- 1 - HC-KAR NC: 2025:KHC:46200 RSA No. 471 of 2025 IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 12TH DAY OF NOVEMBER, 2025 BEFORE THE HON'BLE MR. JUSTICE H.P.SANDESH REGULAR SECOND APPEAL NO.471 OF 2025 (MON) BETWEEN: SRI SHANMUGAM AGED ABOUT 70 YEARS S/O NARAYANA SWAMY MANAGING DIRECTOR M/S. SREE SHANMUGA MODERN RICE MILLS (P) LTD. K.G.F. MAIN ROAD DESHIHALLI, DESHIHALLI POST BANGARPET - 563162. …APPELLANT (BY SRI S JAGAN BABU, ADVOCATE) AND: SMT. R THIRUMANGAI D/O RAMALINGAM AGED ABOUT 31 YEARS R/AT NO.79, 5HT CROSS ROAD NEAR DCM SCHOOL ROBERTSONPET K.G.F - 563 122 RPTD. BY HER GPA HOLDER SRI. RAMALINGAM AGED ABOUT 61 YEARS …RESPONDENT Digitally signed by DEVIKA M Location: HIGH COURT OF KARNATAKA - 2 - HC-KAR NC: 2025:KHC:46200 RSA No. 471 of 2025 THIS RSA IS FILED UNDER SEC.100 OF CPC, AGAINST THE JUDGMENT AND DECREE DATED 18.12.2024 PASSED IN R.A.NO.182/2023 ON THE FILE OF THE III ADDITIONAL DISTRICT AND SESSIONS JUDGE, KOLAR, (SITTING AT KGF) AND ETC. THIS APPEAL, COMING ON FOR ADMISSION, THIS DAY, JUDGMENT WAS DELIVERED THEREIN AS UNDER: CORAM: HON'BLE MR. JUSTICE H.P.SANDESH ORAL JUDGMENT This appeal is filed against the concurrent finding of the Trial Court as well as the First Appellate Court. 2. This matter is listed for admission. Heard the learned counsel appearing for the appellant. 3. The factual matrix of the case of the plaintiff before the Trial Court while seeking the relief of recovery of money is that the defendant borrowed a sum of Rs.3,00,000/- and executed an on demand promissory - 3 - HC-KAR NC: 2025:KHC:46200 RSA No. 471 of 2025 note and consideration receipt and also issued postdated cheque as security and agreed to pay the interest at the rate of Rs.1.10 for per Rs.100/- but he fails to return the said amount. Hence, the plaintiff is entitled for an amount of Rs.3,61,400/- with interest as sought. In response to the suit summons, the defendant appeared and filed the written statement denying the very execution of pronote and issuance of Cheque and contend that the plaintiff has fabricated the pronote and consideration receipt as he was not in the State of Karnataka on 29.06.2016 and hence, there is no question of borrowing and executing the documents does not arise. The defendant further contend that he had lost signed and unsigned Cheque leaves during the year 2016 and in that respect, he had given stop payments to his banker. The plaintiff might have misused those lost documents in order to blackmail the defendant and to gain wrongfully. 4. The Trial Court considering the pleadings of the parties, framed the Issues and also allowed the parties to - 4 - HC-KAR NC: 2025:KHC:46200 RSA No. 471 of 2025 lead their evidence. In order to prove the case of the plaintiff, GPA holder of the plaintiff examined himself as PW1 and got marked the documents at Ex.P1 to P12. On the other hand, the defendant examined himself as DW1 but not produced any documents to prove his case. All these documents confronted to the witness and the witness admits the same. The Trial Court considered the documents particularly the pronote, consideration receipt and also the postdated cheque and also the documents which have been confronted to DW1 that is Exs.P10 to P12. The defendant denies the document of promissory note, consideration receipt and also the cheque. He took the specific defence in the evidence that he had lost more than 200 cheque leaves. But in order to substantiate the same, nothing is placed on record before the Court except the self-styled evidence of DW1. Defendant also denies his signature on the pronote and consideration receipt. Hence, the Trial Court compared the said documents with the signature of the defendant in the written statement, - 5 - HC-KAR NC: 2025:KHC:46200 RSA No. 471 of 2025 verifying affidavit and also with the vakalathnama and comes to the conclusion that the signature on the pronote and consideration receipt belongs to the defendant only and granted the relief to the plaintiff as sought. 5. Being aggrieved by the judgment of the Trial Court, an appeal was preferred in R.A.No.182/2023. The First Appellate Court also taken note of the evidence available on record. When the defence was taken that company is not arrayed as defendant in the suit, the Appellate Court in paragraph 30 held that Sri Shanmugam Modern Rice Mills Private Limited is a juridical person and defendant is being a sole proprietor of company is running the company and in the capacity of Managing Director of company, he has signed the cheque and demand promissory note and consideration receipt and also put the seal of the company and now, he cannot contend that company is not made as party and suit is not maintainable. The said contention cannot be accepted. As a legal person, a company has the right to initiate legal - 6 - HC-KAR NC: 2025:KHC:46200 RSA No. 471 of 2025 action and can also be sued in its name. The capacity to sue and be sued allows the company to enforce contracts and protect its legal interests, just like a natural person. This further cements its status as an artificial person, along with rights and obligations that it must uphold. The defendant being a Managing Director of company is looking its affairs and he is representing the company and non-impleadment of company will not make any difference. The First Appellate Court also taken note of the admission of DW1 wherein he admitted that he is running Sri Shanmugam Modern Rice Mills Ltd. When he himself has admitted that he is running the said company and he is doing all transactions on behalf of the company and it is a juridical person, he being the Managing Director of the company is responsible for acts on behalf of the company. The First Appellate Court also taken note of the admission on part of DW1 that legal notice was issued and he has given reply to the said notice. The First Appellate Court also taken note of the fact that though DW1 contend that - 7 - HC-KAR NC: 2025:KHC:46200 RSA No. 471 of 2025 the documents which have produced by the plaintiff not pertains to him, he did not take any steps to send those documents to the handwriting expert and get the opinion. In paragraph 32, The First Appellate Court taken note that in the cross-examination, DW1 stated that he has lost 200 cheques and filed the complaint. But in the case on hand, it is not the case of the plaintiff based on the cheque, it is based on the pronote and consideration receipt. Nowhere he has stated that even promissory note and consideration receipt were also lost and he only stated that cheques are lost. On comparing the signature available in promissory note as well as cheque, written statement, affidavit and vakalath, the Appellate Court comes to the conclusion that both are one and the same. Hence, the Appellate Court confirmed the judgment of the Trial Court. 6. The main contention of the counsel appearing for the appellate before this Court that both the Courts have considered the evidence of PW1 who is a power of attorney holder of the plaintiff and his evidence ought not - 8 - HC-KAR NC: 2025:KHC:46200 RSA No. 471 of 2025 to have been considered. The other contention is that cheque was issued in the name of Managing Director and promissory note and consideration receipt is also issued as a Managing Director on behalf of the company and company was not made as a party to the proceedings. The other contention is that attesting witnesses of the said document were not examined before the Trial Court and only relies upon the evidence of PW1. Hence, this Court has to admit the appeal and frame the substantial question of law. 7. Having heard the appellant’s counsel and also on perusal of the material on record, it discloses that in the promissory note and consideration receipt at Ex.P2 and P3 and also the cheque at Ex.P4, the seal and signatures are one and the same. Though, defendant contended that he lost the cheque and complaint was given, but not placed any material before the Court in this regard except self-styled evidence before the Trial Court. With regard to the execution of Ex.P2 and P3 is concerned, - 9 - HC-KAR NC: 2025:KHC:46200 RSA No. 471 of 2025 the same are compared with Ex.P10 to 12 i.e., written statement signature; affidavit signature and also the signature on the vakalath of the defendant and the same could be compared under Section 73 of the Evidence Act. Having considered these materials the Trial Court comes to the conclusion that plaintiff has proved the case that defendant has borrowed the money. 8. The second contention of the defendant that witnesses have not been examined. When the documentary evidences of Ex.P2 to P4 have been relied upon and also the Court compared the very signature under Section 73 of the Evidence Act when the defendant took the specific defence that he did not execute those documents and those signatures are not belongs to him, he ought to have sent the documents to the handwriting expert since he denies the same. But he has not done the same. The Court has compared the same. Hence, the other contention that other witnesses have not been examined cannot be accepted when the Court found that - 10 - HC-KAR NC: 2025:KHC:46200 RSA No. 471 of 2025 the signatures available in Ex.P2, P3 and P4 as well as in the written statement, affidavit and vakalath are one and the same. Hence, the said contention also cannot be accepted. 9. The other contention is that the company was not made as party to the proceeding. But in the cross examination DW1, he categorically admitted that he is the sole person who taking care of the act of the company and he was managing the entire affairs of the company. When such admission was also taken note of by both the Courts, I do not find any ground to admit the appeal and to frame substantive question of law since there is a definite finding of both the Trial Court as well as the Appellate Court with regard to the execution of documents and availing of loan. Hence, there is no merit in the second appeal to invoke Section 100 of CPC. 10. In view of the discussions made above, I pass the following: - 11 - HC-KAR NC: 2025:KHC:46200 RSA No. 471 of 2025 ORDER The second appeal is dismissed. In view of dismissal of the main appeal, I.A. if any, does not survive for consideration and the same stands dismissed. Sd/- (H.P.SANDESH) JUDGE SN