018-NLR-NLR-V-54-M.-E.-DE-SILVA-Appellant-and-CROOS-Respondent.pdf
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FUXiLE J.—JM. IS. de Silva v, Oroos
1952Present: Pulle J.M. E. DE SILVA, Appellant, and CROOS, RespondentS. C. 1,218—J. M. C. Colombo, 39,123
Companies Ordinance, No. 51 of 1938—Section 110 (1) and (2)—Failure to holdgeneral meeting—-A. material ingredient of charge.
In a prosecution under section 110 of the Companies Ordinance for failure tohold a general meeting of a Company—
Held, that the charge should set out, in terms of sub-section 2 of section 110that the offender was “ knowingly a party to the default ’ ’.
_/^_PPEAL from a judgment of the Joint Magistrate’s Court, ColomboN. M. de Silva, for the accused appellant.
A. Mahendrarajah, Crown Counsel, for the Attorney-General.
Cur. adv. vult.
April 24, 1952. Pulle J.—
The appellant who is the Managing Director of a Company incorporatedunder the Companies Ordinance, No. 51 of 1938, was charged with andconvicted of failing to hold a general meeting of the Company in thecalendar year of 1949. The charge alleged a breach of sub-section 1of section 110 of the Ordinance and the commission of the offence undersub-Section 2.
Section 110 (1) provides that a general meeting of every Companyshall be held once at least in every calendar year. If default is madein holding a meeting sub-section 2 provides, inter alia, that every directoror manager of the company who is knowingly a party to the defaultshall be guilty of an offence.
In my opinion the charge which states nothing more than that theappellant failed, in his capacity of managing director, to hold a meetingdiscloses no offence. The material ingredient in sub-section 2 is thatthe offender is “ knowingly a party to the default ”, but this is not setout in the charge with the result that the appellant has been convictedof an offence not known to the law.
The conviction and sentence are, therefore, quashed.
Conviction quashed.