07/07/2025 The Negotiable Instruments Act, 1881

The Negotiable Instruments Act, 1881

( ACT NO. XXVI OF 1881 )

[ 9th December, 1881 ]

1
♣An Act to define and amend the law relating to Promissory Notes, Bills of
Exchange and Cheques.

Preamble

WHEREAS it is expedient to define and amend the law relating to promissory

notes, bills of exchange and cheques; It is hereby enacted as follows:-

CHAPTER I
PRELIMINARY

Short title 1. This Act may be called the Negotiable Instruments Act,

1881.

Commencement
It extends to the whole of Bangladesh; but nothing herein

contained affects the provisions of 2[Articles 23 and 24 of the

Bangladesh Bank Order, 1972]; and it shall come into force on

the first day of March, 1882.

Application 3
[1A. Every negotiable instrument shall be governed by the
of the Act
provisions of this Act, and no usage or custom at variance with

any such provision shall apply to any such instrument.]

[Repealed] 2. [Repealed by the Amending Act, 1891 (Act No. XII of 1891).]

Interpretation-3. In this Act, unless there is anything repugnant in the subject

clause.
:
 or context,-

(a) “accommodation party” means a person who has signed a

negotiable instrument as a maker, drawer, acceptor or indorser

without receiving the value thereof and for the purpose of

lending his name to some other person;

(b) “banker” means a person transacting the business of

accepting, for the purpose of lending or investment, of deposits

of money form the public, repayable on demand or otherwise

and withdrawable by cheque, draft, order or otherwise, and

includes any Post Office Savings Bank;

(c) “bearer” means a person who by negotiation comes into

possession of a negotiable instrument, which is payable to

bearer;

(d) “delivery” means transfer of possession, actual or

constructive, from one person to another;

(e) “issue” means the first delivery of a promissory note, bill of

exchange or cheque complete in form to a person who takes it

as a holder;

(f) “material alteration” in relation to a promissory note, bill of

exchange or cheque includes any alteration of the date, the

sum payable, the time of payment, the place of payment, and,

where any such instrument has been accepted generally, the

addition of a place of payment without the acceptor's assent;

and

(g) “notary public” includes any person appointed by the

Government to perform the functions of notary public under this

Act and a notary appointed under the Notaries Ordinance,
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 1961.

CHAPTER II
OF NOTES, BILLS AND CHEQUES

“Promissory 4. A “promissory note” is an instrument in writing (not being a

note”
bank-note or a currency-note) containing an unconditional

undertaking, signed by the maker, to pay on demand or at a

fixed or determinable future time a certain sum of money only

to, or to the order of, a certain person, or to the bearer of the

instrument.Illustrations

A signs instruments in the following terms:

(a) “I promise to pay B or order Taka 500.”

(b) “I acknowledge myself to be indebted to B in Taka 1,000 to

be paid on demand, for value received.”

(c) “Mr. B, I O U Taka 1,000.”

(d) “I promise to pay B Taka 500 and all other sums which shall

be due to him.”

(e) “I promise to pay B Taka 500, first deducting thereout any

money which he may owe me.”

(f) “I promise to pay B Taka 500 seven days after my marriage

with C.”

(g) “I promise to pay B Taka 500 on D's death, provided D

leaves me enough to pay that sum.”

(h) “I promise to pay B Taka 500 and to deliver to him may

black horse on 1st January next.”

The instruments respectively marked (a) and (b) are

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 promissory notes. The instruments respectively marked (c), (d),

(e), (f), (g) and (h) are not promissory notes.

“Bill of 5. A “bill of exchange” is an instrument in writing containing an

exchange”
unconditional order, signed by the maker, directing a certain

person to pay on demand or at fixed or determinable future

time a certain sum of money only to, or to the order of, a certain

person or to the bearer of the instrument.

A promise or order to pay is not “conditional”, within the

meaning of this section and section 4, by reason of the time for

payment of the amount or any instalment thereof being

expressed to be on the lapse of a certain period after the

occurrence of a specified event which, according to the

ordinary expectation of mankind, is certain to happen, although

the time of its happening may be uncertain.

The sum payable may be “certain,” within the meaning of this

section and section 4, although it includes future interest or is

payable at an indicated rate of exchange, or is payable at the

current rate of exchange, and although it is to be paid in stated

instalments and contains a provision that on default of payment

of one or more instalments or interest, the whole or the unpaid

balance shall become due.

Where the person intended can reasonably be ascertained

from the promissory note or the bill of exchange, he is a

“certain person” within the meaning of this section and section

4, although he is misnamed or designated by description only.

An order to pay out of a particular fund is not unconditional

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 within the meaning of this section; but an unqualified order to

pay, coupled with-

(a) an indication of a particular fund out of which the drawee is

to reimburse himself or a particular account to be debited to the

amount, or

(b) a statement of the transaction which gives rise to the note

or bill, is unconditional.

Where the payee is a fictitious or non-existing person the bill of

exchange may be treated as payable to bearer.

“Cheque” 6. A “cheque” is a bill of exchange drawn on a specified banker

and not expressed to be payable otherwise than on demand.

“Drawer” 7. The maker of a bill of exchange or cheque is called the

“Drawee”
“Drawee “drawer;” the person thereby directed to pay is called the
in case of “drawee.”
need”
“Acceptor” When in the bill or in any indorsement thereon the name of any
“Acceptor
person is given in additional to the drawee to be resorted to in
for
honour” case of need, such person is called a “drawee in case of need.”
“Payee”
After the drawee of a bill has signed his assent upon the bill, or,

if there are more parts thereof than one, upon one of such

parts, and delivered the same, or given notice of such signing

to the holder or to some person on his behalf, he is called the

“acceptor”.

When a bill of exchange has been noted or protested for non-

acceptance or for better security, and any person accepts it

supra protest for honour of the drawer or of any one of the

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 indorsers, such person is called an “acceptor for honour.”

“Acceptor for honour”

The person named in the instrument, to whom or to whose

order the money is by the instrument directed to be paid, is

called the “payee”.

“Holder” “Payee”

8. The “holder” of a promissory note, bill of exchange or

cheque means the payee or indorsee who is in possession of it

or the bearer thereof but does not include a beneficial owner

claiming through a benamidar. “Holder”

Explanation - Where the note, bill or cheque is lost and not

found again, or is destroyed, the person in possession of it or

the bearer thereof at the time of such loss or destruction shall

be deemed to continue to be its holder.

“Holder
9. “Holder” in due course” means any person who for
in due
course” consideration becomes the possessor of a promissory note, bill

of exchange or cheque if payable to bearer, or the payee or

indorsee thereof, if payable to order, before it became overdue,

without notice that the title of the person from whom he derived

his own title was defective. “Holder in

due course”

Explanation - For the purposes of this section the title of a

person to a promissory note, bill of exchange or cheque is

defective when he is not entitled to receive the amount due

thereon by reason of the provisions of section 58.
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 “Payment
10. “Payment in due course” means payment in accordance
in due
course” with the apparent tenor of the instrument in good faith and

without negligence to any person in possession thereof under

circumstances which do not afford a reasonable ground for

believing that he is not entitled to receive payment of the

amount therein mentioned.

Inland 11. A promissory note, bill of exchange or cheque drawn or

instrument
made in Bangladesh, and made payable in, or drawn upon any

person resident in, Bangladesh shall be deemed to be an

inland instrument.

Foreign 12. Any such instrument not so drawn, made or made payable
instrument
shall be deemed to be a foreign instrument.

“Negotiable 13.(1) A “negotiable instrument” means a promissory note, bill

instrument”
of exchange or cheque payable either to order or to bearer.

Explanation (i) - A promissory note, bill of exchange or cheque

is payable to order which is expressed to be so payable or

which is expressed to be payable to a particular person, and

does not contain words prohibiting transfer or indicating an

intention that it shall not be transferable.

Explanation (ii) - A Promissory note, bill of exchange or cheque

is payable to bearer which is expressed to be so payable or on

which the only or last indorsement is an indorsement in blank.

Explanation (iii) - Where a promissory note, bill of exchange or

cheque either originally or by indorsement, is expressed to be

payable to the order of a specified person, and not to him or his

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 order, it is nevertheless payable to him or his order at his

option.

(2) A negotiable instrument may be made payable to two or

more payees jointly or it may be made payable in the

alternative to one of two, or one or some of several payees.

Negotiation 14. When a promissory note, bill of exchange or cheque is

transferred to any person, so as to constitute that person the

holder thereof, the instrument is said to be negotiated.

Indorsement 15. When the maker or holder of a negotiable instrument signs

the same, otherwise than as such maker, for the purpose of

negotiation, on the back or face thereof or on a slip of paper

annexed thereto, or so signs for the same purpose a stamped

paper intended to be completed as a negotiable instrument, he

is said to indorse the same, and is called the “indorser”.

Indorsement 16. (1) If the indorser signs his name only, the indorsement is
“in
blank” said to be “in blank”, and if he adds a direction to pay the
and “in amount mentioned in the instrument to, or to the order of, a
full”
specified person, the indorsement is said to be “in full”, and the
“Indorsee”
person so specified is called the “indorsee” of the instrument.

(2) The provisions of this Act relating to a payee shall apply

with the necessary modifications to an indorsee.

Ambiguous 17. Where an instrument may be construed either as a

instruments
promissory note or bill of exchange, the holder may at his

election treat it as either, and the instrument shall be

thenceforward treated accordingly.
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 Where 18. If the amount undertaken or ordered to be paid is stated
amount
is stated differently in figures and in words, the amount stated in words
differently shall be the amount undertaken or ordered to be paid:
in figures
and Provided that if the words, are ambiguous or uncertain, the
words
amount may be ascertained by referring to the figures.

Instruments 19. A promissory note or bill of exchange is payable on

payable
on demand,-
demand.
(a) where it is expressed to be so, or to be payable at sight or

on presentment; or

(b) where no time for payment is specified in it; or

(c) where the note or bill accepted or indorsed after it is

overdue, as regards the person accepting or indor-sing it.

Inchoate 20.(1) Where one person signs and delivers to another a paper
stamped
instruments stamped in accordance with the law relating to stamp duty
chargeable on negotiable instruments, either wholly blank or

having written thereon an incomplete negotiable instrument, in

order that it may be made, or completed into a negotiable

instrument he thereby gives prima facie authority to the person

who receives that paper to make or complete it, as the case

may be, into a negotiable instrument for the amount, if any,

specified therein, or, where no amount is specified for any

amount, not exceeding, in either case, the amount covered by

the stamp.

(2) The person so signing shall, subject to the provisions of

sub-section (3), be liable upon such instrument, in the capacity

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 in which he signed the same, to any holder in due course, for

the amount specified in the instrument or filled up therein:

Provided that no person other than a holder in due course shall

receive from the person so signing the paper anything in

excess of the amount intended by him to be paid thereunder.

(3) In order that any such instrument may on completion be

enforceable against any person who became a party thereto

before such completion, it must be filled up within a reasonable

time and strictly in accordance with the authority given:

Provided that if any such instrument after completion is

negotiated to a holder in due course, it shall be valid and

effectual for all purposes in his hands, and he may enforce it as

if it had been filled up within a reasonable time and strictly in

accordance with the authority given.

“At 21. The expression “after sight” means, in a promissory note,

sight”
“On after presentment for sight, and, in a bill of exchange, after
presentment” acceptance, or noting for non-acceptance, or protest for non-
“After
acceptance.
sight”

When 4 [21A. A promissory note or bill of exchange payable on

note or
bill demand shall be deemed to be overdue when it appears
payable on the face of it to have been in circulation for an
on
unreasonable length of time.
demand
is
overdue

A note or
bill
payable
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 at a
determinable 21B. A promissory note or bill of exchange is payable at a
future determinable future time within the meaning of this Act if it
time
is expressed to be payable-

(a) at a fixed time after date or sight; or

(b) on or at a fixed time after the occurrence of a specified

event which is certain to happen, though the time of its

happening may be uncertain.

Anti- 21C. A promissory note, bill of exchange or cheque is not

dating
and post- invalid by reason only that it is anti-dated or post-dated:
dating
Provided that anti-dating or post-dating does not involve

any illegal or fraudulent purpose or transaction.]

“Maturity” 22. The maturity of a promissory note or bill of exchange is the

Days of
grace date at which it falls due.

Every promissory note or bill of exchange which is not

expressed to be payable on demand, at sight or on

presentment is at maturity on the third day after the day on

which it is expressed to be payable.

Calculating 23. In calculating the date at which a promissory note or bill of

maturity
of bill or exchange, made payable a stated number of months after date
note or after sight, or after a certain event, is at maturity, the period
payable
stated shall be held to terminate on the day of the month which
so many
months corresponds with the day on which the instrument is dated, or
after date
presented for acceptance or sight, or noted for non-
or sight
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 acceptance, or protested for non-acceptance, or the event

happens, or, where the instrument is a bill of exchange made

payable a stated number of months after sight and has been

accepted for honour, with the day on which it was so accepted.

If the month in which the period would terminate has no

corresponding day, the period shall be held to terminate on the

last day of such month.

Illustrations

(a) A negotiable instrument, dated 29th January, 1878, is made

payable at one month after date. The instrument is at maturity

on the third day after the 28th February, 1878.

(b) A negotiable instrument, dated 30th August 1878, is made

payable three months after date. The instrument is at maturity

on the 3rd December, 1878.

(c) A promissory note or bill of exchange, dated 31st August,

1878, is made payable three months after date. The instrument

is at maturity on the 3rd December, 1878.

Calculating 24. In calculating the date at which a promissory note or bill of

maturity
of bill or exchange made payable a certain number of days after date or
note after sight or after a certain event is at maturity, the day of the
payable
date, or of presentment for acceptance or sight, or of protest for
so many
days non-acceptance, or on which the event happens, shall be
after date
excluded.
or sight

When 25. When the day on which a promissory note or bill of

day of
maturity exchange is at maturity is a public holiday, the instrument shall
is a
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 holiday be deemed to be due on the next preceding business day.

Explanation - The expression “public holiday” includes Sundays

and the days declared by the Government, by notification in the

official Gazette, to be public holidays.

CHAPTER III
PARTIES TO NOTES, BILLS AND CHEQUES

Capacity 26. Every person capable of contracting, according to the law

to make,
etc., to which he is subject, may bind himself and be bound by the
promissory making, drawing, acceptance, indorsement, delivery and
notes,
negotiation of a promissory note, bill of exchange or cheque.
etc.

Minor Where such an instrument is made, drawn or negotiated by a

minor, the making, drawing or negotiation entitles the holder to

receive payment of such instrument and to enforce it against

any party thereto other than the minor.

Nothing herein contained shall be deemed to empower a

corporation to make, indorse or accept such instruments except

in cases in which, under the law for the time being in force,

they are so empowered.

Agency 27. Every person capable of binding himself or of being bound,

by the making, drawing, acceptance or negotiation of a

negotiable instrument, may so bind himself or be bound by a

duly authorised agent acting in his name.

A general authority to transact business and to receive and

discharge debts does not confer upon an agent the power of

accepting or indorsing bills of exchange so as to bind his

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 principal.

An authority to draw bills of exchange does not of itself import

an authority to indorse.

Authority 5
[27A. A partner acting in the firm name may bind the firm by
of partner
the making, drawing, acceptance or negotiation of a negotiable

instrument to the extent authorised by law relating to

partnership for the time being in force.]

Liability 28.(1) Where a person signs a promissory note, bill of

of agent
signing exchange or cheque without adding to his signature words

indicating that he signs it as an agent for and on behalf of a

principal or in a representative character, he is personally liable

thereon but the mere addition to his signature of words

describing him as an agent or as filling a representative

character does not exempt him from personal liability.

(2) Notwithstanding anything contained in sub-section (1), any

person signing a promissory note, bill of exchange or cheque

for and on behalf of the principal is not liable to a person who

induces him to sign upon the belief that the principal alone

would be held liable.

Transferor 6
[28A.(1) Where the holder of a negotiable instrument payable
by
delivery to bearer negotiates it by delivery without indorsing it, he is
and called a “transferor by delivery”.
transferee
(2) A transferor by delivery is not liable on the instrument.

(3) A transferor by delivery who negotiates a negotiable

instrument thereby warrants to his immediate transferee, being
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 a holder for consideration, that the instrument is what it

purports to be, that he has a right to transfer it, and that at the

time of transfer he is not aware of any defect which renders it

valueless.]

Liability 29. A legal representative of a deceased person who signs his

of legal
representativename to a promissory note, bill of exchange or cheque is liable
signing personally thereon unless he expressly limits his liability to the

extent of the assets received by him as such.

Signature 29A. No person is liable as maker, drawer, indorser or acceptor

essential
to liability of a promissory note, bill of exchange or cheque who has not

signed it as such:

Provided that where a person signs any such instrument in a

trade or assumed name he is liable thereon as if he had signed

it in his own name.

Forged or 29B. Subject to the provisions of this Act, where a signature on

unauthorised
signature a promissory note, bill of exchange or cheque is forged or

placed thereon without the authority of the person whose

signature it purports to be, the forged or unauthorised signature

is wholly inoperative, and no right to retain the instrument or to

give a discharge therefor or to enforce payment thereof against

any party thereto can be acquired through or under that

signature, unless the party against whom it is sought to retain

or enforce payment of the instrument is precluded from setting

up the forgery or want of authority:

Provided that nothing in this section shall effect the ratification

of an unauthorised signature not amounting to a forgery.

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 Stranger 29C. A person placing his signature upon a negotiable
signing
instrument instrument otherwise than as maker, drawer or acceptor is
presumed presumed to be an indorser unless he clearly indicates by
to be
appropriate words his intention to be bound in some other
indorser
capacity.]

Liability 30.(1) (a) The drawer of a bill of exchange by drawing it,

of drawer
engages that on due presentment it shall be accepted and paid

according to its tenor, and that if it be dishonoured, he will

compensate the holder or any indorser who is compelled to pay

it; and

(b) the drawer of a cheque by drawing it, engages that in the

case of dishonour by the drawee he will compensate the

holder:

Provided that due notice of dishonour of the bill or cheque has

been given to or received by the drawer as hereinafter

provided.

(2) The drawee of a bill of exchange is not liable thereon until

acceptance in the manner provided by this Act.

Liability 31. The drawee of a cheque having sufficient funds of the

of drawee
of drawer in his hands properly applicable to the payment of such
cheque cheque must pay the cheque when duly required so to do, and,

in default of such payment, must compensate the drawer for

any loss or damage caused by such default.

Liability 32.(1) In the absence of a contract to the contrary, the maker of

of maker
of note a promissory note, by making it, and the acceptor before
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 and maturity of a bill of exchange by accepting it, engages that he
acceptor
of bill will pay it according to the tenor of the note or his acceptance

respectively, and in default of such payment, such maker or

acceptor is bound to compensate any party to the note or bill or

any loss or damage sustained by him and caused by such

default.

(2) The acceptor of a bill of exchange at or after maturity, by

accepting it, engages to pay the amount thereof to the holder

on demand.

Only 33. No person except the drawee of a bill of exchange, or all or

drawee
can be some of several drawees, or a person named therein as a
acceptor drawee in case of need, or an acceptor for honour, can bind
except in
himself by an acceptance.
need or
for
honour

Acceptance 34. Where there are several drawees of a bill of exchange who
by
several are not partners, each of them can accept it for himself, but
drawees none of them can accept it for another without his authority.
not
partners

Liability 35. In the absence of a contact to the contrary, the indorser of a

of
indorser negotiable instrument, by indorsing it, engages that on due

presentment it shall be accepted and paid according to its tenor

and that if it be dishonoured he will compensate the holder or

subsequent indorser who is compelled to pay it for any loss or

damage caused to him by such dishonour.

Every indorser after dishonour is liable as upon an instrument

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 payable on demand.

Liability 36. Every prior party to a negotiable instrument is liable thereon

of prior
parties to to a holder in due course until the instrument is duly satisfied.
holder in
due
course

Maker, 37. The maker of a promissory note or cheque, the drawer of a

drawer
and bill of exchange until acceptance, and the acceptor are, in the
accept or absence of a contract to the contrary, respectively liable
principals
thereon as principal debtors, and the other parties thereto are

liable thereon as sureties for the maker, drawer or acceptor, as

the case may be.

Prior 38. As between the parties so liable as sureties, each prior

party a
principal party is, in the absence of a contract to the contrary, also liable
in thereon as a principal debtor in respect of each subsequent
respect
party.
of each
subsequent
Illustration
party
A draws a bill payable to his own order on B who accepts. A

afterwards indorses the bill to C, C to D, and D to E. As

between E and B, B is the principal debtor, and A, C and D are

his sureties. As between E and A, A is the principal debtor and

C and D are his sureties. As between E and C, C is the

principal debtor and D is his surety.

Liability 7
[38A.(1) An accommodation party is liable on a negotiable
of
instrument to a holder in due course, notwithstanding that when
accommodation
party and such holder took the instrument he knew such party to be an
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 position accommodation party.
of
accommodation
(2) An accommodation party to a negotiable instrument, if he
party
has paid the amount thereof, is entitled to recover such amount

from the party accommodated.]

Suretyship 39. When the holder of an accepted bill of exchange enters into

any contract with the acceptor which, under section 134 or 135

of the Contract Act, 1872, would discharge the other parties,

the holder may expressly reserve his right to charge the other

parties, and in such case they are not discharged.

Discharge 40. When the holder of a negotiable instrument, without the

of
indorser’s consent of the indorser, destroys or impairs the indorser's
liability remedy against a prior party, the indorser is discharged from

liability to the holder to the same extent as if the instrument had

been paid at maturity.

Illustration

A is the holder of a bill of exchange made payable to the order

of B, which contains the following indorsements in blank:-

First indorsement, “B”.

Second indorsement, “Peter Williams.”

Third indorsement, “Wright & Co.”

Fourth indorsement, “John Rozario.”

This bill A puts in suit against John Rozario and strike out,

without John Rozario's consent, the indorsements by Peter

Williams, and Wright & Co. A is not entitled to recover anything

from John Rozario.
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 Acceptor 41. An acceptor of a bill of exchange already indorsed is not
bound
although relieved from liability by reason that such indorsement is
indorsement forged, if he knew or had reason to believe the indorsement to
forged
be forged when he accepted the bill.

Acceptance 42. An acceptor of a bill of exchange drawn in a fictitious name

of bill
drawn in and payable to the drawer's order is not, by reason that such
fictitious name is fictitious, relieved from liability to any holder in due
name
course claiming under an indorsement by the same hand as

the drawer's signature, and purporting to be made by the

drawer.

Negotiable 43. A negotiable instrument made, drawn, accepted, indorsed

instrument
made, or transferred without consideration, or for a consideration
etc., which fails, creates no obligation of payment between the
without
parties to the transaction. But if any such party has transferred
consideration
the instrument with or without indorsement to a holder for

consideration, such holder, and every subsequent holder

deriving title from him, may recover the amount due on such

instrument from the transferor for consideration or any prior

party thereto.

Exception I - No party for whose accommodation a negotiable

instrument has been made, drawn, accepted or indorsed can, if

he have paid the amount thereof, recover thereon such amount

from any person who became a party to such instrument for his

accommodation.

Exception II - No party to the instrument who has induced any

other party to make, draw, accept, indorse or transfer the same
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 to him for a consideration which he has failed to pay or perform

in full shall recover thereon an amount exceeding the value of

the consideration (if any) which he has actually paid or

performed.

Partial 44. When the consideration for which a person signed a

absence
or failure promissory note, bill of exchange or cheque consisted of
of money, and was originally absent in part or has subsequently
money-
failed in part, the sum which a holder standing in immediate
consideration
relation with such signer is entitled to receive from him is

proportionally reduced.

Explanation - The drawer of a bill of exchange stands in

immediate relation with the acceptor. The maker of a

promissory note, bill of exchange or cheque stands in

immediate relation with the payee, and the indorser with his

indorsee. Other signers may by agreement stand in immediate

relation with a holder.

Illustration

A draws a bill on B for Taka 500 payable to the order of A. B

accepts the Bill, but subsequently dishonours it by non-

payment. A sues B on the bill. B proves that it was accepted for

value as to Taka 400, and as an accommodation to the plaintiff

as to the residue. A can only recover Taka 400.

Partial 45. Where a part of the consideration for which a person

failure of
considerationsigned a promissory note, bill of exchange or cheque, though
not not consisting of money, is ascertainable in money without
consisting
collateral inquiry, and there has been a failure of that part, the
of money
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 sum which a holder standing in immediate relation with such

signer is entitled to receive from him is proportionally reduced.

Holder’s 8
[45A. Where a bill of exchange has been lost before it is
right to
duplicate overdue, the person who was the holder of it may apply to the
of lost drawer to give him another bill of the same tenor, giving
bill
security to the drawer, if required, to indemnify him against all

persons whatever in case the bill alleged to have been lost

shall be found again.

If the drawer on request as aforesaid refuses to give such

duplicate bill, he may be compelled to do so.]

PART IV
OF NEGOTIATION

Delivery 46. The making, acceptance or indorsement of a promissory

note, bill of exchange or cheque is completed by delivery,

actual or constructive.

As between parties standing in immediate relation, delivery to

be effectual must be made by the party making, accepting or

indorsing the instrument or by a person authorised by him in

that behalf.

As between such parties and any holder of the instrument other

than a holder in due course, it may be shown that the

instrument was delivered conditionally or for a special purpose

only, and not for the purpose of transferring absolutely the

property therein.

A promissory note, bill of exchange or cheque payable to

bearer is negotiable by the delivery thereof.
:
 A promissory note, bill of exchange or cheque payable to order

is negotiable by the holder by indorsement and delivery

thereof.

Negotiation 47. Subject to the provisions of section 58, a promissory note,

by
delivery bill of exchange or cheque payable to bearer is negotiable by

delivery thereof.

Exception - A promissory note, bill of exchange or cheque

delivered on condition that it is not to take effect except in a

certain event is not negotiable (except in the hands of a holder

for value without notice of the condition) unless such event

happens.

Illustrations

(a) A, the holder of a negotiable instrument payable to bearer,

delivers it to B's agent to keep for B. The instrument has been

negotiated.

(b) A, the holder of a negotiable instrument payable to bearer,

which is in the hands of A's banker, who is at the time the

banker of B, directs the banker to transfer the instrument to B's

credit in the banker's account with B. The banker does so, and

accordingly now possesses the instrument as B's agent. The

instrument has been negotiated, and B has become the holder

of it.

Negotiation 48. Subject to the provisions of section 58, a promissory note,

by
indorsement bill if exchange or cheque payable to order is negotiable by the
holder by indorsement and delivery thereof.
:
 Conversion 49. When a negotiable instrument has been indorsed in blank,
of
indorsement any holder may, without signing his own name, convert the
in blank blank indorsement into an indorsement in full by writing above
into
the indorser's signature a direction to pay the amount to or to
indorsement
in full the order of himself or some other person; and the holder does

not thereby incur the responsibility of an indorser.

Effect of 50.(1) Subject to the provisions of this Act relating to restrictive,

indorsement
conditional and qualified indorsement, the indorsement of a

negotiable instrument followed by delivery transfers to the

indorsee the property therein with the right of further

negotiation.

(2) An indorsement is restrictive which either-

(a) restricts or excludes the right to further negotiate the

instrument; or

(b) constitutes the indorsee an agent of the indorser to indorse

the instrument or to receive its contents for the indorser or for

some other specified person:

Provided that the mere absence of words implying right to

negotiate does not make the indorsement restrictive.

Illustrations

B signs the following indorsements on different negotiable

instruments payable to bearer:-

(a) "Pay the contents to C only."

(b) "Pay C for my use."

(c) “Pay C or order for the account of B.”

:
 (d) “The within must be credited to C.”

These indorsements exclude the right of further negotiation by

C.

(e) “Pay C.”

(f) “Pay C value in account with the Oriental Bank.”

(g) “Pay the contents to C, being part of the consideration in a

certain deed of assignment executed by C to the indorser and

others.”

These indorsements do not exclude the right of further

negotiation by C.

Who may 51. Every sole maker, drawer, payee or indorsee, or all of
negotiate
several joint makers, drawers, payees or indorsees, of a

negotiable instrument may, if the negotiability of such

instrument has not been restricted or excluded as mentioned in

section 50, indorse and negotiate the same.

Explanation - Nothing in this section enables a maker or drawer

to indorse or negotiate an instrument, unless he is in lawful

possession or is holder thereof; or enables a payee or indorsee

to indorse or negotiate an instrument, unless he is holder

thereof.

Illustration

A bill is drawn payable to A or order. A indorses it to B, the

indorsement not containing the words “or order” or any

equivalent words. B may negotiate the instrument.

Indorser
:
 who
excludes 52. The indorser of a negotiable instrument may, by express
his own words in the indorsement, exclude his own liability thereon, or
liability
make such liability or the right of the indorsee to receive the
or makes
it amount due thereon depend upon the happening of a specified
conditional
event, although such event may never happen.

Where an indorser so excludes his liability and afterwards

becomes the holder of the instrument, all intermediate

indorsers are liable to him. Where the right of an indorsee to

receive the amount due on the negotiable instrument is made

dependent in the aforesaid manner the condition is valid only

as between the indorser and the indorsee.

Where the indorsement of a negotiable instrument purports to

be conditional, the payer may disregard the condition, and

payment to the indorsee is valid whether the condition has

been fulfilled or not.

Illustrations

(a) The indorser of a negotiable instrument signs his name

adding the words-“Without recourse”.

Upon this indorsement he incurs no liability.

(b) A is the payee and holder of a negotiable instrument.

Excluding personal liability by an indorsement “without

recourse,” he transfers the instrument to B, and B indorses it to

C, who indorses it to A. A is not only reinstated in his former

rights, but has the rights of an indorsee against B and C.

Holder 53. (1) A holder who derives his title through a holder in due
claiming
through course, and who is not himself a party to any fraud or illegality
:
 holder in affecting the negotiable instrument, has all the rights therein of
due
course that holder in due course as regards the acceptor and all

parties to the instrument prior to that holder.

(2) Where the title of the holder is defective,-

(a) if he negotiates the instrument to a holder in due course,

that holder obtains a good and complete title to the instrument;

and

(b) if he obtains payment of the instrument, the person who

pays him in due course gets a valid discharge for the

instrument.

Rights of 9
[53A. A holder in due course holds the negotiable
holder in
due instrument free from any defect of title of prior parties, and
course free from defences available to prior parties among

themselves, and may enforce payment of the instrument

for the full amount thereof against all parties liable

thereon.]

Instrument 54. Subject to the provisions hereinafter contained as to

indorsed
in blank crossed cheques, a negotiable instrument indorsed in blank is

payable to the bearer thereof even although originally payable

to order.

Conversion 55. If a negotiable instrument, after having been indorsed in

of
indorsement blank, is indorsed in full, the amount of it cannot be claimed
in blank from the indorser in full, except by the person to whom it has
into
been indorsed in full, or by one who derives title through such
indorsement
in full person.
:
 Requisites 56.(1) Negotiation by indorsement must be of the entire
of
indorsement instrument.

(2) An indorsement which purports to transfer to the indorsee

only a part of the amount payable, or which purports to transfer

the instrument to two or more indorsees severally, is not valid

as a negotiation of the instrument; but where such amount has

been paid in part, a note to that effect may be indorsed on the

instrument, which may then be indorsed for the balance.

Legal 57. The legal representative of a deceased person cannot

representative
cannot negotiate by delivery only a promissory note, bill of exchange
by or cheque payable to order and indorsed by the deceased but
delivery
not delivered.
only
negotiate
instrument
indorsed
by
deceased

Negotiation 10
[57A. Where a negotiable instrument is negotiated back
of
instrument before maturity to the maker or drawer or a prior indorser
of party or to the acceptor, such party may, subject to the
already
provisions of this Act, re-issue and further negotiate the
liable
thereon instrument, but he is not entitled to enforce payment of the
instrument against any intervening party to whom he was

previously liable.

Rights of 57B. A holder may receive payment in due course under a

holder
negotiable instrument and further negotiate it in the manner

provided by this Act; he may also sue on such instrument

:
 in his own name.]

Defective 58. When a promissory note, bill of exchange or cheque has

title
been lost or has been obtained from any maker, drawer,

acceptor or holder thereof by means of an offence or fraud, or

for an unlawful consideration, neither the person who finds or

so obtains the instrument nor any possessor or indorsee who

claims through such person is entitled to receive the amount

due thereon from such maker, drawer, acceptor or holder,

unless such possessor or indorsee is, or some person through

whom he claims was, a holder thereof in due course.

Instrument 59. The holder of a negotiable instrument, who has acquired it

acquired
after after dishonour, whether by non-acceptance or non-payment,
dishonour with notice thereof, or after maturity, has only, as against the
or when
other parties, the rights thereon of his transferor and is subject
overdue
to the equities to which the transferor was subject at the time of

acquisition by such holder:

Accommodation
Provided that any person who, in good faith and for
note or
bill consideration, becomes the holder, after maturity, of a

promissory note or bill of exchange made, drawn or accepted

without consideration, for the purpose of enabling some party

thereto to raise money thereon, may recover the amount of the

note or bill from any prior party.

Illustration

The acceptor of a bill of exchange, when he accepted it,

deposited with the drawer certain goods as a collateral security

:
 for the payment of the bill, with power to the drawer to sell the

goods and apply the proceeds in discharge of the bill if it were

not paid at maturity. The bill not having been paid at maturity,

the drawer sold the goods and retained the proceeds, but

indorsed the bill to A. A's title is subject to the same objection

as the drawer's title.

Instrument 60. A negotiable instrument may be negotiated (except by the

negotiable
till maker, drawee or acceptor after maturity) until payment or
payment satisfaction thereof by the maker, drawee or accept or at or
or
after maturity, but not after such payment or satisfaction.
satisfaction

CHAPTER V
OF PRESENTMENT

Presentment 61. A bill of exchange payable after sight must, if no time or

for
acceptance place is specified therein for presentment, be presented to the
drawee thereof for acceptance, if he can, after reasonable

search, be found, by a person entitled to demand acceptance,

within a reasonable time after it is drawn, and in business

hours on a business day. In default of such presentment, no

party thereto is liable thereon to the person making such

default.

If the drawee cannot, after reasonable search, be found, the bill

is dishonoured.

If the bill is directed to the drawee at a particular place, it must

be presented at that place; and if at the due date for

presentment he cannot, after reasonable search, be found

there, the bill is dishonoured.

:
 Where authorised by agreement or usage, a presentment

through the post office by means of a registered letter is

sufficient.

Presentment 62. A promissory note, payable at a certain period after sight,

of
promissory must be presented to the maker thereof for sight (if he can,
note for after reasonable search, be found) by a person entitled to
sight
demand payment, within a reasonable time after it is made and

in business hours on a business day. In default of such

presentment, no party thereto is liable thereon to the person

making such default.

Drawee’s 63. The holder must, if so required by the drawee of a bill of

time for
deliberation exchange presented to him for acceptance, allow the drawee
forty-eight hours (exclusive of public holidays) to consider

whether he will accept it.

Presentment 64. Subject to the provisions of section 76, promissory notes,

for
payment bills of exchange and cheques must be presented for payment

to the maker, acceptor or drawee thereof respectively, by or on

behalf of the holder as hereinafter provided. In default of such

presentment, the other parties thereto are not liable thereon to

such holder.

Exception - Where a promissory note is payable on demand

and is not payable at a specified place, no presentment is

necessary in order to charge the maker thereof nor is

presentment necessary to charge the acceptor of a bill of

exchange.
:
 The provisions of this section are without prejudice to the

provisions relating to presentment or acceptance in the case of

a bill of exchange.

Explanation - Where there are several persons, not being

partners liable on the negotiable instrument, as makers,

acceptors or drawees, as the case may be, and no place of

payment is specified, presentment must be made to them all.

Hours for 65. Presentment for payment must be made during the usual
presentment
hours of business, and, if at a banker's within banking hours.

Presentment 66. A promissory note or bill of exchange, made payable at a

for
payment specified period after date or sight thereof, must be presented
of for payment at maturity.
instrument
payable
after date
or sight

Presentment 67. A Promissory note payable by instalments must be

for
payment presented for payment on the third day after the date fixed for
of payment of each instalment; and non-payment on such
promissory
presentment has the same effect as non-payment of a note at
note
payable maturity.
by
instalments

Presentment 68. A promissory note, bill of exchange or cheque made, drawn

for
payment or accepted payable at a specified place and not elsewhere
of must, in order to charge any party thereto, be presented for
instrument
payment at that place.
payable
at
:
 specified
place and
not
elsewhere

Instrument 69. A promissory note or bill of exchange made, drawn or

payable
at accepted payable at a specified place must, in order to charge
specified the maker or drawer thereof, be presented for payment at that
place
place.

Presentment 70. A promissory note or bill of exchange, not made payable as

where no
exclusive mentioned in sections 68 and 69, must be presented for
place payment at the address of the maker, acceptor or drawee given
specified
in the instrument, and if no such address is given at the place

of business if known, or at the ordinary residence (if known), of

the maker, drawee or acceptor thereof, as the case may be.

Presentment 71. If the maker, drawee or acceptor of a negotiable instrument

when
maker, has no known place of business or residence, and no place is
etc., has specified in the instrument for presentment for acceptance or
no known
payment, such presentment may be made to him in person
place of
business wherever he can be found.
or
residence Explanation - In this section and sections 68 and 69, “specified

place” means a place sufficiently described so as to enable the

person presenting the instrument to locate it.

What 11
[71A.(1) To constitute a valid presentment it shall be
constitutes
valid sufficient if instead of the original negotiable instrument a
presentment copy thereof certified to be true by the holder is delivered
and
mode of
presentment
:
 to the person liable thereon, either personally or by

registered post or by other effective means.

(2) If, after such delivery, the person liable to pay so

demands, the holder shall allow him to inspect the original

negotiable instrument during the hours of business of the

holder, and if the holder fails to do so within a reasonable

time, the presentment shall be deemed to be invalid.]

Presentment 72. Subject to the provisions of section 84, a cheque must, in

of
cheque order to charge the drawer, be presented at the bank upon
to charge which it is drawn before the relation between the drawer and
drawer
his banker has been altered to the prejudice of the drawer.

Presentment 73. A cheque must, in order to charge any person except the
of
cheque drawer, be presented within a reasonable time after delivery
to charge thereof by such person.
any other
person

Presentment 74. Subject to the provisions of section 31, a negotiable

of
instrument instrument payable on demand must be presented for payment
payable within a reasonable time after it is received by the holder.
on
demand

Presentment 75. Presentment for acceptance or payment may be made to

by or to
agent, the duly authorised agent of the drawee, maker or acceptor, as
representativethe case may be, or, where the drawee, maker or acceptor has
of
died, to his legal representative, or, where he has been
deceased,
or declared an insolvent, to his assignee.
assignee
:
 of
insolvent

Excuse 12
[75A. Delay in presentment for acceptance or payment is
for delay
in excused if the delay is caused by circumstances beyond
presentment the control of the holder, and not imputable to his default,
for
misconduct or negligence. When the cause of delay
acceptance
or ceases to operate, presentment must be made within a
payment
reasonable time.]

When 76. No presentment for payment is necessary, and the

presentment
unnecessary instrument shall be deemed to be dishonoured at the due date
for presentment, in any of the following cases:-

(a) if the maker, drawee or acceptor intentionally prevents the

presentment of the instrument, or,

if the instrument being payable at his place of business, he

closes such place on a business day during the usual business

hours, or,

if the instrument being payable at some other specified place,

neither he nor any person authorised to pay it attends at such

place during the usual business hours, or

if the instrument not being payable at any specified place, he

cannot after due search be found;

(b) as against any party sought to be charged therewith, if he

has engaged to pay notwithstanding non-presentment;

(c) as against any party if, after maturity, with knowledge that

the instrument has not been presented-

:
 he makes a part payment on account of the amount due on the

instrument, or promises to pay the amount due thereon in

whole or in part,

or otherwise waives his right to take advantage of any default

in presentment for payment;

(d) as against the drawer, if the drawer could not suffer damage

from the want of such presentment;

(e) where the drawee is a fictitious person;

(f) as regards an indorser, where the negotiable instrument was

made, drawn or accepted for the accommodation of that

indorser and he had reason to expect that the instrument would

not be paid if presented; and

(g) where, after the exercise of reasonable diligence,

presentment as required by this Act cannot be effected.

Explanation - The fact that holder has reason to believe that

the negotiable instrument will, on presentment, be dishonoured

does not dispense with the necessity for presentment.

Liability 77. When a bill of exchange accepted payable at a specified

of banker
for bank has been duly presented there for payment and
negligently dishonoured, if the banker so negligently or improperly keeps,
dealing
deals with or delivers back such bill as to cause loss to the
with bill
presented holder, he must compensate the holder for such loss.
for
payment

CHAPTER VI
OF PAYMENT AND INTEREST
:
 To whom 78. Subject to the provisions of section 82, clause (c), payment
payment
should of the amount due on a promissory note, bill of exchange or
be made cheque must, in order to discharge the maker or acceptor, be

made to the holder of the instrument.

Interest 79. Subject to the provisions of any law for the time being in
when rate
specified force relating to the relief of debtors, and without prejudice to
or not the provisions of section 34 of the Code of Civil Procedure,
specified
1908,

(a) when interest at a specified rate is expressly made payable

on a promissory note or bill of exchange and no date is fixed

from which interest is to be paid, interest shall be calculated at

the rate specified, on the amount of the principal money due

thereon, from the date of the note, or, in the case of a bill, from

the date on which the amount becomes payable, until tender or

realisation of such amount, or until the date of the institution of

a suit to recover such amount;

(b) when a promissory note or bill of exchange is silent as

regards interest or does not specify the rate of interest, interest

on the amount of the principal money due thereon shall,

notwithstanding any collateral agreement relating to interest

between any parties to the instrument, be allowed and

calculated at the rate of six per centum per annum from the

date of the note, or, in the case of a bill, from the date on which

the amount becomes payable, until tender or realisation of the

amount due thereon, or until the date of the institution of a suit

to recover such amount.

:
 Interest 80. When no rate of interest is specified in the instrument,
when no
rate interest on the amount due thereon shall, not-withstanding any
specified agreement relating to interest between any parties to the

instrument, be calculated at the rate of six per centum per

annum from the date at which the same ought to have been

paid by the party charged until tender or realisation of the

amount due thereon, or until such date after the institution of a

suit to recover such amount as the Court directs.

Explanation - When the party charged is the indorser of an

instrument dishonoured by non-payment, he is liable to pay

interest only from the time that he receives notice of the

dishonour.

Delivery 81. Any person liable to pay, and called upon by the holder
of
instrument thereof to pay, the amount due on a promissory note, bill of
on exchange or cheque is before payment entitled to have it
payment,
shown, and is on payment entitled to have it delivered up, to
or
indemnity him, or, if the instrument is lost or cannot be produced, to be
in case of
indemnified against any further claim thereon against him.
loss

CHAPTER VII
OF DISCHARGE FROM LIABILITY ON NOTES, BILLS AND CHEQUES

Discharge 82. The maker, acceptor or indorser respectively of a

from
liability- negotiable instrument is discharged from liability thereon-

(a) by (a) to a holder thereof who cancels such acceptor's or

cancellation
indorser's name with intent to discharge him, and to all parties

claiming under such holder;

:
 (b) by (b) to a holder thereof who otherwise discharges such maker,
release
acceptor or indorser, and to all parties deriving title under such

holder after notice of such discharge;

(c) by (c) to all parties thereto, if the instrument is payable to bearer,

payment
or has been indorsed in blank, and such maker, acceptor or

indorser makes payment in due course of the amount due

thereon.

Discharge 83. If the holder of a bill of exchange allows the drawee more
by
allowing than forty-eight hours, exclusive of public holidays, to consider
drawee whether he will accept the same, all previous parties not
more
consenting to such allowance are thereby discharged from
than
forty- liability to such holder.
eight
hours to
accept

When 84.(1) Where a cheque is not presented for payment within a

cheque
not duly reasonable time of its issue, and the drawer or person on
presented whose account it is drawn had the right, at the time when
and
presentment ought to have been made, as between himself
drawer
damaged and the banker, to have the cheque paid and suffers actual
thereby
damage through the delay, he is discharged to the extent of

such damage, that is to say, to the extent to which such drawer

or person is a creditor of the banker to a larger amount than he

would have been if such cheque had been paid.

(2) In determining what is a reasonable time, regard shall be

had to the nature of the instrument, the usage of trade and of

bankers, and the facts of the particular case.
:
 (3) The holder of the cheque as to which such drawer or

person is so discharged shall be a creditor, in lieu of such

drawer or person, of such banker to the extent of such

discharge and entitled to recover the amount from him.

Illustrations

(a) A draws a cheque for Taka 1,000, and when the cheque

ought to be presented, has funds at the bank to meet it. The

bank fails before the cheque is presented. The drawer is

discharged, but the holder can prove against the bank for the

amount of the cheque.

(b) A draws a cheque at 13

[Dinajpur] on a bank in Chittagong.

The bank fails before the cheque could be presented in

ordinary course. A is on discharged, for he has not suffered

actual damage through any delay in presenting the cheque.

Cheque 85.(1) Where a cheque payable to order purports to be

payable
to order indorsed by or on behalf of the payee, the drawee is

discharged by payment in due course.

(2) Where a cheque is originally expressed to be payable to

bearer, the drawee is discharged by payment in due course to

the bearer thereof, notwithstanding any indorsement whether in

full or in blank appearing thereon, and notwithstanding that any

such indorsement purports to restrict or exclude further

negotiation.

Drafts 14 [85A. Where any draft, that is, an order to pay money,
drawn by
one drawn by one office of a bank upon another office of the
branch of same bank for a sum of money payable to order on
:
 a bank on demand, purports to be indorsed by or on behalf of the
another
payable payee, the bank is discharged by payment in due course.]
to order

Parties 86. If the holder of a bill of exchange acquiesces in a qualified

not
consenting acceptance, or one limited to part of the sum mentioned in the
discharged bill, or which substitutes a different place or time for payment,
by
or which, where the drawees are not partners, is not signed by
qualified
or limited all the drawees, all previous parties whose consent is not
acceptance
obtained to such acceptance are discharged as against the

holder and those claiming under him, unless on notice given by

the holder they assent to such acceptance.

Explanation -An acceptance is qualified -

(a) where it is conditional, declaring the payment to be

dependent on the happening of an event therein stated;

(b) where it undertakes the payment of part only of the sum

ordered to be paid;

(c) where, no place of payment being specified on the order it

undertakes the payment at a specified place, and not otherwise

or elsewhere; or where, a place of payment being specified in

the order, it undertakes the payment at some other place and

not otherwise or elsewhere;

(d) where it undertakes the payment at a time other than that at

which under the order it would be legally due.

Effect of 87. Any material alteration of a negotiable instrument renders

material
alteration the same void as against any one who is a party thereto at the
time of making such alteration and does not consent thereto,
:
 unless it was made in order to carry out the common intention

of the original parties;

Alteration and any such alteration, if made by an indorsee, discharges his

by
indorsee indorser from all liability to him in respect of the consideration

thereof.

The provisions of this section are subject to those of sections

20, 49, 86 and 125.

Acceptor 88. An acceptor or indorser of a negotiable instrument is bound

or
indorser by his acceptance or indorsement notwithstanding any
bound previous alteration of the instrument.
notwithstanding
previous
alteration

Payment 89. Where a promissory note, bill of exchange or cheque has

of
instrument been materially altered but does not appear to have been so
on which altered,
alteration
is not or where a cheque is presented for payment which does not at
apparent
the time of presentation appear to be crossed or to have had a

crossing which has been obliterated,

payment thereof by a person or banker liable to pay, and

paying the same according to the apparent tenor thereof at the

time of payment and otherwise in due course, shall discharge

such person or banker from all liability thereon; and such

payment shall not be questioned by reasoned of the instrument

having been altered or the cheque crossed.

Extinguishment
90.(1) The maker, drawer, acceptor or indorser of a negotiable
of rights
:
 of action instrument is discharged from liability thereon when the person
on bill in
acceptor’s liable thereon as principal debtor becomes the holder thereof at
hands or after its maturity.

(2) When the holder of an accepted bill of exchange enters into

any contract with the acceptor of the nature referred to in

section 39, the other parties are discharged, unless the holder

has expressly reserved his right to charge them.

CHAPTER VIII
OF NOTICE OF DISHONOUR

Dishonour 91. A bill of exchange is said to be dishonoured by non-

by non-
acceptance acceptance when the drawee, or one of several drawees not

being partners, makes default in acceptance upon being duly

required to accept the bill, or where presentment is excused

and the bill is not accepted.

Where the drawee is incompetent to contract, or the

acceptance is qualified, the bill may be treated as dishonoured.

Dishonour 92. A promissory note, bill of exchange or cheque is said to be

by non-
payment dishonoured by non-payment when the maker of the note,

acceptor of the bill or drawee of the cheque makes default in

payment upon being duly required to pay the same.

By and to 93. When a promissory note, bill of exchange or cheque is

whom
notice dishonoured by non-acceptance or non-payment, the holder
should thereof, or some party thereto who remains liable thereon, must
be given
give notice that the instrument has been so dishonoured to all

other parties whom the holder seeks to make severally liable

:
 thereon, and to some one of several parties whom he seeks to

make jointly liable thereon.

When a bill of exchange is dishonoured by non-acceptance the

drawer or any indorser to whom such notice is not given is

discharged; but the rights of a holder in due course subsequent

to the omission to give notice shall not be prejudiced by that

omission.

When a bill of exchange is dishonoured by non-acceptance

and due notice of dishonour is given, it shall not be necessary

to give notice of a subsequent dishonour by non-payment,

unless the bill shall, in the meantime, have been accepted.

Nothing in this section renders it necessary to give notice to the

maker of the dishonoured promissory note or the drawee or

acceptor of the dishonoured bill of exchange or cheque.

Mode in 94. Notice of dishonour may be given to a duly authorised

which
notice agent of the person to whom it is required to be given, or,
may be where he has died, to his legal representative, or, where he has
given
been declared an insolvent, to his assignee; may be oral or

written; may, if written, be sent by post; and may be in any

form; but it must inform the party to whom it is given, either in

express terms or by reasonable intendment, that the instrument

has been dishonoured, and in what way, and that he will be

held liable thereon; and it must be given within a reasonable

time after dishonour, at the place of business or (in case such

party has no place of business) at the residence of the party for

whom it is intended.
:
 If the notice is duly directed and sent by post and miscarries,

such miscarriage does not render the notice invalid.

Party 95. Any party receiving notice of dishonour must, in order to

receiving
must render any prior party liable to himself, give notice of dishonour
transmit to such party within a reasonable time, unless such party
notice of
otherwise receives due notice as provided by section 93.
dishonour

Agent for 96. When the instrument is deposited with an agent for
presentment
presentment, the agent entitled to the same time to give notice

to his principal as if he were the holder giving notice of

dishonour, and the principal is entitled to a further like period to

give notice of dishonour.

When 97. When the party to whom notice of dishonour is despatched

party to
whom is dead, but the party despatching the notice is ignorant of his
notice death, the notice is sufficient.
given is
dead

When 98. No notice of dishonour is necessary-

notice of
dishonour (a) when it is dispensed with by the party entitled thereto;
is
unnecessary (b) in order to charge the drawer when he has countermanded
payment;

(c) when the party charged could not suffer damage for want of

notice;

(d) when the party entitled to notice cannot after due search be

found; or the party bound to give notice is, for any other
reason, unable without any fault of his own to give it;
:
 (e) to charge the drawers when the acceptor is also a drawer;

(f) in the case of a promissory note which is not negotiable;

(g) when the party entitled to notice, knowing the facts,

promises unconditionally to pay the amount due on the

instrument.

CHAPTER IX
OF NOTING AND PROTEST

Noting 99. When a promissory note or bill of exchange has been

dishonoured by non-acceptance or non-payment, the holder

may cause such dishonour to be noted by a notary public upon

the instrument, or upon a paper attached thereto, or partly

upon each.

Such note must be made within a reasonable time after

dishonour, and must specify the date of dishonour, the reason,

if any, assigned for such dishonour, or, if the instrument has not

been expressly dishonoured, the reason why the holder treats

it as dishonoured, and the notary's charges.

Protest 100. When a promissory note or bill of exchange has been

dishonoured by non-acceptance or non-payment, the holder

may, within a reasonable time, cause such dishonour to be

noted and certified by a notary public. Such certificate is called

a protest.

Protest When the acceptor of a bill of exchange has become insolvent,

for better
security or his credit has been publicly impeached, before the maturity
of the bill, the holder may, within a reasonable time, cause a
:
 notary public to demand better security of the acceptor, and on

its being refused may, within a reasonable time, cause such

facts to be noted and certified as aforesaid. Such certificate is

called a protest for better security.

Contents 101. A protest under section 100 must contain-

of protest
(a) either the instrument itself, or a literal transcript of the

instrument and of everything written or printed thereupon;

(b) the name of the person for whom and against whom the

instrument has been protested;

(c) a statement that payment or acceptance, or better security,

as the case may be, has been demanded of such person by

the notary public; the terms of his answer, if any, or a statement

that he gave no answer or that he could not be found;

(d) when the note or bill has been dishonoured, the place and

time of dishonour, and, when better security has been refused,

the place and time of refusal;

(e) the subscription of the notary public making the protest;

(f) in the event of an acceptance for honour or of a payment for

honour, the name of the person by whom, of the person for

whom, and the manner in which, such acceptance or payment

was offered and effected.

A notary public may make the demand mentioned in clause (c)

of this section either in person or by his clerk or, where

authorised by agreement or usage, by registered letter.

Notice of 102. When a promissory note or bill of exchange is required by

protest
:
 law to be protested, notice of such protest must be given

instead of notice of dishonour, in the same manner and subject

to the same conditions; but the notice may be given by the

notary public who makes the protest.

Protest 103. All bills of exchange drawn payable at some other place
for non-
payment than the place mentioned as the residence of the drawee, and
after which are dishonoured by non-acceptance, may, without further
dishonour
presentment to the drawee, be protested for non-payment in
by non-
acceptance the place specified for payment, unless paid before or at

maturity.

Protest of 104. Foreign bills of exchange must be protested for dishonour

foreign
bills when such protest is required by the law of the place where

they are drawn.

When 15
[104A. For the purposes of this Act, where a bill or note is
noting
equivalent required to be protested within a specified time or before
to protest some further proceeding is taken, it is sufficient that the bill

has been noted for protest before the expiration of the

specified time or the taking of the proceeding; and the

formal protest may be extended at any time thereafter as of

the date of the noting.]

CHAPTER X
OF REASONABLE TIME

Reasonable 105. In determining what is a reasonable time for presentment

time
for acceptance or payment, for giving notice of dishonour and
for noting, regard shall be had to the nature of the instrument
:
 and the usual course of dealing with respect to similar

instruments, and, in calculating such time, public holidays shall

be excluded.

Reasonable 106. If the holder and the party to whom notice of dishonour is
time of
giving given carry on business or live (as the case may be) in different
notice of places, such notice is given within a reasonable time if it is
dishonour
despatched by the next post or on the day next after the day of

dishonour.

If the said parties carry on business or live in the same place,

such notice is given within a reasonable time if it is despatched

in time to reach its destination on the day next after the day of

dishonour.

Reasonable 107. A party receiving notice of dishonour, who seeks to

time for
transmitting enforce his right against a prior party, transmits the notice
such within a reasonable time if he transmits it within the same time
notice
after its receipt as he would have had to give notice if he had

been the holder.

CHAPTER XI
OF ACCEPTANCE AND PAYMENT FOR HONOUR AND REFERENCE IN
CASE OF NEED

Acceptance 108. When a bill of exchange has been noted or protested for
for
honour non-acceptance or for better security, any person not being a

party already liable thereon may, with the consent of the holder,

by writing on the bill, accept the same for the honour of any

party thereto.

How 109. A person desiring to accept for honour must, by writing on

:
 acceptance the bill under his hand, declare that he accepts under protest
for
honour the protested bill for the honour of the drawer or of a particular
must be indorser whom he names, or generally for honour.
made

Acceptance 110. Where the acceptance does not express for whose honour
not
specifying it is made, it shall be deemed to be made for the honour of the
for drawer.
whose
honour it
is made

Liability 111. An acceptor for honour binds himself to all parties

of
acceptor subsequent to the party for whose honour he accepts to pay
for the amount of the bill if the drawee do not: and such party and
honour
all prior parties are liable in their respective capacities to

compensate the acceptor for honour for all loss or damage

sustained by him in consequence of such acceptance.

But an acceptor for honour is not liable to the holder of the bill

unless it is presented, or (in case the address given by such

acceptor on the bill is a place other than the place where the

bill is made payable) forwarded for presentment, not later than

the day next after the day of its maturity.

When 112. An acceptor for honour cannot be charged unless the bill
acceptor
for has at its maturity been presented to the drawee for payment,
honour and has been dishonoured by him, and noted or protested for
may be
such dishonour.
charged

Payment 113. When a bill of exchange has been noted or protested for
for
honour non-payment, any person may pay the same for the honour of
:
 any party liable to pay the same, provided that the person so

paying or his agent in that behalf has previously declared

before a notary public the party for whose honour he pays, and

that such declaration has been recorded by such notary public.

Right of 114. Any person so paying is entitled to all the rights, in respect
payer for
honour of the bill, of the holder at the time of such payment, and may

recover from the party for whose honour he pays all sums so

paid, with interest thereon and with all expenses properly

incurred in making such payment.

Drawee 115. Where a drawee in case of need is named in a bill of

in case of
need exchange, or in any indorsement thereon, the bill is not

dishonoured until it has been dishonoured by such drawee.

Acceptance 116. A drawee in case of need may accept and pay the bill of
and
payment exchange without previous protest.
without
protest

CHAPTER XII
OF COMPENSATION

Rules as 117. The compensation payable in case of dishonour of a

to
compensationpromissory note, bill of exchange or cheque, by any party liable
to the holder or any indorsee, shall be determined by the

following rules:-

(a) the holder is entitled to the amount due upon the

instrument, together with the expenses properly incurred in

presenting, noting and protesting it;

(b) when the person charged resides at a place different from

:
 that at which the instrument was payable, the holder is entitled

to receive such sum at the current rate of exchange between

the two places;

(c) an indorser who, being liable, has paid the amount due on

the same is entitled to the amount so paid with interest at six

per centum per annum from the date of payment until tender or

realisation thereof, together with all expenses caused by the

dishonour and payment;

(d) when the person charged and such indorser reside at

different places, the indorser is entitled to receive such sum at

the current rate of exchange between the two places;

(e) the party entitled to compensation may draw a bill upon the

party liable to compensate him, payable at sight or on demand,

for the amount due to him, together with all expenses properly

incurred by him. Such bill must be accompanied by the

instrument dishonoured and the protest thereof (if any). If such

bill is dishonoured, the party dishonouring the same is liable to

make compensation thereof in the same manner as in the case

of the original bill.

CHAPTER XIII
SPECIAL RULES OF EVIDENCE

Presumptions118. Until the contrary is proved, the following presumptions

as to
negotiable shall be made:
instruments-
(a) that every negotiable instrument was made or drawn for
(a) of
consideration;consideration, and that every such instrument, when it has
(b) as to
been accepted, indorsed, negotiated or transferred, was
date; (c)
as to time
:
 of accepted, indorsed, negotiated or transferred for consideration;
acceptance;
(d) as to (b) that every negotiable instrument bearing a date was made
time of
or drawn on such date;
transfer;
(e) as to (c) that every accepted bill of exchange was accepted within a
order of
indorsements;reasonable time after its date and before its maturity;
(f) as to
(d) that every transfer of a negotiable instrument was made
stamp;
(g) that before its maturity;
holder is
ah (e) that the indorsements appearing upon a negotiable

instrument were made in the order in which they appear

thereon;

(f) that a lost promissory note, bill of exchange or cheque was

duly stamped;

(g) that the holder of a negotiable instrument is a holder in due

course: provided that, where the instrument has been obtained

from its lawful owner, or from any person in lawful custody

thereof, by means of an offence or fraud, or has been obtained

from the maker or acceptor thereof by means of an offence or

fraud, or for unlawful consideration, the burden of proving that

the holder is a holder in due course lies upon him.

Presumption 119. In a suit upon an instrument which has been dishonoured,

on proof
of protest the Court shall, on proof of the protest, presume the fact of

dishonour, unless and until such fact is disproved.

Estoppel 120. No maker of a promissory note, and no drawer of a bill of

against
denying exchange or cheque, and no acceptor of a bill of exchange for
original the honour of the drawer, shall, in a suit thereon by a holder in
validity of
:
 instrument due course, be permitted to deny the validity of the instrument

as originally made or drawn.

Estoppel 121. No maker of a promissory note and no acceptor of a bill of

against
denying exchange payable to order shall, in a suit thereon by a holder
capacity in due course, be permitted to deny the payee's capacity, at the
of payee
date of the note or bill, to indorse the same.
to
indorse

Estoppel 122. No indorser of a negotiable instrument shall, in a suit

against
denying thereon by a subsequent holder, be permitted to deny the
signature signature or capacity to contract of any prior party to the
or
instrument.
capacity
of prior
party

CHAPTER XIV
SPECIAL PROVISIONS RELATING TO CHEQUES

Revocation 16
[122A. The duty and authority of a banker to pay a
of
Banker’s cheque drawn on him by his customer are determined by-
authority
(1) countermand of payment;

(2) notice of the customer's death;

(3) notice of adjudication of the customer as an insolvent.]

Cheque 123. Where a cheque bears across its face an addition of the
crossed
generally words “and company” or any abbreviation thereof, between two

parallel transverse lines, or of two paralled transverse lines

simply, either with or without the words “not negotiable”, that
:
 addition shall be deemed a crossing and the cheque shall be

deemed to be crossed generally.

Cheque 17
[123A. (1) Where a cheque crossed generally bears
crossed
“account- across its face an addition of the words “account payee”
payee” between the two parallel transverse lines constituting the

general crossing, the cheque, besides being crossed

generally, is said to be crossed “account payee”. Cheque

crossed “account payee”

(2) When a cheque is crossed “account payee”-

(a) it shall cease to be negotiable; and

(b) it shall be the duty of the banker collecting payment of

the cheque to credit the proceeds thereof only to the

account of the payee named in the cheque.]

Cheque
124. Where a cheque bears across its face an addition of the
crossed
specially name of a banker, either with or without the words “not

negotiable”, that addition shall be deemed a crossing, and the

cheque shall be deemed to be crossed specially, and to be

crossed to that banker.

Crossing Cheque crossed specially

after
issue 125. Where a cheque is uncrossed, the holder may cross it

generally or specially. Crossing after issue

Where a cheque is crossed generally, the holder may cross it

specially.
:
 Where a cheque is crossed generally or specially, the holder

may add the words "not negotiable".

Where a cheque is crossed specially, the banker to whom it is

crossed may again cross it specially to another banker, his

agent, for collection.

When an uncrossed cheque, or a cheque crossed generally, is

sent to a banker for collection, he may cross it specially to

himself.

125A 18 [125A. A crossing authorised by this Act is a material part

Crossing
a material of the cheque; it shall not be lawful for any person to
part of a obliterate, or, except as authorised by this Act, to add to or
cheque
alter, the crossing.]

Payment 126. Where a cheque is crossed generally, the banker on

of
cheque whom it is drawn shall not pay it otherwise than to a banker.
crossed
generally

Payment Where a cheque is crossed specially, the banker on whom it is

of
cheque drawn shall not pay it otherwise than to the banker to whom it
crossed is crossed, or his agent for collection.
specially

Payment 127. Where a cheque is crossed specially to more than one

of
cheque banker, except when crossed to an agent for the purpose of
crossed collection, the banker on whom it is drawn shall refuse payment
specially
thereof.
more
than
once.
:
 Payment 128. Where the banker on whom a crossed cheque is drawn in
in due
course of good faith and without negligence pays it, if crossed generally,
crossed to a banker, and if crossed specially, to the banker to whom it is
cheque
crossed or his agent for collection, being a banker, the banker

paying the cheque, and (in case such cheque has come to the

hands of the payee) the drawer thereof, shall respectively be

entitled to the same rights, and be placed in the same position

in all respects, as they would respectively be entitled to and

placed in if the amount of the cheque had been paid to and

received by the true owner thereof.

Payment 129. Any banker paying a cheque crossed generally otherwise

of
crossed than to a banker, or a cheque crossed specially otherwise than
cheque to the banker to whom the same is crossed, or his agent for
out of
collection, being a banker, shall be liable to the true owner of
due
course the cheque for any loss he may sustain owing to the cheque

having been so paid:

Provided that where a cheque is presented for payment which

does not at the time of presentment appear to be crossed, or to

have had a crossing which has been obliterated, added to or

altered otherwise than as authorised by this Act, the banker

paying the cheque in good faith and without negligence shall

not be responsible or incur any liability nor shall the payment

be questioned, by reason of the cheque having been crossed,

or of the crossing having been obliterated or having been

added to or altered otherwise than as authorised by this Act,

and of payment having been made otherwise than to a banker

or to the banker to whom the cheque is or was crossed, or to
:
 his agent for collection, being a banker, as the case may be.

Cheque
130. A person taking a cheque crossed generally or specially,
bearing
“not bearing in either case the words “not negotiable,” shall not
negotiable”
have, and shall not be capable of giving, a better title to the

cheque than that which the person from whom he took it had.

Non- Cheque bearing “not negotiable”

liability of
banker 131. Subject to the provisions of this Act relating to cheques
receiving
payment crossed “account payee”, where a banker in good faith and
of without negligence receives payment for a customer of a
cheque
cheque crossed generally or specially to himself, and the

customer has no title or a defective title thereto, the banker

shall not incur any liability to the true owner of the cheque by

reason only of having received such payment. Non-liability of

banker receiving payment of cheque

Explanation - A banker receives payment of a crossed cheque

for a customer within the meaning of this section

notwithstanding that he credits his customer's account with the

amount of the cheque before receiving payment thereof.

Application 19
[131A. The provisions of this Chapter shall apply to any
of
Chapter draft, as defined in section 85A, as if the draft were a
to drafts
cheque.]

Protection 20
[131B. Where a cheque is delivered for collection to a
to banker
crediting banker which does not at the time of such delivery appear
cheque to be crossed “account payee” or to have had a crossing
:
 crossed “account payee” which has been obliterated or altered, the
“account-
payee” banker, in good faith and without negligence collecting

payment of the cheque and crediting the proceeds thereof

to a customer, shall not incur any liability by reason of the

cheque having been crossed “account payee”, or of such

crossing having been obliterated or altered, and of the

proceeds of the cheque having been credited to a person

who is not the payee thereof.

Cheque 131C. A cheque, of itself, does not operate as an

not
operating assignment of any part of the funds to the credit of the
as drawer with the banker.
assignment
of funds

CHAPTER XV
SPECIAL PROVISIONS RELATING TO BILLS OF EXCHANGE

Several 131D. A bill of exchange may be addressed to two or more

drawees
drawees, whether they are partners or not; but an order

addressed to two drawees in the alternative, or to two or

more drawees in succession, is not a bill of exchange.

In whose 131E. A bill if exchange may be drawn payable to, or to the

favour a
bill may order of, the drawer; or it may be drawn payable to, or to
be drawn the order of, the drawee.

When 131F. A bill of exchange, in order to fix the acceptor with

presentment
for liability, must be presented for acceptance before it is
acceptance presented for payment.
is
:
 necessary

Holder’s 131H. Subject to the provisions of this Act, when a bill of

right of
recourse exchange is dishonoured by non-acceptance, an
against immediate right of recourse against the drawer and
drawn
indorsers accrues, to the holder, and no presentment for
and
indorsers payment is necessary.

Holder 131-I. The holder of a bill of exchange may refuse to take a

may
refuse qualified acceptance, and if he does not obtain an
qualified unqualified acceptance, may treat the bill as dishonoured
acceptance
by non-acceptance.]

When 131G. Presentment for acceptance is excused, and a bill of

presentment
excused exchange may be treated as dishonoured by non-

acceptance-

(a) where the drawee is dead or is insolvent or is a fictitious

person or a person not having capacity to contract by bill of

exchange;

(b) where, at the due date for presentment, the drawee

cannot, after reasonable search, be found at the place at

which the bill is to be presented;

(c) where, after the exercise of reasonable diligence such,

presentment cannot be effected;

(d) where, although the presentment has been irregular,

acceptance has been refused on some other ground.

:
 Set of 132. Bills of exchange may be drawn in parts, each part being
bills
numbered and containing a provision that it shall continue

payable only so long as the others remain unpaid. All the parts

together make a set; but the whole set constitutes only one bill,

and is extinguished when one of the parts, if a separate bill,

would be extinguished.

Exception.-When a person accepts or indorses different parts

of the bill in favour of different persons, he and the subsequent

indorsers of each part are liable on such part as if it were a

separate bill.

Holder of 133. As between holders in due course of different parts of the

first
acquired same set he who first acquired title to his part is entitled to the
part other parts and the money represented by the bill.
entitled
to all

CHAPTER XVI
OF INTERNATIONAL LAW

Law 134. In the absence of a contract to the contrary and subject to

governing
liability of the provisions of section 136, in the case of a foreign
parties to promissory note, bill of exchange or cheque,-
a foreign
instrument (a) the law of the place where the instrument was made or

drawn, or accepted or negotiated shall determine-

(i) the capacity of the parties; and

(ii) the validity of the instrument or, as the case may be, of its

acceptance or negotiation:

Provided that such instrument shall not be invalid or

:
 inadmissible in evidence by reason only that it was not

stamped or not sufficiently stamped according to the law of the

place where it was made or drawn;

(b) the law of the place where such instrument is payable shall

determine,-

(i) the liability of all parties thereto;

(ii) the duties of the holder with respect to presentment for

acceptance or payment;

(iii) the date of maturity of the instrument;

(iv) what constitutes dishonour;

(v) the necessity for and sufficiency of a protest or notice of

dishonour;

(vi) all questions relating to payment and satisfaction including

the currency in which and the rate of exchange at which the

instrument is to be paid.

Illustration

A bill of exchange was drawn by A in California, where the rate

of interest is 25 per cent., and accepted by B, payable in

Washington, where the rate of interest is 6 per cent. The bill is

indorsed in Bangladesh, and is dishonoured. An action on the

bill is brought against B in Bangladesh. He is liable to pay

Interest at the rate of 6 per cent. only; but, if A is charged as

drawer, A is liable to pay interest at the rate of 25 per cent.

[Omitted] 135. [Omitted by section 53 of the Negotiable Instruments

(Amendment) Ordinance, 1962 (Ordinance No. XLIX of 1962).]
:
 Instrument 136. If a negotiable instrument is made, drawn, accepted or
made,
etc., indorsed outside Bangladesh, but in accordance with the law of
outside Bangladesh, the circumstance that any agreement evidenced
Bangladesh,
by such instrument is invalid according to the law of the country
but in
accordance wherein it was entered into does not invalidate any subsequent
with their
acceptance or indorsement made thereon within Bangladesh.
law

Presumption 137. The law of any foreign country regarding promissory

as to
foreign notes, bills of exchange and cheques shall be presumed to be
law the same as that of Bangladesh, unless and until the contrary

is proved.

21
CHAPTER XVII
ON PENALTIES IN CASE OF DISHONOUR OF CERTAIN CHEQUES FOR
INSUFFICIENCY OF FUNDS IN THE ACCOUNT

Dishonour 138. 22
[(1)] Where any cheque drawn by a person on an
of
cheque account maintained by him with a banker for payment of
for any amount of money to another person from out of that
insufficiency,
account 23
[* * *] is returned by the bank unpaid, either
etc. of
funds in because of the amount of money standing to the credit of
the
that account is insufficient to honour the cheque or that it
account
exceeds the amount arranged to be paid from that account

by an agreement made with that bank, such person shall

be deemed to have committed an offence and shall,

without prejudice to any other provision of this Act, be

punished with imprisonment for a term which may extend

to one year, or with fine which may extend to 24

[thrice] the

amount of the cheque, or with both:

:
 Provided that nothing contained in this section shall apply

unless-

(a) the cheque has been presented to the bank within a

period of six months from the date on which it is drawn or

within the period of its validity, whichever is earlier;

(b) the payee or the holder in due course of the cheque, as

the case may be, makes a demand for the payment of the

said amount of money by giving a notice, in writing, to the

drawer of the cheque, within 25

[thirty days] of the receipt of

information by him from the bank regarding the return of

the cheque as unpaid, and

(c) the drawer of such cheque fails to make the payment of

the said amount of money to the payee or, as the case may

be, to the holder in due course of the cheque, within

26 [thirty days] of the receipt of the said notice.

27
[* * *]

28
[(1A) The notice required to be served under clasue (b) of

sub-section (1) shall be served in the following manner-

(a) by delivering it to the person on whom it is to be served;

or

(b) by sending it by registered post with acknowledgement

due to that person at his usual or last known place of

abode or business in Bangladesh; or

:
 (c) by publication in a daily Bangla national newspaper

having wide circulation.]

29
[(2) Where any fine is realized under sub-section (1), any

amount up to the face value of the cheque as far as is

covered by the fine realized shall be paid to the holder.

(3) Notwithstanding anything contained in sub- section (1)

and (2), the holder of the cheque shall retain his right to

establish his claim through civil court if whole or any part of

the value of the cheque remains unrealized.]

Restriction 30 [138A. Notwithstanding anything contained in the Code of

in
respect Criminal Procedure, 1898, no appeal against any order of
of appeal sentence under sub-section (1) of section 138 shall lie,

unless an amount of not less than fifty per cent of the

amount of the dishonoured cheque is deposited before

filing the appeal in the court which awarded the sentence.]

[Omitted] 139. [Omitted by section 3 of the Negotiable Instruments

(Amendment) Act, 2000 (Act No. XVII of 2000).]

Offences 140. (1) If the person committing an offence under section

of
Companies 138 is a company, every person who, at the time the

offence was committed, was in charge of, and was

responsible to, the company for the conduct of the

business of the company, as well as the company, shall be

deemed to be guilty of the offence and shall be liable to be

proceeded against and punished accordingly:
:
 Provided that nothing contained in this sub-section shall

render any person liable to punishment if he proves that

the offence was committed without his knowledge, or that

he had exercised all due diligence to prevent the

commission of such offence.

(2) Notwithstanding anything contained in sub-section (1),

where any offence under this Act has been committed by a

company and it is proved that the offence has been

committed with the consent or connivance of, or is

attributable to, any neglect on the part of any director,

manager, secretary or other officer of the company, such

director, manager, secretary or other officer shall also be

deemed to be guilty of that offence and shall be liable to be

proceeded against and punished accordingly.

Explanation. - For the purposes of this section-

(a) “company” means any body corporate and includes a

firm or other association of individuals; and

(b) “director” in relation to a firm, means a partner in the

firm.

Cognizance 141. Notwithstanding anything contained in the Code of

of
offences Criminal Procedure, 1898 (Act V of 1898),-

(a) no court shall take cognizance of any offence punishable

under section 138 except upon a complaint, in writing, made by

the payee or, as the case may be, the holder in due course of
:
 the cheque;

(b) such complaint is made within one month of the date on

which the cause of action arises under clause (c) of the proviso

to section 138;

31
[(c) no court inferior to that of a Court of Sessions shall try

any offence punishable under section 138.]]

1
Throughout this Act, except otherwise provided, the words “Bangladesh”, “Government” and “Taka”
were substituted, for the words “Pakistan”, Central Government” and “Rs.” or “Rupees” respectively by
section 3 and 2nd Schedule of the Bangladesh Laws (Revision And Declaration) Act, 1973 (Act No. VIII
of 1973)

2 The words, figures and comma “Articles 23 and 24 of the Bangladesh Bank Order, 1972” were
substituted, for the words, figures and comma “Sections 24 and 25 of the State Bank of Pakistan Act,
1956” by section 3 and 2nd Schedule of the Bangladesh Laws (Revision And Declaration) Act, 1973 (Act
No. VIII of 1973)

3
Section 1A was inserted by section 3 of the Negotiable Instruments (Amendment) Ordinance, 1962
(Ordinanance No. XLIX of 1962)

4
Sections 21A, 21B and 21C were inserted by section 12 of the Negotiable Instruments (Amendment)
Ordinance, 1962 (Ordinance No. XLIX of 1962)

5
Section 27A was inserted by section 16 of the Negotiable Instruments (Amendment) Ordinance, 1962
(Ordinance No. XLIX of 1962)

6
Sections 28A, 29A, 29B and 29C were inserted by section 19 of the Negotiable Instruments
(Amendment) Ordinance, 1962 (Ordinance No. XLIX of 1962)

7
Section 38A was inserted by section 23 of the Negotiable Instruments (Amendment) Ordinance, 1962
(Ordinance No. XLIX of 1962)

8 Section 45A was inserted by section 3 of the Negotiable Instruments Act, 1885 (Act No. II of 1885)

9
Section 53A was inserted by section 28 of the Negotiable Instruments (Amendment) Ordinance, 1962
(Ordinance No. XLIX of 1962)

10
Sections 57A and 57B were inserted by section 30 of the Negotiable Instruments (Amendment)
Ordinance, 1962 (Ordinance No. XLIX of 1962)

11
Section 71A was inserted by section 36 of the Negotiable Instruments (Amendment) Ordinance, 1962
(Ordinance No. XLIX of 1962)
:
 12
Section 75A was inserted by section 2 of the Negotiable Instruments (Amendment)Act, 1920 (Act No.
XXV of 1920)

13
The word “Dinajpur” was substituted, for the word “Sialkot” by section 3 and 2nd Schedule of the
Bangladesh Laws (Revision And Declaration) Act, 1973 (Act No. VIII of 1973)

14
Section 85A was inserted by section 2 of the Negotiable Instruments (Amendment) Act, 1930 (Act No.
XXV of 1930)

15
Section 104A was inserted by section 5 of the Negotiable Instruments Act, 1885 (Act No. II of 1885)

16Section 122A was inserted by section 42 of the Negotiable Instruments (Amendment) Ordinance,
1962 (Ordinance No. XLIX of 1962)

17
Section 123A was inserted by section 43 of the Negotiable Instruments (Amendment) Ordinance,
1962 (Ordinance No. XLIX of 1962)

18
Section 125A was inserted by section 45 of the Negotiable Instruments (Amendment) Ordinance,
1962 (Ordinance No. XLIX of 1962)

19
Section 131A was inserted by section 2 of the Negotiable Instruments (Amendment) Act, 1947 (Act
No. XXXIII of 1947)

20
Sections 131B, 131C, 131D, 131E, 131F, 131G, 131H and 131I were inserted by the Negotiable
Instruments (Amendment) Ordinance, 1962 (Ordinance No. XLIX of 1962)

21
The “CHAPTER XVII” including sections 138 to 141 were substituted, for “CHAPTER XVII” including
sections 138 and 139” by section 2 of the Negotiable Instruments (Amendment) Act, 1994 (Act No. XIX
of 1994).

22
The existing section was re-numbered as sub-section (1) by section 2 of the Negotiable Instruments
(Amendment) Act, 2000 (Act No. XVII of 2000)

23
The words and commas “for the discharge, in whole or in part, of any debt or other liability,” were
omitted by section 2 of the Negotiable Instruments (Amendment) Act, 2000 (Act No. XVII of 2000)

24
The word “thrice” was substituted, for the word “twice” by section 2 of the Negotiable Instruments
(Amendment) Act, 2000 (Act No. XVII of 2000)

25
The words "thirty days" were substituted for the words "fifteen days" by section 2 of the Negotiable
Instruments (Amendment) Act, 2006 (Act No. III of 2006)

26
The words "thirty days" were substituted, for the words "fifteen days" by section 2 of the Negotiable
Instruments (Amendment) Act, 2006 (Act No. III of 2006)

27
The Explanation of sub-section (1) of section 138 was omitted by section 2 of the Negotiable
Instruments (Amendment) Act, 2000 (Act No. XVII of 2000)

28 Sub-section (1A) was inserted by section 2 of the Negotiable Instruments (Amendment) Act, 2006
(Act No. III of 2006)
:
 29
Sub-sections (2) and (3) were added by section 2 of the Negotiable Instruments (Amendment) Act,
2000 (Act No. XVII of 2000)

30
Section 138A was inserted by section 3 of the Negotiable Instruments (Amendment) Act, 2006 (Act
No. III of 2006)

31
Clause (c) of section 141 was substituted, for the former clasue (c) by section 4 of the Negotiable
Instruments (Amendment) Act, 2006 (Act No. III of 2006)

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Ministry of Law, Justice and Parliamentary Affairs

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