Valid service of notice to a chief executive in capacity as signatory constitutes notice to the company, and technical defects in party arraignment are curable, promoting justice in commercial transactions.

ORDER :

SACHIN SHANKAR MAGADUM, J.

These batch of petitions are taken up together as identical issue is raised in all these petitions filed by the common accused seeking quashing of the proceedings in C.C.No.994/2025(arising out of PCR.No.70/2025), C.C.No.2198/2025(arising out of PCR.No.102/2025), CC.No.996/2025(arising out of PCR.No.68/2025), CC.No.2199/2025(arising out of PCR.No.101/2025), CC.No.2201/2025(arising out of PCR.No.99/2025, CC.No.2200/2025(arising out of PCR.No.1200/2025), CC.No.991/2025(arising out of PCR.No.71/2025), CC. No.997/2025 (arising out of PCR.No.69/2025), CC.No.1200/2025(arising out of PCR.No.98/2025), CC.No.988/2025(arising out of PCR.No.72/2025), CC.No.2196/2025(arising out of PCR.No.106/2025), CC.No.1198/2025(arising out of PCR.No.96/2025), CC.No.2194/2025(arising out of PCR.No.108/2025), CC.No.2197/2025(arising out of PCR.No.105/2025), CC.No.1201/2025(arising out of PCR.No.97/2025), CC.No.1199/2025(arising out of PCR.No.94/2025), CC.No.2195/2025(arising out of PCR.No.107/2025) pending on the file of I Additional Civil Judge and JMFC, Shivamogga, for the offence punishable under Section 138 of Negotiable Instruments Act, 1881 (for short "N.I.Act").

2. The private complaints in the present batch are filed by M/s. 1-Help Technology and Software Solutions invoking Section 223 of the Bharatiya Nagarika Suraksha Sanhita, 2023 (BNSS, 2023) read with Sections 138 and 142 of the N.I. Act, alleging commission of offences punishable under Section 138 of the said Act. The case of the complainant is that the cheques issued by the CEO and Managing Director of Heera Group of Companies towards discharge of liability came to be dishonoured. In all, seventeen cheques were issued, and consequently, seventeen separate complaints have been instituted.

3. The substance of the complaints is that the respondent/complainant is a software company engaged in designing, developing, marketing software products, running call centres, and maintaining social media accounts of political parties and other public figures, having operations throughout India. According to the complainant, the petitioner/accused entered into an agreement for development of software, under which the petitioner/accused was required to pay a sum of Rs.9,84,24,292/-.

4. It is the case of the respondent/complainant that the project entrusted to it was duly accomplished. Despite repeated demands and execution of several Memorandum of Understanding, the petitioner/accused failed to discharge its liability. Eventually, cheques were issued by the petitioner/accused which, upon presentation, were dishonoured.

5. The petitioner/accused company, however, has taken a common defence in all petitions. It is contended that the respondent/complainant was engaged only on a contractual basis to create a website and manage social media platforms of the petitioner/accused. Further, it is alleged that the respondent/complainant directly collected funds from the public in the name of the petitioner/accused and transferred them to its own accounts, and that the cheques in question were misused by the Directors of the complainant company. On such grounds, the petitioner seeks quashing of proceedings, asserting that no offence under Section 138 of the N.I. Act is made out.

6. Learned Senior Counsel appearing for the petitioner/accused has placed reliance on the judgment of the Hon’ble Supreme Court in Himanshu .vs. B. Shivamurthy and another, [(2019) 3 SCC 797] to contend that the complaints as framed are not maintainable. It is urged that since the company itself has not been arraigned as an accused, the entire proceedings stand vitiated, and such a defect