The main legal point established in the judgment is that a complaint under Section 138 of the N.I. Act must be filed by a person authorized by the company, either by Resolution or by Power of Attorney, and the lack of proper authorization renders the complaint not maintainable.

By this appeal, the original complainant is challenging the acquittal of the respondent from an offence punishable under Section 138 of the Negotiable Instruments Act, 1881 (the N.I. Act, for short).

2. The brief facts are that the appellant, which is a Private Limited Company is dealing inter alia, in the business of sale of plants and supply of ornamental flowers. On 10.10.2010, the appellant had supplied to the respondent, cut Gerbera flowers worth Rs.91,020/-at his flower shop at Panaji. The respondent had issued a cheque of even date, drawn on Bank of India, Miramar Branch for Rs.91,020/-, towards the payment of price of the Gerbera flowers. When the said cheque was presented for encashment, it was returned dishonoured on account of insufficient funds. The appellant issued a statutory notice and thereafter, filed a complaint under Section 138 of the N.I. Act. At the trial, the appellant examined its representative, Mr. Rakesh Singh (PW-1) and produced certain documents. The statement of the respondent came to be recorded under Section 313 of Cr.P.C., wherein the respondent set up his defence of total denial. It was contended that the respondent had a business/dealing with the appellant from the year 2008 to 2009. Thereafter, the respondent had asked the appellant not to supply the said flowers to any other flower shops at Panaji, in consideration whereof, the appellant has asked the respondent to pass blank cheques. It was contended that the subject cheque was one of such blank cheques. It was also contended that after the year 2009, the respondent had stopped doing business with the appellant. However, he failed to get back the blank cheques.

3. The respondent did not lead any evidence in defence. The learned Magistrate framed a solitary point for determination, as to whether, the respondent had issued any cheque, towards discharge of a legally enforceable debt. The learned Magistrate in paragraph 16 of the impugned judgment came to the conclusion that Mr. Rakesh Singh (PW-1) had not supported the complaint in as much as, it was neither claimed in the complaint nor in the demand notice or in the affidavit in evidence, that the cheque was issued towards supply of flowers for the months of August and September, 2010. This was because in cross examination, the respondent had claimed that the flowers were supplied in the months of August and September, 2010. From paragraph 17 onwards, the learned Magistrate has dealt with the authority of Mr. Rakesh Singh (PW1), to file the complaint and to depose on behalf of the complainant. After considering the various judgments, including the judgment in the case of, National Small Industries Corporation Ltd. Vs. State (NCT) of Delhi and Others, reported in (2009) 1 SCC 407 and the judgment dated 22.06.2009 in Criminal Miscellaneous Application No. 5/2009 passed by this Court, in the case of, V.P.K. Urban Cooperative Credit Society Ltd. Vs. Shri Ramesh Mahableshwar Naik and Another, it was held that the complaint filed by Mr. Rakesh Singh (PW-1) was without any Resolution, authorising him to represent the Company, either to file complaint or to depose on behalf of the Company. As such the complaint was not maintainable. In that view of the matter, the respondent came to be acquitted.

4. It would be necessary at this stage, to mention that during the course of trial, the appellant had filed an application dated 08.12.2011, seeking to produce:-

(a) Authority Letter authorising Mr. Rakesh Singh (PW-1) to file the complaints and

(b) The Certificate of Registration.

The learned Magistrate by an order dated 09.01.2012, had only allowed the production of Registration Certificate, while disallowing the production of the Authority Letter. The learned Magistrate was of the opinion that the said authority was not relevant, since, the Authority Letter does not have any retrospective effect, so as to clothe Mr. Rakesh Singh (PW-1) with the authority to file the complaint. Admittedly, this