LEGAL ASPECTS OF BUSINESS

NEGOTIABLE INSTRUMENTS

INTRODUCTION TO NEGOTIABLE
INSTRUMENTS ACT, 1881

The Negotiable Instruments Act was enacted, in India, in 1881.

Prior to its enactment, the provision of the English Negotiable
Instrument Act were applicable in India, and the present Act is also
based on the English Act with certain modifications. It extends to the
whole of India except the State of Jammu and Kashmir.

MEANING OF NEGOTIABLE
INSTRUMENT

The word negotiable means transferable by delivery, and

word instrument means a written document by which a right is
created in favour of some person. Thus, the term negotiable
instrument means a written document transferable by delivery.
According to Section 13 (1) of the Negotiable Instruments Act,
A negotiable instrument means a promissory note, bill of
exchange, or cheque payable either to order or to bearer. 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 [Section 13(2)].

FEATURES OF NEGOTIABLE
INSTRUMENTS

Writing and Signature

Unconditional promise or order

Freely Transferable

Title of Holder Free from all Defects

Right to sue in his own name

Presumption

Presumptions

Consideration

Date

Time of acceptance

Time of transfer

Order of endorsements

Stamp

Holder in due course

TYPES OF NEGOTIABLE
INSTRUMENTS

There are two types of Negotiable Instruments:

1.

Instruments Negotiable by Statute:

The Negotiable Instruments Act mentions only three kinds of
negotiable instruments (Section 13). These are:

2.

1.

Promissory Notes

2.

Bills of Exchange, and

3.

Cheques

Instruments Negotiable by Custom or Usage:

There are certain other instruments which have acquired
the character of negotiability by the usage or custom of trade.
For example: Share warrants, Indra Vikas Patras, Treasury bills,
Hundis, Bankars drafts.

PROMISSORY NOTES

Section 4 of the Act defines, A promissory note is an

instrument in writing (note being a bank-note or a currency note)
containing an unconditional undertaking, signed by the maker, to
pay a certain sum of money to or to the order of a certain person,
or to the bearer of the instruments.
The person who makes the promissory note and promises to
pay is called the maker. The person to whom the payment is to be
made is called the payee.

CHARACTERISTICS OF A
PROMISSORY NOTE

It is an Instrument in Writing

It is a Promise to Pay

Signed by the Maker

Other Formalities

Definite and Unconditional Promise

Promise to Pay Money Only

Maker must be a Certain Person

Payee must be Certain

Sum Payable must be Certain

It may be Payable on Demand or After a Definite Period of Time

It cannot be Made Payable to Bearer on Demand

PARTIES TO A PROMISSORY NOTE

Maker:
Maker is the person who promises to pay the amount stated in
the note.

Payee:
Payee is the person to whom the amount of the note is payable.

Holder:
He is either the payee or the person to whom the note may
have been endorsed.

SPECIMEN OF PROMISSORY NOTE

10

Rs. 10,000
Lucknow
April 10, 2013
Three months after date, I promise to pay Shri Ramesh (Payee) or to his order the sum of Rupees
Ten Thousand, for value received.
Stamp
To,
Shri Ramesh,
B-20, Green Park,
Mumbai.
(Maker)

Sd/Ram

BILL OF EXCHANGE

11

According to Section 5 of the act, A bill of exchange is an

instrument in writing containing an unconditional order signed by the
maker, directing a certain person to pay a certain sum of money only
to, or to the order of, a certain person or to the bearer of the
instrument. It is also called a Draft.
Special Benefits of Bill of Exchange:

A bill of exchange is a double secured instrument.

In case of immediate requirement, a Bill may be discounted with

a bank.

ESSENTIAL ELEMENTS OF BILL OF

EXCHANGE

It must be in Writing.

Order to pay

Drawee

Signature of the Drawer

Unconditional Order

Parties

Certainty of Amount

Payment in Kind is not Valid

Stamping

Cannot be made Payable to Bearer on Demand

12

PARTIES TO A BILL OF EXCHANGE

13

Drawer:
The maker of a bill of exchange is called the drawer.

Drawee:
The person directed to pay the money by the drawer is called
the drawee.

Payee:
The person named in the instrument, to whom or to whose order
the money are directed to be paid by the instruments are called
the payee.

SPECIMEN OF BILL OF EXCHANGE

14

Rs. 10,000
Mumbai

April 10, 2013

Three months after date pay to Ram (Payee) order the sum of Ten Thousand Rupees, for value
received.
To,
Sushil
B-20, Green Park,
Lucknow - 226020.
In case of need with
Canara Bank, Delhi.
(Drawer)

(Drawer)
Accepted
Sushil

Stamp
Sd/- Ram

CLASSIFICATION OF BILL OF
EXCHANGE

15

Inland and Foreign Bills [Section 11 and 12]

Inland Bill:

It is drawn in India on a person residing in India

outside India; or

whether payable in or

It is drawn in India on a person residing outside India but payable in India.

Foreign Bill:

A bill drawn in India on a person residing outside India and made payable
outside India.

Drawn upon a person who is the resident of a foreign country.

CLASSIFICATION OF BILL OF
EXCHANGE (Cont.)

16

Time and Demand Bills:

Time Bill: A bill payable after a fixed time is termed as a time bill. A bill
payable after date is a time bill.

Demand Bill: A bill payable at sight or on demand is termed as a

demand bill.

Trade and Accommodation Bills:

Trade Bill: A bill drawn and accepted for a genuine trade transaction is
termed as trade bill.

Accommodation Bill: A bill drawn and accepted not for a genuine

trade transaction but only to provide financial help to some party is
termed as an accommodation bill.

CHEQUE

17

According to Section 6 of the act, A cheque is a bill of

exchange drawn on a specified banker and not expressed to be
payable otherwise than on demand. A cheque is also, therefore, a
bill of exchange with two additional qualification:

It is always drawn on a specified banker.

It is always payable on demand.

Special Benefits of Bill of Exchange:

A bill of exchange is a double secured instrument.

In case of immediate requirement, a Bill may be discounted with

a bank.

ESSENTIAL ELEMENTS OF A CHEQUE

In writing

Express Order to Pay

Definite and Unconditional Order

Signed by the Drawer

Order to Pay Certain Sum

Order to Pay Money Only

Certain Three Parties

Drawn upon a Specified Banker

Payable on Demand

18

PARTIES TO A CHEQUE

19

Drawer:
Drawer is the person who draws the cheque.

Drawee:
Drawee is the drawers banker on whom the cheque has been
drawn.

Payee:
Payee is the person who is entitled to receive the payment of a
cheque.

SPECIMEN OF CHEQUE

20

Kapoorthala Bagh,
Mumbai 400033
IFSCode:MAHB0000316

D D M M Y

Pay ......
. Or Bearer
Rupees
Rs.
A/c No.

SHANKAR GAJARE
Signature

Please sign above

473792

000240000 000000

10

TYPES OF A CHEQUE

Bearer Cheque

Cross Cheque

Cheque Crossed Specially

Restrictive Crossing (A/c Payee Only)

21

NEGOTIATION

22

According to section 14 of the Act, 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. The main purpose and essence of negotiation is to
make the transferee of a promissory note, a bill of exchange or a
cheque the holder there of.
Negotiation thus requires two conditions to be fulfilled, namely:

There must be a transfer of the instrument to another person; and

The transfer must be made in such a manner as to constitute the

transferee the holder of the instrument.

MODES OF NEGOTIATION

23

Negotiation by delivery (Sec. 47):

Where a promissory note or a bill of exchange or a cheque is
payable to a bearer, it may be negotiated by delivery thereof.
Example: A the holder of a negotiable instrument payable to
bearer, delivers it to Bs agent to keep it for B. The instrument has
been negotiated.

Negotiation by endorsement and delivery (Sec. 48):

A promissory note, a cheque or a bill of exchange payable
to order can be negotiated only be endorsement and delivery.
Unless the holder signs his endorsement on the instrument and
delivers it, the transferee does not become a holder. If there are
more payees than one, all must endorse it.

ENDORSEMENT [SECTION 15]

24

The word endorsement in its literal sense means, writing on

the back of an instrument. But under the Negotiable Instruments Act it
means, the writing of ones name on the back of the instrument or
any paper attached to it with the intention of transferring the rights
therein. Thus, endorsement is signing a negotiable instrument for the
purpose of negotiation. The person who effects an endorsement is
called an endorser, and the person to whom negotiable instrument
is transferred by endorsement is called the endorsee.
Who may Endorse / Negotiate [Section 51]:
Every Sole maker, drawer, payee or endorsee, or all of several
joint makers, drawers, payees or endorsees of a negotiable instrument
may endorse and negotiate the same if the negotiability of such
instrument has not been restricted or excluded as mentioned in
Section 50.

ENDORSEMENT (Cont.)

25

Essentials of a Valid Endorsement:

It must be on the back or face of instrument or on a slip of paper

annexed thereto.

It must be signed by the endorser.

It must be completed by the delivery of the instrument.

It must be made by the holder of the instrument.

Kinds of Endorsement:

Blank or General Endorsement

Full or Special Endorsement

Partial Endorsement

Restrictive Endorsement

Conditional Endorsement