Section 457, The Companies Act, 2009

(1) If, where a company is being wound up it is shownthat proper books of account were not kept by the company throughout the period of 2 years preceding the commencement of the winding-up, every director, or manager or other officer of the company who was knowingly a party to or connived at the default of the company, unless he shows that he acted honestly or that in the circumstances in which the business of the company was carried on the default was excusable, shall be guilty of an offence and be liable to a term of imprisonment not exceeding 2 years. (2) For the purposes of this section, proper books of account shall be deemed not to have been kept in the case of any company- (a) if there have not been kept such books or accounts as are necessary to exhibit and explain the transactions and financial position of the trade or business of the company, including books containing entries from day to day in sufficient detail of all cash received and cash paid; and, (b) where the trade or business has involved dealings in goods, statements of the annual stock-takings and, except in the case of goods sold by way of ordinary retail trade, of goods sold and purchased, showing the goods and buyers and sellers thereof in sufficient detail to enable those goods and those buyers and sellers to be identified.