, the proceedings as against the petitioner in S.T.No.169/04 inasmuch as it relates to the affairs of M/s.Viceroy Foods Ltd., which is the first accused therein, is quashed, allowing this Crl.M.C. 22nd June, 2007 (K.P.Balachandran, Judge) tkv