1. Petitioners are directors of a company who are proceeded with that company and its managing director in a complaint, for the offence under Section 138 of the Negotiable Instruments Act,1881, for short, ‘the Act’. First respondent, which is also a company, is the complainant. Petitioners have filed the petition to quash the criminal proceedings against them contending such proceedings are an abuse of the process of the court, under Section 482 of the Code of Criminal Procedure, for short, ‘the Code’.

2. Complainant a private limited company, is a builder and developer of property. That company entered into Annexure B agreement with the first accused, another private limited company, on 18.12.2007, for joint development of a property belonging to that accused, situate in Kasaba village, Kozhikode Taulk, for putting up a multi storied commercial complex, named, ‘The Blue Diamond Mall’. The Director Board of first accused, then, consisted of the second accused as its managing director and his two sons as directors. Complainant advanced an amount of Rs.3 crores and spent another sum of Rs.61,33,752/-for the betterment of first accused. The first accused under Annexure B agr