ORDER : G.K. ILANTHIRAIYAN, J. Crl.O.P.No.11803 of 2023 is filed to quash the proceedings in E.O.CC.No.49 of 2022 passed by the learned Additional Chief Metropolitan Magistrate EO II, Egmore, Chennai. Crl.O.P.No.11822 of 2023 is filed to quash the proceedings in E.O.CC.No.50 of 2022 passed by the learned Additional Chief Metropolitan Magistrate EO II, Egmore, Chennai. 2. The facts of the case in Crl.O.P.No.11803 of 2023 is that the respondent had filed a complaint in E.O.CC.No.49 of 2022 for the offence punishable u/s 207 (3) of the Companies Act 2013 (hereinafter referred as Act). It is alleged that an inspection was conducted by the respondent under section 206(5) of the Companies Act, and the petitioners who are the Directors of the company were summoned to be present on 30.09.2019 in connection with the inspection made under 206(5) of the Act. On receipt of the said summons, the Directors failed to appear and thereby contravened the provisions under Section 207 (3) of the Act. Therefore, it is punishable under Section 207(4) of the Act. Hence, the respondent issued Show Cause Notices seeking explanation within 15 days and even then the accused did not send any reply to the Show Cause Notice. Therefore, the respondent initiated prosecution for the contravention of the provisions under section 207(3) punishable under section 207(4) of the Act. Aggrieved over the same, the petitioners have come up with this petition. 3. The facts of the case in Crl. O.P.No.11822 of 2023 is that the respondent had filed the complaint in EOCC No.50 of 2022 for the contravention of the provisions u/s 96 of the Act. It is alleged that an inspection was conducted by the respondent in the accused company and was observed from the communication dated 19.09.2019 that the accused had defaulted in holding an Annual General Body Meeting as mandated under the provisions of Section 96 of the Act for the financial years 2014-2015,2015-2016 and 2017-2018 within the stipulated time. Therefore, the accused had contravened the provisions under section 96 of the Act punishable under section 99 of the Act. Aggrieved by the same, the petitioners have come up with this petition. 4. The learned counsel for the petitioners submits that the Show Cause Notice dated 16.06.2020 was not even served to the accused. Therefore, the accused lost their opportunity to submit their explanations for the Show Cause Notice dated 16.10.2020. Aggrieved by the same, the petitioners have come up with this petition. 4. The learned counsel for the petitioners submits that the Show Cause Notice dated 16.06.2020 was not even served to the accused. Therefore, the accused lost their opportunity to submit their explanations for the Show Cause Notice dated 16.10.2020. However, the complaint was filed u/s 207(3) of the Act. It is the only contravention and hence, the complaint is not maintainable. Further the company itself has now became defunct and it is not in operation. If at all the petitioner was served with Show Cause Notice, he would have been complied with the provisions u/s 207(3) and 96 of the Companies Act. If at all the company failed to convene a meeting, the respondent ought to have approached the National Company Law Tribunal for complying the contravention under section 207 of Act but, the respondent initiated prosecution for the contravention under section 207(3) of the Act. Hence, it is not maintainable. 5. Per contra the learned counsel for the respondent filed a counter and submits that, after inspection the accused were summoned to depose for certain violations. However, on receipt of the said summons, they failed to appear before the respondent and the same is a clear contravention of the provisions u/s 207(3) of the Act. The said contravention is punishable u/s 207(4) of the Act. Though the complaint was titled as complaint u/s 207(3) of the Act, in the prayer portion in the and operative portion it was categorically mentioned that the contravention u/s 207(3) is punishable under section 207(4) of the Act. Further, the Show Cause Notice dated 16.10.2020 was duly despatched to the accused and even after the receipt of the same, the accused failed to respond. That apart the said Show Cause Notice was issued only for initiation of prosecution and not to comply with the provisions u/s 207(3) of the Act, Insofar as the complaint in EOCC No.50 of 2022, is concerned he submits that the accused failed to convene their their Annual General Body Meeting as mandated u/s 96 of the Companies Act for each of the financial years 2014-2015, 2016-2017 and 2017-2018. Therefore, the accused are liable to be punished under Section 99 of the Act. 6. Therefore, the accused are liable to be punished under Section 99 of the Act. 6. He further submits that the accused was also issued Show Cause Notice dated 16.10.2020 and even after the receipt of the same, the accused failed to reply. He further submits that the Show Cause Notice is not mandated under any provision of the companies Act. Only for initiation of prosecution, the respondent issued Show Cause Notice and the same has nothing to do with the offence committed by the accused. Therefore, both the complaints are very much maintainable and the quash petitions are liable to be dismissed. 7. Heard the learned counsel for the petitioner and the learned counsel for the respondent. 8. Though the Show Cause Notices are not mandated under any of the provisions of the companies act, the respondent issued Show Cause Notices in both the complaints dated 16.10.2020. The accused were called upon to show cause within 15 days from the date of Show Cause Notice as to why the prosecution shall not be launched. Though the said Show Cause Notices dated 16.10.2020 were issued for launching prosecution, the respondent had offered stipulated time for 15 days time for submitting explanations and if at all the show cause notice was served on the accused, they would have replied after compliance of the provisions u/s 96 and 207(3) of the Act. Further the accused raised a specific ground that the Show Cause Notice dated 16.101.2020 were not served upon them. Even then the respondent failed to explain whether the said Show Cause Notice dated 16.102.2002 was served on the accused or not. 9.On a perusal of the counter filed in both the quash petitions, there was no whisper about the serving of Show Cause Notice dated 16.10.2020. Though the said Show Cause Notices were despatched to the address of the accused, there is no proof that the said Show Cause Notices were served on the accused. Therefore, it is a clear violation of principles of Natural Justice. Further the Show Cause Notices were not mandated under any of the provisions under the companies Act to launch prosecution against the accused and now the company itself has become defunct and it is not in existence to prosecute them. 10. Therefore, the continuation of the prosecution against the accused would not serve any purpose. Further the Show Cause Notices were not mandated under any of the provisions under the companies Act to launch prosecution against the accused and now the company itself has become defunct and it is not in existence to prosecute them. 10. Therefore, the continuation of the prosecution against the accused would not serve any purpose. In order to meet the ends of justice, this Court is inclined to quash the proceedings initiated against the accused. Accordingly these petitions are allowed and the proceedings initiated in E.O.C.C.Nos.49 and 50 of 2022 on the file of the Learned Additional Chief Metropolitan Magistrate EO II, Egmore, Chennai is hereby quashed. Consequently the connected miscellaneous petitions are closed.