ORDER : The above company application is filed by accused nos. 1, 3, 4, 5 and 6 in Crl. Complaint No.1 of 2022 filed under Section 227 of the Code of Criminal Procedure and Rule 9 of the Company Court Rules, 1959 seeking discharge. 2. Criminal Complaint No.1 of 2022 is filed under Section 538 (1) of the Companies Act, 1956 (hereinafter referred to as “Act of 1956) for failure of accused, eight in number, to comply with the requirement of Clause (c) of Subsection (1) of Section 538 of the Act of 1956. The complaint is in the matter of M/s. Variety Finance and Traders Pvt. Ltd. (in Prov. Liquidation) which was ordered to be wound up as per order dated 02.07.2009 of this Court in C.P. No.7 of 2007 and the official liquidator attached to this court has been appointed as the official liquidator of the company. The accused were the directors of the company as on the date of the winding-up order. As per the complaint, the ex-directors of the company, accused nos.1 to 6 filed the statement of affairs of the company as per the provisions of Section 454 (1) of the Act of 1956 and Rule 127 of the Company (Court) Rules 1959 (hereinafter referred to as “Rules 1959). It is averred in the complaint that the ex-directors of the company while submitting the statement of affairs of the company submitted a list showing the particulars of original suits filed before various civil courts at Thrissur District such as Munsiff’s Court, Kodungallur and Munsiff’s Court, Irinjalakuda. Ex-directors had submitted that most of the suits filed are decreed and the decrees are under the EP stage and that the cases were entrusted to an advocate at Irinjalakuda. The former Managing Director Sri. K.G. Anilkumar had also given the address of the advocate and the official liquidator had issued Annexure-A letter to the said advocate on 17.02.2011, but no case details were received from him. Thereafter, Annexure-B letter was issued to the advocate on 21.11.2012. For that letter also, no reply was received. Thereafter, the official liquidator deputed an official to the office of the said advocate on 11.07.2013 and a letter was also issued to the advocate through the official requesting to hand over the case details. Thereafter, Annexure-B letter was issued to the advocate on 21.11.2012. For that letter also, no reply was received. Thereafter, the official liquidator deputed an official to the office of the said advocate on 11.07.2013 and a letter was also issued to the advocate through the official requesting to hand over the case details. The advocate had informed the official as per Annexure C report that no cases belonging to M/s. Variety Finance and Traders Private Limited are pending before the Court and most of them are disposed of. Subsequently, two case bundles i.e., O.S.Nos.1529 of 1997 and 628 of 1997 were handed over to the official liquidator which were already decreed and E.P. was initiated. On verification, it is seen that E.P. in O.S.628 of 1997 is already dismissed. On the said matter, the Official Liquidator has again issued Annexure D letter dated 07.07.2014 to the ex-Managing Director to hand over the case bundles. However, there was no response. It is submitted that as per the provisions of Section 538(1) (c) of the Act of 1956, if any person being a past or present officer of a company which, at the time of the commission of the alleged offence, being wound up, does not deliver up to the liquidator, or as he directs, all such books and papers of the company as are in his custody or under his control and which he is required by law to deliver up, shall be punishable with imprisonment for a term which may extend to two years, or with fine or with both. Therefore, it is submitted that since the ex-directors have not complied with the requirements of Section 538 (1)(c) of the Act of 1956, they have committed intentional default without any reasonable excuses in complying with Section 538 of the Act of 1956 and hence liable to be prosecuted. It is also submitted that due to non-compliance of Section 538(1)(c) by the ex-directors, the complainant had issued Annexure E notice to all the ex-directors on 26.04.2022. Even though reply was received from some of the ex-Directors, no Director has produced the case details. 3. Accused nos. 1, 3, 4, 5, and 6 filed the present company application seeking discharge. It is contended that the complaint was filed by the Official Liquidator, High Court of Kerala under section 538 (1) of the Act of 1956. Even though reply was received from some of the ex-Directors, no Director has produced the case details. 3. Accused nos. 1, 3, 4, 5, and 6 filed the present company application seeking discharge. It is contended that the complaint was filed by the Official Liquidator, High Court of Kerala under section 538 (1) of the Act of 1956. The allegation is that the previous officers/Directors of the company in liquidation have not produced the books and papers of the company in spite of repeated requests made by the complainant. The averments in the complaint and the documents referred to therein are not sufficient to establish the case against the applicants. It is contended that there are no valid grounds sufficient to persuade this Court to enter into a finding that the applicants are guilty of the offence as alleged in the complaint. It is further submitted that there are no grounds for framing charge against the applicants and to proceed with trial. It is admitted in the complaint that the ex-directors of the company have filed the statement of affairs of the company wherein a list showing particulars of original suits filed before various civil courts at Thrissur District was produced. All the relevant papers were handed over to the counsel for filing civil suits. The complainant should have taken steps to get the records from the counsel instead of initiating proceedings against the applicants. It is submitted that the complainant had not taken effective and timely steps to get back the documents from the advocate. The complainant ought to have filed an application before this Court directing the advocate to hand over the documents to the complainant. The reasons for not opting that remedy had not been mentioned in the complaint. Annexure D is the last letter dated 07.07.2014 issued by the complainant to the ex-Managing Director requesting him to produce the books and accounts of the company in liquidation. The complaint is dated 08.08.2022 which was filed after 8 years after the issuance of Annexure D notice. The punishment for the offence in this case is only two years imprisonment or fine or with both. Therefore, the complaint is barred by limitation as per Section 468 Cr.PC. Annexure E notice was sent by the complainant to circumvent the provisions of limitation. The reason for issuing such a letter after 8 years had not been explained by the complainant. Therefore, the complaint is barred by limitation as per Section 468 Cr.PC. Annexure E notice was sent by the complainant to circumvent the provisions of limitation. The reason for issuing such a letter after 8 years had not been explained by the complainant. The complainant is well aware that the documents sought to be produced by the applicants are in the custody of the advocates. The complainant miserably failed to discharge his duties in getting back those documents from the advocates. Therefore, the complaint filed against the applicants is an abuse of process of law. It is further submitted that there are no grounds for further proceedings with the complaint and if the complaint is further proceeded it would cause great prejudice to the applicants and will result in miscarriage of justice. Therefore, the complaint is groundless and the applicants are entitled for discharge. 4. The application for discharge is filed mainly on the ground of limitation as provided under Section 468 Cr.P.C. Section 227 Cr.P.C. provides for discharge of the accused, wherein the court upon consideration of the records of the case and the documents submitted therewith and after hearing the submissions of the accused and the prosecution in this behalf finds that there is no sufficient ground for proceeding against the accused. Rule 9 of the Rules 1959 mandates that nothing contained in these Rules shall be deemed to limit or otherwise affect the inherent power of the court to give such directions or pass such orders as may be necessary for the ends of justice or to prevent abuse of the process of the court. 5. Criminal proceedings have been initiated alleging non-compliance of Section 538 (1) (c) of the Act of 1956, which reads as follows: “538. 5. Criminal proceedings have been initiated alleging non-compliance of Section 538 (1) (c) of the Act of 1956, which reads as follows: “538. OFFENCES BY OFFICERS OF COMPANIES IN LIQUIDATION (1) If any person, being a past or present officer of a company which, at the time of the commission of the alleged offence, is being wound up, whether by the Tribunal or voluntarily, or which is subsequently ordered to be wound up by the Tribunal or which subsequently passes a resolution for voluntary winding up,- xxxx xxxx xxxx (c) does not deliver up to the liquidator, or as he directs, all such books and papers of the company as are in his custody or under his control and which he is required by law to deliver up ; xxxx xxxx xxxx ” For an offence punishable under Section 538(1)(c) of the Act of 1956, the punishment provided is imprisonment for a term which may extend to two years or with fine or with both. 6. Section 468 Cr.P.C. deals with bar to take cognizance after lapse of the period of limitation and Section 468(2)(c) mandates that no court shall take cognizance of an offence after the expiry of period of limitation of 3 years if the offence is punishable with imprisonment for a term exceeding 1 year but not exceeding three years. There is no dispute that the limitation for initiation of proceedings for offence under the Companies Act has not been prescribed under the Act itself and hence, the general law under Section 468 of the Code of Criminal Procedure will stand attracted. In the said back drop, let me consider the request made by the applicants for discharge on the ground of limitation. 7. The allegation against the applicants is violation of Section 538(1) (c) of the Act of 1956 which mandates that on a request made by the liquidator, any person being a past or present officer of the company is bound to deliver upon to the liquidator, such books and papers of the company as are in his custody or under his control and which he is required by law to deliver upon and in case of any non-compliance of the said direction, he is punishable with imprisonment for a term which may extend for 2 years, or with fine, or with both. The learned counsel appearing for the applicants would submit that the last of the request made in this regard is Annexure D document dated 07.07.2014 and the complaint being filed only on 08.08.2022, after 8 years would be barred by limitation as provided under Section 468 Cr.P.C. The issuance of a subsequent notice after a period of 8 years as per Annexure E dated 26.04.2022 is only an attempt to circumvent the provisions of limitation and there is absolutely no explanation offered in the complaint for the delay that has occurred and therefore, the complainant is not entitled for the benefit of Section 473 Cr.P.C also. Even going by the averment in the complaint, on a request made by the liquidator to file a statement of affairs of the company as per the provisions of Section 454(1) of the Act of 1956, the ex-directors have submitted the statement of affairs of the company, appending the list of the particulars of original suits filed before various civil courts at Thrissur District, and informed that most of the suits filed are decreed and decrees are at the execution stage and the cases have been entrusted with a lawyer. Section 468 Cr.P.C. mandates that no court shall take cognizance of an offence after the expiry of period of limitation of 3 years if the offence is punishable with imprisonment for a term exceeding 1 year but not exceeding 3 years. In the case in hand, the complainant has no case that the ex-directors have not responded to the request made by the liquidator but in turn, they have responded to the notices and informed that the case bundles are with the advocate who has been entrusted before the company went into liquidation. The lawyer has also responded to the notices issued by the liquidator, and in fact few of the case bundles available were also handed over. A perusal of the complaint would reveal that the last of the letter issued in this regard is Annexure D which is dated 07.07.2014 and the complaint was filed only on 08.08.2022, i.e., after a delay of more than 8 years. A perusal of the complaint would reveal that the last of the letter issued in this regard is Annexure D which is dated 07.07.2014 and the complaint was filed only on 08.08.2022, i.e., after a delay of more than 8 years. The Apex Court in Sarah Mathew v. The Institute of Cardio Vascular Diseases, 2013 (4) KLT 797 (SC) has held that for the purpose of computing the period of limitation under Section 468 Cr.P.C., the relevant date is the date of filing the complaint/the date of institution of the prosecution and not the date on which the court took cognizance. Going by Section 468 Cr.P.C. the complaint of this nature ought to have been filed within a period of 3 years. Annexure D letter is dated 07.07.2014 and it is alleging that there is no response to the said letter that the present complaint has been filed. Though Annexure E letter dated 26.04.2022 issued to the ex-directors is also produced along with the complaint, this court is of the view that it is only an attempt to circumvent the period of limitation as provided in Section 468 Cr.P.C. and sending a fresh notice, after the period of limitation has already run out, will not save a complaint which is filed beyond the period of limitation. No reasons have been stated for the delay and no explanation is offered for the same and therefore the complainant is not entitled for the benefit of Section 473 Cr.P.C. Since the complaint has been preferred admittedly after a period of more than 8 years after the date of commission of the alleged offence, I am of the opinion that Criminal Complaint No.1 of 2022 is filed beyond the period of limitation as provided in Section 468 Cr.P.C. Since the complaint itself is time-barred, the trial of the case will only be a futile exercise. In view of the same, the present company application is allowed and the applicants who are accused nos.1, 3, 4, 5 and 6 in Criminal Complaint No. 1 of 2022 are discharged.