JUDGMENT Narendran, J. 1. The second accused in C. C. No. 4 of 1979 in C. P. No. 17/79 is the appellant in this Miscellaneous First Appeal. The above criminal complaint was filed by the respondent, Official Liquidator, who was appointed as Provisional Liquidator of Wandoor Jupitor Chits (P) Ltd., (in liquidation) under S.454(5A) of the Companies Act, 1956. The offence alleged against the appellant and the other accused in the criminal complaint was that they did not file the statement of affairs with respect to the branches in their charge. The appellant accused was working as Branch Manager of the Kanhangad Branch of the Wandoor Jupitor Chits (P) Ltd., from 14th March 1973 till 13th September 1973. In the above branch the cash book alone was kept and all other records relating to the branch were kept at the Head Office at Wandoor. Not only that, in pursuance of an attachment order dated 19th September 1973, in O.S. No. 178 of 1973 of the Munsiff's Court, Hosdurgh, the furniture and other articles were attached. There was also a theft of documents, promissory note etc., and a complaint was filed before the Hosdurgh Police Station. The appellant accused had informed the official liquidator of the state of affairs. Before the Company Court, the appellant pleaded not guilty to the charges; but he was found guilty ignoring the evidence and circumstances which prove his innocence and he was sentenced to a fine of Rs. 500 and in default to undergo simple imprisonment for six weeks. It is against the condition and sentence that the appellant has come up in this Miscellaneous First Appeal. 2. The learned counsel for the appellant referred to S.454(5) of the Companies Act, 1956 which reads: "If any person, without reasonable excuse, makes default in complying with any of the requirements of this section, he shall be punishable with imprisonment for a term which may extend to two years, or with fine which may extent to one hundred rupees for every day during which the default continues, or with both". According to the learned counsel, only if there was no reasonable excuse, for not filing the statement as insisted by the court, the appellant can be found guilty under S.454(5) for not filing the statement. According to the learned counsel, only if there was no reasonable excuse, for not filing the statement as insisted by the court, the appellant can be found guilty under S.454(5) for not filing the statement. Learned counsel then contended in the facts and circumstances of this case, there was sufficient cause for the appellant in not filing the statement as directed by the court. It was also contended that mere non compliance of the direction will not be an offence and it is only when the default was without reasonable excuse, S.454(5) can be invoked. In support of this contention, the learned counsel referred to the decision reported in Official Liquidator v. Indira Kartha ( 1982 KLT 215 ) wherein a learned Judge of this Court has held; "It is clear from the express words of S.454(5) that mere default in complying with any of requirements of the section is not an offence punishable under the sub-section. It is only when it is made out that the default was without reasonable excuse that sub-section (5) can be invoked. The word "default" in sub-s.(5) is qualified and the qualification is that the default must be without reasonable excuse. Under sub-s.(5) before punishing a person thereunder, the court has to give a finding whether the default committed by the person was without reasonable excuse. There is nothing in sub-s.(5) as a whole which shows or indicates that there is any burden cast on the accused at that stage of proving that the accused had reasonable excuse. The important ingredient of an offence punishable under sub-s.(5) is that the accused has committed the default without reasonable excuse. Unless on the evidence available, the court is in a position to come to this conclusion the accused cannot be convicted." 3. The learned counsel for the respondent referred to M/s Marikar (Motors) Ltd. v. Sales Tax Officer, Special Circle, Trivandrum (ILR 1973 (2) Kerala 204) wherein Govindan Nair, J. (as he then was) speaking for a Bench of this Court has said: "On whom then is the burden of establishing reasonable excuse. We think there can be no doubt that it must be for the assessee to establish that there has been "reasonable excuse". We think there can be no doubt that it must be for the assessee to establish that there has been "reasonable excuse". The words ''without reasonable excuse" in S.10(d) though forming an ingredient of the offence just as any of the general exemptions under Chapter IV of the Indian Penal Code form part of the offences defined under the Code, provide an exemption, and as in the case of the general exemptions under the Penal Code, will have to be pleaded and proved by the person charged." The above decision was rendered on S.10 of the Central Sales Tax Act, 1956 wherein also the words "without reasonable excuse" appear. On the strength of the above decision, the learned counsel for the respondent contended that if the appellant had a reasonable excuse for filing the statement of affairs before the company court, it was for the appellant to raise such a contention before the company court. The appellant having not raised such a contention before the company court, cannot now in appeal effectively challenge the decision of the company court convicting him under S.454(5) of the Companies Act, 1956. It was also pointed out by the learned counsel for the respondent that the records of the branch were available and only some pronotes and some other papers were missing. We follow the decision in Marikar Motor's case (ILR 1973 (2) Kerala 204) and dismiss the Miscellaneous First Appeal.