ORDER :

1. This petition is filed under Section 482 of Cr.P.C, praying this Court to quash the entire proceedings in C.C.No.13758/2020 for the offence punishable under Section 138 of the Negotiable Instruments Act, (for short ‘NI Act’) pending on the file of XVIII Additional Chief Metropolitan Magistrate, Bengaluru.

2. The factual matrix of the case is that respondent herein has filed the private complaint under Section 200 of Cr.P.C. invoking the offence punishable under Section 138 of the NI Act against the petitioners herein. Learned Magistrate, after considering the sworn statement filed by way of affidavit by the complainant, issued the process against the present petitioners. Hence, the present petition is filed before this Court.

3. The main contention of the learned counsel appearing for the petitioners is that the complaint is filed against the Directors of the M/s. Café Coffee Day, who are the petitioners herein but M/s. Café Coffee Day is not a juristic person. In para No.9 of the petition, it is averred that M/s. Café Coffee Day is not a juristic person and there is no compliance of Section 141 of the NI Act. Nothing is averred with regard to the fact that the petitioners are incharge of the affairs of the Company. The complaint is filed by the Power of Attorney Holder and no averment is made in the complaint that the Power of Attorney Holder is having knowledge about the transaction. The cheque is signed by Lakshman for M/s. Coffee Day Global Limited and the complaint does not disclose that the Power of Attorney Holder is having the knowledge of the same. The sworn statement constitutes an affidavit but the said affidavit filed by the complaint is also defective. The documents are also not exhibited by the Trial Court before issuance of the process against the petitioners herein.

4. Learned counsel in support of his arguments relied upon the judgment of the Apex Court in the case of A.C.NARAYANAN V. STATE OF MAHARASHTRA AND ANOTHER reported in 2013 AIR SCW 6807 wherein at para 15, the points that came up for consideration before the Apex Court were:-

(i) Whether a Power of Attorney Holder can sign and file a complaint petition on behalf of the complainant?/ Whether the eligibility criteria prescribed by Section 142(a) of NI Act would stand satisfied if the complaint petition itself is filed in the name of the payee or the holder in due course of the cheque?

(ii) Whether a Power of Attorney Holder can be verified on oath under Section 200 of the Code?

(iii) Whether specific averments as to the knowledge of the Power of Attorney Holder in the impugned transaction must be explicitly asserted in the complaint?

(iv) If the Power of Attorney Holder fails to assert explicitly his knowledge in the complaint then can the Power of Attorney Holder verify the complaint on oath on such presumption of knowledge?

(v) Whether the proceedings contemplated under Section 200 of the Code can be dispensed with in the light of Section 145 of the N.I. Act which was introduced by an amendment in the year 2002?

An elaborate discussion has been made by the Apex Court with regard to filing of the complaint by the Power of Attorney Holder and in the said judgment, the Apex Court clarified that the Power of Attorney Holder can sign and file the complaint on behalf of the complainant – payee. However, whether the Power of Attorney Holder will have the power to further delegate the functions to another person will completely depend on the terms of the General Power of Attorney. The Apex Court further observed that the Power of Attorney Holder can depose and verify on oath before the Court in order to prove the contents of the complaint. However, the Power of Attorney Holder must have witnessed the transaction as an agent of the payee/holder in due course or possess due knowledge regarding the said transactions. It is further observed that it is required by the complainant to make specific assertion as to the knowledge of Power of Attorney Holder in the s