law: Companies Act, 2013 
  439.
  
    Offences
  
  to be noncognizable. 
  
  1.      Notwithstanding
  
  anything in the Code of Criminal Procedure, 1973, every offence under this Act
  
  except the offences referred to in sub-section (6 ) of section 212 shall
  
  be deemed to be non-cognizable within the meaning of the said Code.
  2.      No court shall take
  
  cognizance of any offence under this Act which is alleged to have been
  
  committed by any company or any officer thereof, except on the complaint in
  
  writing of the Registrar, a shareholder of the company, or of a person authorised
  
  by the Central Government in that behalf:
  Provided
  
  that the court may take cognizance of offences relating to issue and transfer
  
  of securities and non-payment of dividend, on a complaint in writing, by a
  
  person authorized by the Securities and Exchange Board of India:
  Provided
  
  further that nothing in this sub-section shall apply to a prosecution by a
  
  company of any of its officers.
  1.     
  2.     
  3.      Notwithstanding
  
  anything contained in the Code of Criminal Procedure, 1973, where the
  
  complainant under sub-section (2 ) is the Registrar or a person
  
  authorised by the Central Government, the presence of such officer before the
  
  Court trying the offences shall not be necessary unless the court requires his
  
  personal attendance at the trial.
  4.      The provisions of
  
  sub-section (2 ) shall not apply to any action taken by the liquidator of
  
  a company in respect of any offence alleged to have been committed in respect
  
  of any of the matters in Chapter XX or in any other provision of this Act
  
  relating to winding up of companies.
  Explanation. —The liquidator of a
  
  company shall not be deemed to be an officer of the company within the meaning
  
  of sub-section (2 ).