ORDER: This Criminal Petition has been filed under Section 528 of the Bharatiya Nagarik Suraksha Sanhita, 2023 (hereinafter referred to, as ‘BNSS’) seeking to quash the proceedings in S.T.C.NI. No.49 of 2024 on the file of the VIII Additional Judicial Magistrate of First Class, Medchal at Athevelly. 2. Facts giving rise to filing of the criminal petition briefly stated are that respondent No.2/de facto filed complaint under Section 200 of the Code of Criminal Procedure, 1973, wherein it is averred that he is having cordial relationship with the husband of the petitioner, namely, Pogula Naveen Kumar, since more than two decades. The petitioner and her husband approached him with a business proposal i.e., to engage into the manufacturing and sale of various chemicals, pharmaceuticals and botanical products. The petitioner and her husband registered a company under the name and style of ‘Acquire Labs Private Limited’ on 11.10.2019. In the said company, the petitioner is one of the Directors, who holds cheque power and he is second Director and one Mr. Katta Durga Reddy, who is his brother-in-law, is also third Director. Subsequent to establishing of the above said Company, the petitioner compelled him to adjust the substantial amount i.e., more than Rs.1 Crore on multiple instances by selling his hard earned properties and through several other sources, believing that the said funds would only be exclusively utilized by the petitioner only to fortify the company. After receiving the above said amount, the petitioner and her husband have turned up and started showing their true colors by postponing one pretext or the other, when he requested the petitioner and her husband to submit all the accounts/statements with regard to the turnover of the company. In spite of the same, the petitioner has not furnishing the statements of 2021-2022. 2.1. It is further averred in the complaint that he obtained the statements through the available sources and there after he came to know that all the funds facilitated by him were mis-appropriated by the petitioner and her husband and they diverted the above said amounts in to their personal accounts. At that stage, he filed a complaint at Alwal police Station and the same was registered as Crime No.791 of 2022 on 18.11.2022 for the offences under Sections 406 and 420 of the Indian Penal Code, 1860 (for short, ‘the IPC’) and the same is pending. 2.2. At that stage, he filed a complaint at Alwal police Station and the same was registered as Crime No.791 of 2022 on 18.11.2022 for the offences under Sections 406 and 420 of the Indian Penal Code, 1860 (for short, ‘the IPC’) and the same is pending. 2.2. While things stood thus, the petitioner and her husband approached him on multiple occasions with a prompt assurance that they would refund all the funds facilitated by him towards the company. The said commitment was made by entering into a Memorandum of Understanding (MoU) dated 13.04.2023 between him and the petitioner and her husband and they agreed to pay an amount of Rs.1 Crore within a period of six months, wherein one Mr. Gunda Laxmi Raajan S/o.Narayana stood as a surety holder and the petitioner had issued three (3) cheques in his favour. However, the petitioner has not paid the above said amount as agreed by her. At that stage, he presented the cheques issued by the petitoner in his bank on 17.01.2024 and the said cheques were returned with an endorsement ‘funds insufficient’. Thereafter, he got issued the statutory notice under Section 138(b) of the Negotiable Instruments Act, 1881, (for short, ‘the NI Act’) through his counsel on 15.02.2024 calling upon the petitioner to pay an amount of Rs.1 Crore covered under the cheques. Even after receiving the said notice, the petitioner has not paid the amount nor issued any reply. Thereafter he filed complaint on 18.03.2024 after following the due procedure as contemplated under the provisions of the NI Act and the same was taken cognizance and numbered as STC.NI.No.49 of 2024 on the file of the VIII Additional Judicial Magistrate of First Class, Medchal at Athevelly. 3. Heard Mr. K. V. Bhanu Prasad, learned Senior Counsel representing Mr. Kothapalli Sai Sri Harsha, learned counsel for the petitioner/accused, Mr. G.V.S. Ganesh, learned counsel for respondent No.2 and Mr. Syed Yasar Mamoon, learned Additional Public Prosecutor appearing for respondent No.1 – State. Submissions of learned counsel for the petitioner: 4. Learned Senior Counsel for the petitioner submitted that respondent No.2 filed the complaint without making the company as party. Hence, the complaint filed by respondent No.2 is not maintainable under law. 4.1. Syed Yasar Mamoon, learned Additional Public Prosecutor appearing for respondent No.1 – State. Submissions of learned counsel for the petitioner: 4. Learned Senior Counsel for the petitioner submitted that respondent No.2 filed the complaint without making the company as party. Hence, the complaint filed by respondent No.2 is not maintainable under law. 4.1. He further submitted that the petitioner has not received any amount from respondent No.2 and respondent No.2, being a Director of the Acquire Lab Private Limited Company, invested the amount in the company only and the petitioner has not issued the alleged cheques to discharge any debt. Hence, the ingredients under Section 138 of the NI Act are not attracted. He also submitted that even according to the MoU dated 13.04.2023, the petitioner has agreed to pay the alleged amount of Rs.1 Crore after alienating the property i.e., Ac.0.19 gts. of agricultural land, 136 sq. yards of open plot and house bearing No.6023 situated at Kothakonda Bheemadevarapally, Karimnagar, and if the petitioner violated the terms and conditions of the MoU, respondent No.2 has to take necessary steps seeking enforcement of MoU before the competent Civil Court only. Hence, the complaint filed by respondent No.2 is clear abuse of process of law. 4.2. He further submitted that respondent No.2 has filed the complaint on 18.11.2024 before Alwal Police Station and the same was registered as Crime No.791 of 2022 and in the said complaint, respondent No.2 himself stated that the petitioner is due an amount of Rs.42 lakhs only, whereas respondent No.2 filed the present complaint i.e., C.C.No.49 of 2024 claiming an amount of Rs.1 Crore. Hence, there is no enforceable debt in respect of Rs.1 Crore between the petitioner and respondent No.2. Respondent No.2 filed the complaint with an intention to harass the petitioner one way or the other. Hence, the complaint filed by respondent No.2 is clear abuse of process of law and the same is liable to be quashed. Submissions of learned counsel for respondent No.2: 5. Learned counsel for respondent No.2 submitted that the petitioner is due an amount of Rs.1.20 Crores. At the instance of the husband of the petitioner and others, the petitioner and respondent No.2 have entered settlement and accordingly both parties have entered MoU on 13.04.2023. Submissions of learned counsel for respondent No.2: 5. Learned counsel for respondent No.2 submitted that the petitioner is due an amount of Rs.1.20 Crores. At the instance of the husband of the petitioner and others, the petitioner and respondent No.2 have entered settlement and accordingly both parties have entered MoU on 13.04.2023. In the said MoU, the petitioner has agreed to pay an amount of Rs.1 Crore instead of Rs.1.20 Crores and the same was agreed by respondent No.2. The petitioner has agreed to pay the above said amount on or before 14.10.2023 by alienating her ancestral property i.e., Ac.0.19 gts. of agricultural land, 136 sq. yards of open plot and house bearing No.6023 situated at Kothakonda Bheemadevarapally, Karimnagar, and if any balance is due, she has agreed to pay the said amount within a period of six months from thereafter. The petitioner herself had issued three cheques to that extent. In the said MoU, it is specifically mentioned that if the above said property was not alienated within the stipulated time as mentioned above, the petitioner has agreed to pay the entire amount to respondent No.2. In the said MoU, the husband of the petitioner and other witnesses were also signed. 5.1. He further submitted that after expire of time as mentioned in the MoU, respondent No.2 made a request to pay the amount. However, the petitioner failed to pay the said amount. At that stage, respondent No.2 presented the cheques, which were issued by the petitioner, in his bank and the said cheques were returned with an endorsement ‘funds insufficient’. Thereafter, respondent No.2 issued legal notice through his counsel to the petitioner. The petitioner neither paid the amount nor given any reply. Hence, respondent No.2 after following the due procedure as contemplated under the provisions of the NI Act filed the complaint before the competent Court. 5.2. He further submitted that the petitioner has issued cheques in favour of respondent No.2 to discharge the legal enforceable debt only, which were mentioned in MoU. Hence, the ingredients under Section 138 of the NI Act are very much applicable, especially as per Section 139 of the NIC Act presumption is in favour of respondent No.2. The contentions/grounds raised by the learned Senior Counsel for the petitioner are purely disputed questions of facts and the same have to be adjudicated by the trial Court during the course of trial. The contentions/grounds raised by the learned Senior Counsel for the petitioner are purely disputed questions of facts and the same have to be adjudicated by the trial Court during the course of trial. The petitioner is not made out any case to quash the proceedings in STC.NI.No.49 of 2024 and the same is liable to be dismissed. Analysis: 6. Having considered the rival submissions made by the respective parties and after perusal of the material available on record, it reveals that the husband of the petitioner and respondent No.2 are known to each other since longtime and the petitioner and her husband have approached respondent No.2 with a business proposal i.e., to engage into the manufacturing and sale of various chemicals, pharmaceuticals and botanical products, and they established a company under the name and style of ‘Acquire Labs Private Limited’ on 11.10.2019, wherein the petitioner, respondent No.2 and brother-in-law of respondent No.2 are the directors and the petitioner holds cheque power and to run all the operations of the company. In the complaint, it is stated that respondent No.2 has adjusted substantial amount of Rs.1 Crore to the petitioner for the purpose of fortify the company. However, the petitioner has not used the above said amount for the development of the company. In spite of several demands, the petitioner has not furnished the statement of accounts of the company. After securing the statements of accounts, respondent No.2 came to know that the petitioner had diverted entire amounts into her personal accounts and mis-appropriated the said amount. At that stage, respondent No.2 lodged a complaint before the Alwal Police Station against the petitioner and the same was registered as Crime No.791 of 2022 for the offences under Sections 406 and 420 of the IPC. Even according to the parties, the Investigating Officer after conducting investigation filed charge sheet and the said case is pending. 7. The record further reveals that at the instance of husband of the petitioner and others, the petitioner and respondent No.2 have entered MoU on 13.04.2023. The recitals of MoU reveal that the petitioner received an amount of Rs.1.20 Crores from respondent No.2 and his brother-in-law, namely, Katta Durga Reddy S/o.Janardhan Reddy, for the purpose of investment in the company i.e., ‘Acquire Labs Private Limited’, Alwal. The recitals of MoU reveal that the petitioner received an amount of Rs.1.20 Crores from respondent No.2 and his brother-in-law, namely, Katta Durga Reddy S/o.Janardhan Reddy, for the purpose of investment in the company i.e., ‘Acquire Labs Private Limited’, Alwal. However, the petitioner has not furnished the statement of accounts to them and the petitioner had agreed to pay an amount of Rs.1 Crore, instead of Rs.1.20 Crore in favour of respondent No.2 on or before 14.10.2023. In the said MoU, it is further mentioned that the petitioner has agreed to pay the above said amount by alienating her properties, i.e., Ac.0.19 gts. of agricultural land, 136 sq. yards of open plot and house bearing No.6023 situated at Kothakonda Bheemadevarapally, Karimnagar, which were acquired through ancestors, and if any balance amount is there, the petitioner had agreed to pay the said amount within a period of six months from thereafter. To that extent, the petitioner had issued three (3) cheques bearing Nos.000001, 000031 and 000034 for an amount of Rs.40 lakhs, Rs.30 lakhs and Rs.30 lakhs respectively on 20.10.2023, drawn on HDFC Bank, Nagarjuna Nagar Colony, Kapra, Kushaiguda, Hyderabad. The above said cheques were also mentioned in the MoU. 8. The recitals of MoU further reveals that in the event the properties belongs to the petitioner mentioned in MoU is not sold, there is responsibility on the part of the petitioner to pay the above said amount of Rs.1 Crore within the stipulated period to respondent No.2. The record further reveals that the petitioner has not paid the said amount pursuant to the MoU. Respondent No.2 presented the above said cheques in his bank account, namely, Axis Bank Limited, Quthbullapur on 17.01.2024 and the same were returned on 18.01.2024 with an endorsement ‘funds insufficient’. It also reveals from the record that on 15.02.2024, respondent No.2 got issued legal notice through his counsel demanding the petitioner to pay the amount covered under the cheques. After receiving the notice, the petitioner has not paid the amount nor issued any reply. Respondent No.2 filed a complaint on 18.03.20224 before the VIII Additional Judicial Magistrate of First Class, Medchal at Athevelly, and the learned Magistrate has taken cognizance on 19.03.2024 and numbered as STC.NI.No.49 of 2024. 9. After receiving the notice, the petitioner has not paid the amount nor issued any reply. Respondent No.2 filed a complaint on 18.03.20224 before the VIII Additional Judicial Magistrate of First Class, Medchal at Athevelly, and the learned Magistrate has taken cognizance on 19.03.2024 and numbered as STC.NI.No.49 of 2024. 9. The main contentions raised by learned Senior Counsel for the petitioner are that respondent No.2 is one of the Directors of the company and he invested the amount in the company and the petitioner has not received the amount and there is no legally enforceable debt between the petitioner and respondent No.2 and the ingredients of Section 138 of the NI Act are not applicable are concerned, the petitioner and respondent No.2 have jointly entered into MoU on 13.04.2024, wherein, the petitoner herself had agreed to pay an amount of Rs.1 Crore in the place of Rs.1.20 Crores by alienating her properties and even if the property of the petitioner is not sold, the petitioner has agreed to pay the above said amount of Rs.1 Crore to respondent No.2 in particular time. There is no dispute in respect of issuance of the three (3) cheques by the petitioner to respondent No.2. Whether the cheques were issued in respect of legally enforceable debt or not are the disputed question of fact and that has to be adjudicated during the course of trial. 10. Insofar as the other contention raised by the learned Senior Counsel for the petitioner that respondent No.2 without making the company as party respondent/accused filed the complaint is not maintainable under law is concerned, admittedly, the petitioner and respondent No.2 have mutually entered MoU on 13.04.2023 and the petitioner had issued three (3) cheques in her individual capacity only, not in the name of the company. Whether the complaint filed by respondent No.2 is maintainable in the absence of making the company as party respondent/accused also can be raised by the petitioner before the trial Court. 11. It is relevant to mention that Section 139 of the NI Act deals with presumption in favour of holder ‘unless the contrary is proved’. Once the complainant discharges the burden of proving that the instrument was executed by the accused, the presumption under Section 139 of the NI Act shifts the burden on the accused. 11. It is relevant to mention that Section 139 of the NI Act deals with presumption in favour of holder ‘unless the contrary is proved’. Once the complainant discharges the burden of proving that the instrument was executed by the accused, the presumption under Section 139 of the NI Act shifts the burden on the accused. In the case on hand, respondent No.2 specifically pleaded that the petitioner had issued three (3) cheques as security to discharge the debt as agreed in the MoU, which was entered by both parties, whereas the claim of the petitioner is that there is no legally enforceable debt and the said three (3) cheques were not issued in respect of discharge of the debt as mentioned in the MoU. These aspects can be adjudicated during the course of trial. 12. Taking into consideration the facts and circumstances of the case, this Court does not find any merit in the case to quash the proceedings in STC.NI.No.49 of 2025 on the file of the VIII Additional Judicial Magistrate of First Class, Medchal at Athevelly, exercising the inherent powers conferred under Section 528 of the BNSS. 13. Accordingly, the criminal petition is dismissed. It is made clear that the trial Court is directed to decide the STC.NI.No.49 of 2024 on merits basing on the evidence going to be adduced by both the parties, in accordance with law, uninfluenced by any of the observations made in this order. Miscellaneous applications, pending if any, shall stand closed.