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Issues:
1. Barred by limitation - Whether the complaints are barred by limitation under section 220(3) of the Companies Act? 2. Continuing Offence - Whether the offences alleged in the cases are continuing offences? 3. Interpretation of Provisions - Whether the offences under the Companies Act are continuing offences? 4. Territorial Jurisdiction - Whether the court at Ernakulam has jurisdiction over the offences? Analysis: 1. Barred by Limitation: The petitioners argued that the complaints filed by the Registrar of Companies were barred by limitation as they were filed more than six months after the dates on which the balance-sheets were required to be filed. The Act does not specify a limitation period for such complaints. However, under section 468 of the Code, the period of limitation for offences punishable with fine only is six months. The court noted that the complaints were indeed filed after the expiration of this period. 2. Continuing Offence: The main contention revolved around whether the offences alleged were continuing offences. The Registrar argued that a fresh period of limitation begins with each moment the offences continue. The accused, on the other hand, denied that the offences were continuing in nature. The court referred to previous judgments, including one from the Calcutta High Court, which held that certain offences under different Acts were indeed continuing offences. The court considered the nature of the offences under the Companies Act and analyzed the relevant provisions to determine if they constituted continuing offences. 3. Interpretation of Provisions: The court delved into the interpretation of the provisions of the Companies Act to ascertain whether the offences under the Act were continuing in nature. It compared the provisions of the Companies Act with those of other Acts that had been subject to judicial scrutiny in previous cases. The court highlighted the distinction in punishment provisions, particularly in section 162 of the Companies Act, which prescribed a fine for each day of default. This led the court to conclude that the offences under the Companies Act were indeed continuing offences. 4. Territorial Jurisdiction: The issue of territorial jurisdiction arose concerning whether the court at Ernakulam had jurisdiction over the offences related to default in filing documents with the Registrar of Companies, Kerala. The court concluded that since the performance of the Act in default was to take place at Ernakulam, the court at Ernakulam had the requisite jurisdiction over the matter. In conclusion, the court dismissed the petitions, finding no grounds to interfere with the lower court's decisions. The judgments provide a detailed analysis of the issues related to limitation, the nature of the offences, interpretation of provisions under the Companies Act, and the territorial jurisdiction of the court at Ernakulam.
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