Delhi District Court
M/S Convergia Digital Education Pvt Ltd vs Hans International School And Anr on 22 April, 2026
IN THE COURT OF DISTRICT JUDGE
(COMMERCIAL COURT-02) :
SOUTH-EAST DISTRICT : SAKET COURTS : NEW DELHI
PRESIDED BY: LALIT KUMAR:
CS (COMM) 248/25
M/s Convergia Digital Education Private Ltd.
Through Mr. Guru Dutt Sharma,
Authorized Representative
Having its Office at:
A-27, 2nd Floor,
Mohan Cooperative Industrial Estate,
New Delhi-110044 ..... Plaintiff
Versus
1. Hans International School
Through its Director/Authorised Representative
Mr. Pankaj Kumar Bansal
2. Hans Educational & Research Institute
Through its Director/Authorized Representative
Mr. Pankaj Kumar Bansal
Both At:
Nahar Road,
Near Hans College, Paota,
District, Jaipur, Rajasthan ..... Defendants
Date of Institution:03.04.2024
Arguments concluded on:10.04.2026
Date of Judgment:22.04.2026
JUDGMENT
1. Vide this judgment, I shall dispose off the present suit filed CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 1 of 57 lalit Digitally signed by
lalit kumar
kumar Date: 2026.04.22
17:44:43 +0530
on behalf of plaintiff for recovery of Rs. 5,42,560/- from the defendant.
Case of the plaintiff 2(a). Brief facts of the case are that the plaintiff is in the business of providing digital content to the different business partners and users via different platforms in the form of e-books of multiple publishers. It enables educational tools, online/offline digital learning solutions and e-learning solutions. It is further averred that plaintiff company has a brand name called "Mylestone" which offered training and academic solutions in relation to students in playgroup to class 8 level and Mr. Raman Malhotra has been duly authorized to contest the present suit on behalf of plaintiff company.
(b). It is further averred that Defendant no. 1 is a school engaged in providing education and learning to children and Defendant no. 2 is a society/trust managing and running the school. That the Defendant no. 1 through its official/authorised representative approached the officials of plaintiff company at New Delhi office and entered into a program agreement and study material agreement dated 25.03.2022 for providing digital content to Defendant no. 1 and the plaintiff company was supposed to deliver material and the program version to be delivered was 2.1. It is further averred that billing was to be in the name of Defendant no. 1 and material was also to be delivered to CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 2 of 57Defendant no. 1. Moreover, as per verbal agreement, only 80% material was to be delivered initially and remaining material was to be sent later as and when demanded by the Defendants.
(c). It is further averred that on 31.03.2022, the plaintiff got sent the 80% material for classes 1 to 4 as demanded by the Defendant no. 1 through Invoice no. CB/2203-267 dated 31.03.2022 for the sum of Rs 73,940/- for program version 2.1. The said material was duly received by Defendant no. 1. That in between, the Defendant no. 1 realized that the requirement of Defendant no. 1 was program version 2.3 and not 2.1, hence, the Defendant no. 1 contacted the plaintiff and requested the plaintiff to send version 2.3. The plaintiff at the request of Defendant no. 1 got sent program version 2.3 (80% material of the Agreement) to the Defendant vide invoice no. CB/2204-101 dated 15.04.2022 for a sum of R s 73,940/- for classes 1 to 4 and requested the Defendants to send back the earlier version sent by the plaintiff to the Defendant no.1.
(d). It is further averred that the plaintiff further sent 80% material out of the order mentioned in the Agreement for classes Nursery, KG 1 and KG 2 vide 3 separate invoices. These invoices were a s follows :
(i) Invoice No. CB/2204-28 dated 11.04.2022 for Rs. 16,000/-.
(ii) Invoice No. CB/2205-47 dated 02.05.2022 for Rs 12,800/-.
(i) Invoice No. CB/2205-58 dated 04.05.2022 for Rs 8,800/-.
It is further averred that the plaintiff company has CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 3 of 57completed all its responsibilities and duties and have provided the requisite material and services to the Defendants without any failure or demur. Thereafter, the plaintiff company received an additional order for supply of material for Nursery to Class 4 on 05.05.2022 from Defendants. Internal mail for dispatch of the order was sent to concerned departments. Plaintiff got sent the additional order material through 2 invoices i.e Invoice no. CB/2 2205-76 dated 05.05.2022 for Rs 1,03,425/- and Invoice No. CB/2206-153 dated 18.06.2022 for Rs 18,000/-. Thereafter, the plaintiff company received another order for supply of material for Nursery to Class 4 from Defendants. Internal mail for dispatch of the order was sent to concerned departments. Plaintiff got sent the material for 2nd additional order through 2 invoices i.e Invoice no. CB/2205-171 dated 05.05.2022 for Rs. 1,77,860/- and Invoice No. CB/2206-154 dated 18.06.2022 for Rs. 57,600/-.
(e). It is further averred that Defendant has not made any payment to the plaintiff even after taking the material. That plaintiff has been requesting the Defendant to clear the payment but, Defendant has not paid any heed to plaintiff's request. Thereafter, plaintiff got sent a legal notice dated 08.03.2022 to the defendant demanding the amount of Rs. 1,39,845/- due and outstanding against the defendant, but in vain. Hence the present suit.
Case of the Defendant CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 4 of 573 (a). Written Statement has been filed on behalf of defendant. It is submitted by Ld. Counsel for defendant that the present suit filed by plaintiff before this court is not maintainable as this court lacks pecuniary jurisdiction and that the amount of claim was inflated by plaintiff by including false invoices to invoke the jurisdiction of this court. It is further submitted that the present suit deserves to be dismissed with exemplary cost on this sole ground. It is further submitted that the present suit is not maintainable as the agreement mentioned for invoking the territorial jurisdiction was legally never executed between the parties and the same is null and void abinitio, therefore, no suit can be instituted invoking the provision of agreement.
(b). It is further submitted that no cause of action has ever arisen within the territorial jurisdiction of this court, therefore, this court lacks the territorial jurisdiction to entertain the present suit and that the plaintiff has not approached this court with clean hands and therefore, not entitled to any relief from this court. It is further submitted that the present suit is frivolous and is gross abuse of the process of law.
Defendant has denied all the parawise averments in the plaint.
4. Replication to the WS of defendant has been filed on behalf of plaintiff, reiterating the submissions made in the plaint.
CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 5 of 575 (a). The present suit was instituted on 03.04.2024 and defendant was ordered to be served on 26.04.2024 by Ld. Predecessor of this court. Defendant has been duly served and on the next date of hearing, Ld. Proxy counsel for defendant had appeared and he was directed to file vakalatnama as well as WS on behalf of defendant. Thereafter, matter was referred to mediation center at the request of Ld. Counsel for both the parties, however, the same could not be settled between the parties before Mediation Center. Thereafter, WS has been filed on behalf of defendant and replication has also been filed on behalf of plaintiff and following issues were framed by Ld. Predecessor of this court.
1. Whether this court has no pecuniary jurisdiction to try and entertain the present suit? OPD
2. Whether this court has no territorial jurisdiction to try and entertain the present suit? OPD
3. Whether there is no casue of action in favour of plaintiff and against the defendant and this court also lacks subject matter jurisdiction? OPD
4. Whether the plaintiff has not approached this court with clean hands and suppressed the material facts from this court? OPD
5. Whether the suit of the plaintiff is not maintainable as per the Mandate of Commercial Courts Act, 2015?OPP
6. Whether the plaintiff is entitled for a decree of recovery of an amount of Rs. 5,42,560/- in favour of plaintiff and against the defendant? OPP
7. Whether the plaintiff is entitled for interest on the decreetal amount, if yes, then at what rate and for which period? OPP
8. Whether the plaintiff is also entitled for the cost of the suit? OPP
9. Relief.
(b). Thereafter, an application has been moved on behalf of defendant under order VII Rule 10 CPC for return of plaint.
CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 6 of 57Since, the issue of territorial jurisdiction has already been framed, therefore, it was ordered that issue of territorial jurisdiction be treated as preliminary issue.
Preliminary issue: Whether this court has no territorial jurisdiction to try and entertain the present suit? OPD Evidence of Plaintiff's Witnesses 6 (a). The matter then was kept for evidence. In order to prove the case plaintiff has examined Sh. Raman Malhotra as PW-1 who tendered his evidence by way of affidavit Ex. PW1/1. He also relied upon following documents:
1. Copy of the Memorandum and Article of Association of plaintiff company is now Ex.PW1/A.
2. Original board resolution is now Ex.PW1/B.
3. Original school agreement dated 25.03.2022 between the plaintiff and the defendants is now Ex.PW1/C.
4. Original invoice and duly acknowledged receipt are now Ex.PW1/D and Ex.PW1/E.
5. Original invoice No. CB/2204-101 dated 15.04.2022 is now Ex.PW1/F.
6. Original invoices are now Ex.PW1/G, Ex.PW1/H and Ex.PW1/I.
7. Email dated 05.05.2022 is now Ex.PW1/J.
8. Original invoice No. CB/2205-76 and CB/2206-153 are now Ex.PW1/K and Ex.PW1/L.
9. Email dated 23.05.2022 is now Ex.PW1/M.
10. Invoice No. CB/2205-171 and invoice No. CB/2206-154 are now Ex.PW1/N and Ex.PW1/O.
11. Original sub ledger is now Ex.PW1/P.
12. Certificate under section 65B IEA is now Ex.PW1/Q.
13. Copy of legal notice dated 26.05.2023 is now Ex.PW1/R.
14. Copy of postal receipt is now Ex.PW1/S. CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 7 of 57
(b). The said witness was cross examined by Ld. Counsel for defendant. His cross examination is reproduced as under:
"I say that the company's registered office is at A-27, Mohan Estate Industrial Area, New Delhi-44. I say that the company's registered office is at D-92, Sector 2, Noida. My company deals in supplying of books and toys etc. I am the accountant of the company and 1 am working in the company since 18 years. I am fully aware about the transactions with the defendants. 1 say that the defendant are based out of Rajasthan. I say that 1 used to supply the books at multiple locations to the defendants. I say that as per the written orders of the defendants used to supply the materials to them at multiple location. I say that we used to send samples to the defendants as and when something worth sharing was received. I did not enter into or sign the contract with the defendants. The contract was entered into by Mr. Kicky Negi. The said person namely Mr. Kicky Negi has left the job. I say that we used to send sales man to Rajasthan for assisting the defendants enter into the contract. I say that the personnel of the defendant company never visited Delhi to enter into the contract. I say that I never used to deal personally with the defendants and it was done by Mr. Guru Dutt Sharma who is the credit control manager of the company. And he is currently working in the company. I say that on Page 47 of the suit the order given by the plaintiff company related to the transaction in dispute is there. I say that the plaintiff company as per the agreement and order sheet had only ordered books worth Rs. 1,40,425 dated 25.03.2022. I say that we deceived the said order without the defendants paying any type of advance payment to us, however, in the agreement on Page 47 it is clearly mentioned that I have received an advance of Rs. 10,000/- from the defendants in related to the above mentioned transactions amount to Rs. 1,40,425. I say that other than the order amounting to Rs. 1,40,425/- the defendants have additionally placed on 05.05.2022 with bill no. 76 annexure K on Page 65 amounting to Rs. 1,03,425/- and bill no. 153 annexure L on Page 66 dated 18.06.2022 amounting to Rs. 18,000/- and another order dated 23.05.2022 bill invoice no. 171 dated 05.05.2022 amounting to Rs. 1,77,860/- and bill invoice no. 154 dated 18.06.2022 amounting to Rs. 57,600/-, I say that it is correct to say that the order was dated 23.05.2022 and the corresponding bills to the same order are dated 05.05.2022 and 18.06.2022. I say that these all are the only orders which have been placed by the defendants and subsequently we have supplied only these materials to the defendants. I am saying so after going through the file. I say that all the details in the agreement are true and have been filled in front of the associates and personnel of the plaintiff and the defendants. I say that despite the presence of personnel of the plaintiff company while signing the agreement some details are incorrectly filed in the contract. The said details are an CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 8 of 57
amount of advance. I say that all other details in the agreement are correct. I say that I was aware at the time of signing the contract that Rs. 10,000/- advance is being falsely being written in the contract yet I did not raise any objection to the same due to mutual understanding between the parties. I say that no other mutual understanding other than the payment of advance was there in the agreement. I say that we used to supply the said materials to the defendants at Hans International School, Paota, Nahar Road, Near Hans College, Paota, District Jaipur, Rajasthan. I say that we used to supply materials to the defendants at multiple places as ordered by them. One dispute regarding the said materials is pending in another Court and for some other dispute between the parties we have chosen not to press the matter and institute the complaint in regards to the same. I say that we are not pursuing the said matter because we do not have proper documentation regarding the disputed amount. It is correct that the transactions in dispute were carried between the parties during the year January 2021 to March, 2023. It is correct that the contract on behalf of the plaintiff has been signed and executed by Ms. Kicky Negi. I do not know in which office did Ms. Kicky Negi work as it is an old matter. It is correct to say that the contract was signed and executed in Rajasthan by Ms. Kicky Negi and the defendants. It is correct that I have no knowledge about the chats dated 29.03.2022 with Ms. Kicky Negi with the defendants. It is correct to state that the original agreement between the parties has been attached as Ex.PW1/C. It is correct that the first bill in the transactions was raised on 31.03.2022. It is correct to state that the materials sent via the first bill were correct. It is correct to state that the version supplied through the first bill was wrong and the plaintiffs got to know about the same through their internal communication dated 02.04.2022. It is correct to state that the delivery challan of the first bill indicates that the goods were sent to Jaipur via Noida. It is correct to state that the delivery challan of the materials provided has been attached only for the first bill dated 31.03.2022. It is correct to state that the wrong materials provided were also included in the ledger account and were never received by the plaintiffs. I could not attach the delivery challans because they were not traceable. It is correct that the plaintiff has provided materials to the defendants in batches and has accordingly, billed them. It is correct that no GST was paid on all invoices using which the material was provided to the defendants. It is correct to state that the defendants have only ordered materials via contract dated 25.03.2022 attached as Ex.PW1/C and there is no other order on record which indicates that the defendants had placed any other order with the plaintiff. It is correct to state that I have no knowledge about the advance of Rs. 10,000/- received by the plaintiff as written in the contract dated 25.03.2022 Ex.PW1/C. It is correct to state that I am working as the Assistant Accounts Manager in the plaintiff's company. (At this stage, Ld. Counsel for Defendant has confronted the witness CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 9 of 57
with the computer generated print out of Linked in profile of Ms. Kicky Negi. Objected to by ld. Counsel for plaintiff on the grounds of non production alongwith the WS. Objection over ruled as a party can produce documents for the cross examination as well). It is correct that Ms. Kicky Negi was an academic consultant and sales person of the plaintiff's company in Rajasthan and used to provide business to the plaintiff from clients in Rajasthan. It is correct that since Ms. Kicky Negi is working in Rajasthan in various companies since 2015 while having working with the plaintiff during the period September, 2020 to August 2023 (hybrid mode), she be based out of Rajasthan. It is correct that the plaintiff company has hired various personnel in various states who have the job of getting clients for the plaintiff company. Ms. Kicky Negi based out of Rajasthan was one such employee who entered into the contract with the defendants in Rajasthan."
7 (a). Plaintiff has examined Ms. Meenal Agarwal as PW-2 who has tendered her evidence by way of affidavit Ex.PW2/1 and relied upon documents Ex.PW1/D to Ex.PW1/P which were already relied upon by PW-1.
(b). He was cross examined by Ld. Counsel for defendant. His cross examination is reproduced as under:
"I am working as Assistant Manager (Finance) with the plaintiff company since last five years. My office is situated at D-92, Sector-2, Noida, UP. I am not aware about the transaction with the defendant. I used to handle the ledger account of the plaintiff company. I do not handle the invoices as they are handled by another team. I only take out prints of the invoices and the ledger as instructed. I did not take any prints of any invoices and ledger related with the defendants."
8 (a). Thereafter, matter was kept for defence evidence. Defendant in order to prove his case has examined Sh. Pankaj Kumar Bansal as DW-1 who has tendered his evidence by way of affidavit Ex.DW1/1. He has relied upon following documents:
1. Authorization for defendant no.2 as Ex.DW1/A.
2. Whatsapp Conversation as Ex.DW1/B.
3. True copy of order form for the academic year 2021-22 CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 10 of 57
witnessing the use of version 2.2 as Ex.DW1/C.
(b). The said witness was cross examined by Ld. Counsel for plaintiff. His cross examination is reproduced as under:
"It is correct that Ex.DW1/C is not related to the school (defendant no.1) Vol. Defendant no.1 is governed by defendant no.2 and same things are applied for both the schools governed by defendant no.2. The order placed as mentioned in Ex.DW1/C is not being made by defendant no.1 Vol. But this agreement was for the previous academic session just to show the version of book which we used in the previous academic session. It is correct that the Ex.DW1/B is the conversation between the official of the plaintiff and myself. The programme agreement as shown in Ex.DW1/B was sent by the official of the plaintiff to me. It is correct that it was a soft copy. I have not gone through the entire document sent by the plaintiff via soft copy. I have gone through the document Ex.DW1/B more specifically at point A to A. Vol. I downloaded the document Ex.DW1/B and shared the scan of the signed document and in this document there is a strength of student class-wise which I checked thoroughly. I have shared the scan copy of document marked at Ex.DW1/B with official, representative of the plaintiff. All other document which were attached with the document Ex.DW1/B more specifically mentioned at point A were scanned and sent back to the official of the plaintiff. It is correct that only the scanned copy of the agreement of the above said document were sent to the official of the plaintiff. Vol. Only during this WhatApp Chat, scanned document was shared with the official of the plaintiff. I had also entered into an agreement with the plaintiff. Vol. The same agreement was entered into the parties between the defendant and the official of plaintiff at the office of defendant at Paota, Rajasthan but the true copy of same was never sent to me after stamped of the company. At this stage witness has been shown a document Ex.PW1/C and has been asked as to whether it bears his signatures and stamps of defendant no.1 (school) on pages 41 to 49. To which witness has replied in affirmative. It is correct that the agreement Ex.PW1/C was only signed by me and the official representative of the plaintiff. Vol. But it was not finally executed as true copy was not received back after having duly stamp by the plaintiff. I have signed Ex.PW1/C without going through the same. Vol. Since this agreement was used to be done in good-faith having had good relation for the last 3-4 years and it was pre-filled as it was scanned. The aforesaid agreement Ex.PW1/C was for the academic year 2022-23 and it was for Nursery Class to Class IV and the said agreement was approximately for Rs.1,40,425/-. The plaintiff was supposed to deliver the books to defendant no.1 till 30.03.2022. The version on page no.49 of Ex.PW1/C mentioning programme (version 2.1) / main version 2.2 and CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 11 of 57
above is usually given by showing the books to be delivered to defendant no.1 and samples were provided to us. The Hans Education and Research Institute mentioned on page no.41 and 44 of Ex.PW1/C is the society governing the defendant no.1 (school). The page no.47 of Ex.PW1/C is the order form and class-wise strength of the books mentioned in the order form are correct. Again said. The number of class-wise strength of the books was approximately correct but in the order form the mentioning of version of books was wrongly mentioned. It is correct that my original authorization for defendant no.1 and 2 in this case is not on record. Vol. Since defendant no.1 is being governed by defendant no.2, I have been sued as a party defendant no.1 as I am the director of defendant no.1 and regarding defendant no.2, I have attached an authorization letter alongwith my evidence affidavit authorizing me for the imitated. It is correct that there is no authorization have been given on the letter head of defendant no.1. Vol. The specific authorization on letter head is not required as defendant no.1 is also governed by defendant no.2 (society). I am not aware specifically as to whether the is any rule which required that defendant no.2 society will authorize for defendant no.1 also. It is wrong to suggest that there is no rule in the defendant no.1 that society will authorize the defendant no.1 also. I have read and understood the evidence by way of affidavit Ex.DW1/1. In para no.2 of my affidavit in evidence Ex.DW1/1 it has been mentioned that I am not the member of defendant no.2 / society and I am acting as representative of defendant no.2 for the limited purpose of this case. I mean by "limited purpose" that to appear and contest the present case. It is wrong to suggest that there is no such document being authorized me to represent defendant no.1 and 2 jointly and separately. I am the only director in the defendant no.1 (school). The defendant no.1 is governed by Rajasthan Board of Secondary Education, Ajmer (Raj.). I have made no written communication with the plaintiff mentioning that plaintiff has sent wrong version i.e. 2.1. Vol. All the communications generally used to happen over the call with the representative of plaintiff, they have accepted the mistake of wrong version sent to us in their internal mail also i.e. given by plaintiff on page no.55 of plaint. It is wrong to suggest that on the order form you have demanded 2.1 version and the same was sent. It is correct that defendant no.1 received the version 2.1. Version 2.1 is still lying with me as the plaintiff was supposed to pick the same. There is no written communication asking the plaintiff to take back the version 2.1 from the defendant no.1. Vol. I have orally conveyed this to the representative of plaintiff several time and they have requested that they will take it back after completion of session. I have no record to show any oral or written communication requesting to take back the version 2.1 from the defendant no.1. It is wrong to suggest that no such oral request to take back the version 2.1 was made by the defendant no.1 to the plaintiff.
CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 12 of 57
The admission / denial of documents filed by me bears signatures on all pages including page no.18 as Mark-A at point A. I have signed the admission / denial of documents after reading it but without understanding it. I know English. I had signed the said affidavit at Jaipur (Raj.). It is correct that the verification of the affidavit mentions that I have gone through the contents of the affidavit and are true to my knowledge. Vol. I signed the said affidavit on the suggestion of my Counsel as we were getting late for filing the written Statement so he has prepared this document as per our discussion and I signed it. I have not signed this document under any pressure or coercion from any corner. Vol. But I have done it in little haste.
Q. Whether the contents of the admission / denial document are correct?
Ans. No, according to me there are some inadvertent error in the same. Vol. Annexure-F (Ex.PW1/F), it has been inadvertently admitted though I have to deny it for want of knowledge. In document Ex.PW1/D, it has been inadvertently denied though I have to admit it. Annexure-G, H and I, (Ex.PW1/G, H and I), it has been inadvertently admitted though I have to deny it for want of knowledge. It is correct that the contents of affidavit in admission / denial of documents are correct, however, some contents have wrongly been mentioned as admitted / denied. Q. When did the aforesaid inadvertent error in the admission or denial of document came in your knowledge?
Ans. The aforesaid error came to my knowledge when I discussed with my lawyer about 4-5 months back and I am stating so as per my memory and the same is true. I do not remember the exact month when I discussed with my lawyer. I do not know whether I was present in the court while conducting admission/denial of document. I did not give any instructions to my lawyer regarding admission/denial of specific document which has to be admitted or denied. The name of my first lawyer is Sh. Shyam Sunder, Advocate from Kotputli (Raj.). After Mr. Shyam Sunder, Adv., Sh. Shrey Patnaik, Advocate was appointed as my Lawyer on 19.10.2024. I have no knowledge whether the admission / denial of document was done on my instructions by my counsel on 10.01.2025. I do not know the Advocate Ritwik personally. Vol. However, my Counsel Sh. Shrey Patnaik would be knowing Sh. Ritwik, Advocate. The name of my present Lawyer is Sh. Shrey Patnaik. Sh. Ritwik and Sh. Shrey Patnaik are working together. I did not give any instruction with regard to conducting of admission / denial of document to my counsel Sh. Shrey Patnaik and Sh. Ritwik, Advocate.
Q. Which one of your statement is correct, whether "The aforesaid error came to my knowledge when I discussed with my lawyer about 4-5 months back and I am stating so as per my memory and the same is true" or "I did not give any instruction with regard to conducting of admission / denial of CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 13 of 57
document to my counsel Sh. Shrey Patnaik and Sh. Ritwik, Advocate"?
Ans. My statement given as "The aforesaid error came to my knowledge when I discussed with my lawyer about 4-5 months back and I am stating so as per my memory and the same is true" is correct.
It is correct that Sh. Kush Taneja, Advocate, who is present today, is also working with Sh. Shrey Patnaik, Advocate. It is correct that the Statement of Truth dated 08.07.2024 given alongwith Written Statement bearing my signatures on all pages.
Q. When did the aforesaid inadvertent error as mentioned above in the admission / denial and also in the WS alongwith Statement of Truth came in your knowledge?
Ans. The aforesaid error came to my knowledge when I discussed with my lawyer about 4-5 months back and I am stating so as per my memory and the same is true. It is wrong to suggest that I am deposing falsely just to support my case.
At this stage attention of witness is drawn to the document (invoice) Ex.PW1/F and on seeing the same the witness said that no books were ever received by the defendant no.1 against this invoice.
Again the attention of witness is drawn to the document page 14, Column-6 of admission / denial of document wherein the witness has admitted the invoice Ex.PW1/F. Vol. Annexure-F (Ex.PW1/F), it has been inadvertently admitted though I have to deny it for want of knowledge. In document Ex.PW1/D, it has been inadvertently denied though I have to admit it. Annexure-G, H and I, (Ex.PW1/G, H and I), it has been inadvertently admitted though I have to deny it for want of knowledge.
At this stage witness is shown document Ex.PW1/C and asked question.
Q. Is it correct you have admitted the said document Ex.PW1/C in your admission / denial of document?
Ans. It is correct.
Q. What do you mean by denied for want of knowledge as mentioned in para no.3 of admission / denial document? Ans.Want of knowledge means that I have not received the executive seal by the company in the physical form. At this stage, document (invoice) Ex.PW1/D and also admission / denial of document is shown to witness and on seeing the same witness is asked whether you admit this document. Witness has replied that the document Ex.PW1/D is admitted. We have not made any payment qua this Ex.PW1/D. Vol. Because the books received by us was of wrong version 2.1 and we have demanded version 2.3 and this has been admitted by the official representative of plaintiff. Q.Why your Advocate has denied this document on 10.01.2025?
Ans. I do not know as to why my Advocate has denied the CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 14 of 57
Ex.PW1/D as I had not instructed him to do so.
Q. When you had not instructed your Advocate on 10.01.2025 and had only discussed the case with your advocate 4-5 months back how your advocate had admitted or denied the document at the time of admission / denial of document? Ans. I do not know. At this stage a document Ex.PW1/G is shown to the witness and asked question.
Q. Whether you have received invoice Ex.PW1/G?
Ans. No. Q. Your Advocate has admitted document Ex.PW1/G. What do you have to say?
Ans. I do not know.
Q. There are three version of this document Ex.PW1/G, as your advocate has admitted this document, you have admitted in affidavit of admission / denial of document but in cross examination today, you have denied this document. Which of the version is correct?
Ans. The version of denial of document Ex.PW1/G in cross examination today is correct.
Q. Whether your Advocate has incorrectly admitted Ex.PW1/G ?
Ans. I do not know.
Q. Whether your New Advocate acted without your instruction at the time of admission / denial of document?
Ans. I did not give any instruction to that effect. The defendant has been dealing with the plaintiff company for the past 3-4 years. I do not remember the exact year of dealing with the plaintiff company, it may be 2018-2019 sessions. Vol. I remember that defendant has been dealing with Mylestone.
The representative of the plaintiff used to come to defendant and used to take orders. Vol. The representative of plaintiff company used to show books and note down the strength of class. The order sheet used to be made and the agreement was to be brought by the official of the plaintiff company to us in our office. The official of the plaintiff used to ask us to see about the strength of class in the ordersheet. Earlier we were having only one school but in the year 2021-22, we started with two schools. Earlier we used to place order for one school only but in the year 2021-22 we started placing orders for two schools. These two schools were situated in Paota and Bansur, Rajasthan. In the year 2021-22 there was only one agreement between the defendant and the plaintiff company for two schools. In the year 2022-23 sessions there were two agreement executed between the plaintiff company and the defendant. Again said, that in the year 2021-22 there were only one agreement qua the above mentioned two schools. There was no dispute between the plaintiff and the defendant in the session 2021-22. All the problems if any were resolved between us mutually. I do not remember the amount of goods received from the plaintiff by the defendant. I do not remember the tentative amount also. We maintain the accounts of the CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 15 of 57
school. I do not remember whether the defendant is maintained the account of the plaintiff. It is wrong to suggest that I am speaking lie before the court as earlier I have said that we maintain account of the schools. It is wrong to suggest that I have not filed any accounts in this case as I wanted to hide the transactions between the plaintiff and defendant. I do not remember the date on which two agreements were executed in the year 2022-23 session. I had received these two agreements on Whatsapp. Ex.DW1/B is the document in which I have received the two agreements in the year 2022-23. These two agreements were received by me on my mobile No.8875660000. This mobile number may be in my name or in the name of my brother or father. The name of my brother is Sh. Ashish Kumar Bansal and the name of my father is Sh. Ashok Kumar Bansal. The mobile no.8875660000 remains with me and today also I am having that mobile number. At this stage. the witness is asked to show the said agreement on his mobile which is currently with the defendant. The same is objected by Ld. Counsel for defendant as the same has already been filed and same is part of record. At this stage the witness went to have water and came back and said that I am not carrying the said mobile phone having above mentioned number right now. It is correct that the bag I am carrying with me is having this mobile number. It is correct that these two agreements are there in the whatsapp in the said mobile. The agreement on the document Ex.DW1/B at point A is the agreement between the plaintiff and the defendant. The nine pages mentioned in the document Ex.DW1/B at point A were pre-filled scanned copy of the agreement. After receiving the said pre-filled agreement on my whatsapp, the plaintiff asked me to sign and seal. I had signed the said pre-filled agreement and sent the scanned copy of the said agreement back through Whatsapp. After few days the official of the plaintiff company came to my office at Paota, Rajasthan with the hard-copy of the agreement Ex.PW1/C on which I had again affixed my signatures and put the seal on it. I was told by the official of the plaintiff that they would be returning the said copy of the agreement after putting seal by the plaintiff but the same was not received by me. The said agreement was already signed by the official of the plaintiff company when the official of the company came and visited my office at Paota, Jaipur (Rajasthan). I had sent the agreement mentioned on Ex.DW1/B without reading the agreement but has seen the Class strength after about three hours. Vol. Since it was 5.20 pm, the printout could not be taken instantly as soon as I could take out the printout I signed the said agreement and sent back the scan of the same to the plaintiff company at about 8.30 pm on whatsapp. (objected to by Ld. Counsel for defendant as the questions asked by Ld. Counsel for plaintiff are being repeated as the same have already been asked on the previous dates). Q. Whether the nine pages mentioned on document Ex.DW1/B at point A are same as document Ex.PW1/C (nine pages)?
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Ans. Today I have checked my mobile phone and it is found that the said whatsapp chat relating to Ex.DW1/B has been deleted as I have changed my mobile phone in September, 2025 and while shifting the data from previous mobile phone to present mobile phone the data regarding Ex.DW1/B has been deleted.
At this stage, the document Ex.PW1/C page no.47 is shown to the witness and is asked:
Q. Whether the signature, stamp and strength of the class and the fact that books should be returned on or before 15 th July of the academic year is within your knowledge or not? Ans. The contents of the said document is a standard form and the mentioned date i.e. 15th July is for the schools starting their sessions on 1st of April and my school is a State Board School and its session starts on 15 th of May and in the previous years also it is mutually understanding between plaintiff and defendant that the books would be returned in the last week of August as these are the closing dates of my school governed by State Board.
The word mentioned as "Logistic" at point A on Ex.PW1/C (page no.47) refer to books. Again said the Logistic is not Books as by reading the complete sentence I am unable to understand that Logistic are considered to be books. I have wrongly mentioned Logistic as books but has clarified after going through entire sentence. Again said I do not know what is the meaning of Logistic in this sentence.
Q.Do you understand the word "expenses" mentioned in Ex.PW1/C at point B (page no.47)?
Ans. Yes, I understand the word expenses. Here it means the expenses to return the books to be borne by the school. It is correct that the similar agreement Ex.PW1/C might have been entered by the defendant's school at Bansur, Rajasthan. It is correct that document Ex.DW1/C pertains to sessions 2020-21. This agreement has been executed between the plaintiff and the defendant. I have mentioned that the plaintiff entered into an agreement with only one school which is at Bansur of which the document Ex.DW1/C has been filed. I have filed this document to show that I was using version 2.2 in the year 2020-21. As per the agreement Ex.PW1/C I have received the version 2.1. It is wrong to suggest that version 2.1 was ordered deliberately by you after going through he entire agreement on the whatsapp as well as the hard-copy filed by the plaintiff in the court. It is wrong to suggest that you have signed and fixed your stamp on page no.47 after going through the entire document which were sent through the Whatsapp. It is wrong to suggest that I have signed and stamped the hardcopy of the agreement after going through the entire contents of the same. It is wrong to suggest that this agreement was signed and stamped at Delhi. Since I have not received the document Ex.PW1/C so I have also not placed any verbal order to the plaintiff. I have not received the books of version 2.1 as per the agreement Ex.PW1/C. The mylestone books are CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 17 of 57
only received from the plaintiff company. The version 2.1 was received by the defendant. In the version 2.1 books I have not received books for classes nursery, KG-1 and KG-2 and books for classes 1 to 4 were less in strength as per the agreement. I have received the version 2.1 on the basis of invoice Ex.PW1/D. It is correct that I have not made the payment of invoice Ex.PW1/D. Vol. Because I have not received the correct version of books. I had not returned the books which I had received from plaintiff as per the document Ex.PW1/D. It is wrong to suggest that I am repeatedly making false statement, filing wrong affidavit before the court. The document Ex.DW1/B is having agreement which the defendant had entered for its school at Bansur, Rajasthan and the same is at point B. I had not received the books as per that agreement also. There was no verbal order beyond the agreement the Bansur, Rajasthan was placed by the defendant's school.
At this stage, an affidavit of admission/denial is shown (objected to by Ld. Counsel for defendant) to the witness to which the witness admitted his signatures on all pages of the said document. The said document is exhibited as Ex.DW1/X (running into four pages). (objection raised by Ld. Counsel for defendant is not sustainable and tenable in the eyes of law as the document shown pertains to the witness and he admitted the same).It is wrong to suggest that verbal order were given by me and the books were received by me as per that verbal order. Similarly, no other order or verbal order for books was/were given for the school at Bansur, Rajasthan. Q. Have you received any email from plaintiff counsel advocate Rajesh Kumar requesting you to bring the accounts pertaining to the transactions between Plaintiff and Defendant?
A. Yes.
Q. Have you brought these accounts pertaining to the transaction between the Plaintiff and Defendant? A. No. Q. I put to you that you have not brought the accounts details pertaining to the transaction between the Plaintiff and the Defendants because it shows that amount is due? A. No, it is wrong.
Q. Are you aware that account details were asked for in the said legal notice?
A. Yes.
Q. Were all documents which have been filed in the case by you, have been read over by you before signing?
A. Most documents which have been filed were read by me. Vol - some documents were filed without reading. At this stage the witness is shown the court file. Q. Which documents were read by you before signing? A.a. Written statement dated 8 July 2024 which was later refiled on 19 October 2024 (without any change in contents) - signed without reading it in haste.
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Page 18 of 57b. Admission denial affidavit dated 19 October 2024 - signed without reading it in haste.
c. Evidence by way of affidavit - signed after reading it. Q. At this stage a document POD ('Proof of Delivery - Mark X') is shown to the witness and a question is asked whether the phone number at point A - is yours? Whether the signature at point B is yours?
A. No -neither the phone number nor the signature is mine. Q. This number - 8432417513, at point A, is clearly mentioned but however you are deliberately denying this number to be yours?
mine.
A. No. Vol - At point A, which I can read as 843241783 is mentioned and not Q. Every mobile number has 10 digits. You are deliberately wrongly mentioning this phone number which has 9 digits. A. No. Q. Whatever mobile number has been mentioned on the document at point A is the same number which has been mentioned in the agreement, which bears your signature? A. No. The number mentioned on the agreement is 8432417513, whereas at point A in the document the number mentioned is different, which is 843241783.
Q. I put it to you that goods and invoice exhibited as PW-1/H were received through the POD (Proof of Delivery) - Mark X, which bears your phone number?
A. No. Q. Does the document exhibited as PW-1/E bears the stamp at point A?
A. Yes. Vol-It also bears the signature of one of our employees at point B. Q. At this stage a document exhibited PW-1/F-1 which bears the stamp of my school at point A ?
A. Yes.
Q. At this stage a document exhibited PW-1/F-1 which bears SIGNATURE at point B?
A. I cannot understand.
Q. At this stage, the witness is shown POD bearing number 106743430 which is exhibited PW1/N-1 and asked about stamp at point A and signature at point B?
A. Stamp is of my school whereas signature 1 do not know. Q. At this stage, the witness is shown POD bearing number 102396612 which is exhibited PW1/G-1 and asked about stamp at point A and signature at point B?
A. Stamp is of school and signatures are mine.
Q. At this stage, document exhibited as PW1/G-1 is shown and a question is asked which invoice was raised through this POD?
A. I do not know.
Q. At this stage, document Exhibited as PW1/G-1 is shown and is asked that the value written as Rs 16,000/- as invoice value is related to which invoice and what goods were CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 19 of 57received?
A. I do not remember.
It is wrong to suggest that goods were received wide invoices mentioned in the suit prionment.
It is wrong to suggest that deliberately making statements on oath. It is wrong to suggest that I have filed false affidavits with false arguments. It is wrong to suggest that I am deposing falsely to support the case of the defendant. It is wrong that I am not the authorised person to depose before the court. It is wrong to suggest deposing falsely support the case of the defendant."
9. Ld. Counsel for plaintiff has relied upon following judgments:
1. Trisquare Switchgear Pvt Ltd. Vs. Sanyam Kaushik, Delhi High Court, 2024 Lawpack, Delhi.
2. TKW Management Solutions Pvt Ltd. Vs. Sherif Cargo, Decided on 31.01.2023, Delhi High Court, Lawpack, Delhi.
10. Ld. Counsel for defendant has relied upon following judgments:
1. Ramjas Foundation & Anr. Vs. Union of India & Ors. (2010) 14 SCC 38.
2. Rakesh Kumar Verma Vs. HDFC Bank Ltd. 2025 SCC OnLine SC
752.
3. InterGlobe Aviation Ltd. Vs. N. Satchidanand, (2011) 7 SCC 463.
4. Mohinder Kumar Gandhi Vs. Praveen Kumar, 2025 SCC OnLine Del 6374.
5. Anil Rishi Vs. Gurbaksh Singh, (2006) 5 SCC 558.
6. Sita Ram Bhau Patil Vs. Ramchandra Nago Patil, (1977) 2 SCC 49.
7. Udham Singh Vs. Ram Singh, (2007) 15 SCC 529.
8. Manu Kumar & Ors. Vs. Delhi Development Authority, MANU/DE/0363/2015.
9. PVR Ltd. Vs. Proetus Ventures LLP, 2023 SCC OnLine Bom 1205.
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Page 20 of 5710. Sudir Engineering Co. Vs. Nitco Roadways Ltd. 1995 SCC OnLine Del 251.
11. H. Siddiqui Vs. A. Ramalingam, (2011) 4 SCC 240.
11. Final arguments heard. Record perused carefully. I have gone through the testimony of the plaintiff's witness and on the basis of documents, pleadings and testimony of witnesses, my issue wise findings are as follows:
Issuewise Findings of the Court:
Issue No.1: Whether this court has no pecuniary jurisdiction to try and entertain the present suit? OPD
12. The onus to establish that this court lacks pecuniary jurisdiction lies squarely upon the defendants in terms of sections 101-103 of the Bharatiya Sakshya Adhiniyam, 2023. The objection is in the nature of a jurisdictional plea which must be strictly pleaded and strictly proved.
It is a settled proposition that, in civil and commercial jurisprudence, pecuniary jurisdiction is determined primarily on the basis of the valuation disclosed in the plaint, unless it is demonstrated that such valuation is arbitrary, mala fide, or deliberately inflated to confer jurisdiction. The Hon'ble Supreme Court in "Commercial Aviation & Travel Co. v. Vimla Pannalal (1988) 3 SCC 423" has authoritatively held that the valuation given by the plaintiff must ordinarily be accepted unless shown to be demonstrably incorrect or dishonest.
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Page 21 of 57The defendants have contended that the plaintiff has artificially inflated the claim amount by incorporating false and fabricated invoices so as to bring the suit within the pecuniary jurisdiction of this Court. It is further urged that the original agreement was only for a sum of approximately Rs. 1,40,425/-, and therefore, the claim of Rs. 5,42,560/- is untenable.
The plea, thus, rests entirely on the assertion of inflation of claim, without conceding the correctness of the documentary record relied upon by the plaintiff.
13. PW-1 Mr. Raman Malhotra, the authorised representative of the plaintiff company, has proved the foundational documents including agreement dated 25.03.2022 (Ex. PW1/C), invoices (Ex. PW1/D to Ex. PW1/O), sub-ledger (Ex. PW1/P) and legal notice (Ex.PW1/R). In his affidavit and deposition, PW-1 has categorically deposed that supplies were made in multiple tranches pursuant to the agreement, additional orders were placed by the defendants, invoices were raised corresponding to such supplies and no payment was made despite delivery.
Significantly, in cross-examination, PW-1 admitted the existence of multiple subsequent orders and invoices, including substantial amounts beyond the initial agreement value. This admission, far from weakening the plaintiff's case, fortifies the valuation pleaded. The cross-examination does not elicit any material contradiction with respect to the quantum of supplies or CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 22 of 57invoices forming the basis of the suit amount. Minor discrepancies relating to advance payment or delivery challans are peripheral and do not impinge upon the core issue of valuation.
The ledger (Ex. PW1/P), maintained in the ordinary course of business, corroborates the cumulative liability and is admissible under settled principles governing entries in books of account.
14. PW-2 Ms. Meenal Agarwal, Assistant Manager (Finance), has proved the electronic records, including invoices and ledger entries, along with the certificate under Section 65B. Though PW-2 stated that she was not personally involved in transactions, she has authenticated the records, confirmed their generation in the ordinary course of business and certified their integrity.
The evidentiary value of such testimony is well recognised and business records duly certified carry substantial probative force unless rebutted.
The defendant examined Mr. Pankaj Kumar Bansal as DW1, whose testimony, upon close scrutiny, suffers from material inconsistencies, contradictions, and admissions adverse to the defence. DW-1 has unequivocally admitted execution of the agreement (Ex. PW1/C) and his signatures and stamp thereon. The plea that the agreement was not duly executed stands completely demolished. Further DW-1 has admitted receipt of goods under Invoice Ex. PW1/D, non-payment thereof and receipt of version 2.1 material. These admissions establish that CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 23 of 57commercial transactions did take place beyond mere theoretical agreement, thereby validating the basis of the claim. For the it may be seen that there are contradictions in the testimony of DW1 as DW-1 has taken shifting stands, as on the one hand documents admitted in affidavit by him but further taken u-turn and were denied in cross-examination and such inconsistencies were attributed to "inadvertent errors". Such conduct renders the testimony unreliable and unworthy of credence, particularly in a commercial dispute requiring precision. Further, it can see that DW-1 has admitted school stamps on delivery documents and signatures on certain PODs. These admissions directly corroborate the plaintiff's case regarding actual delivery of goods corresponding to invoices. Interestingly DW-1 also admitted that accounts were maintained and yet no accounts were produced despite notice. This attracts an adverse inference under Section 114(g) BSA, that had such records been produced, they would have gone against the defendants.
The plaintiff has placed on record a complete chain of documents agreement, invoices, delivery Proofs and ledger. These documents stand largely admitted, remain unshaken in cross- examination and are corroborated inter se.
The defendants have failed to produce any cogent documentary evidence to rebut these records or to substantiate the allegation of inflation.
The plea of "inflated claim" is bereft of evidentiary support.
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Page 24 of 57Mere assertion does not discharge the burden of proof. The contention that only one agreement existed is immaterial, inasmuch as subsequent orders and supplies are admitted and commercial dealings are not confined to a single document.
The argument regarding wrong version of goods pertains to merits of liability, not to pecuniary jurisdiction.
15. The plea of fabricated invoices is contradicted by admissions of DW-1 by acknowledgment of delivery documents and absence of contrary evidence. In "Anil Rishi v. Gurbaksh Singh (2006) 5 SCC 558", it is held that the burden of proving a fact rests on the party who substantially asserts it. The defendants have failed to discharge this burden. In "Gopal Krishnaji Ketkar v. Mohamed Haji Latif 1968 SCR (3) 862", the court held that withholding best evidence invites adverse inference. Applicable squarely due to non-production of accounts.
In "Narayan Bhagwantrao Gosavi v. Gopal Vinayak AIR 1960 SC 100", the court held that admissions constitute the best evidence against the maker.
The admissions of DW-1 decisively support the plaintiff. In "Commercial Aviation & Travel Co. (supra)", plaintiff's valuation governs unless shown to be mala fide. No such mala fides are proved herein.
Under the Sale of Goods Act, 1930, acceptance of goods (sections 31 & 42) gives rise to liability. Whereas under the Indian CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 25 of 57Contract Act, 1872, obligations arising from concluded contracts must be performed in view of the provisions of section 37.
Under CPC and Commercial Courts Act, valuation disclosed in plaint,when supported by documentary evidence confers jurisdiction.
The plaintiff has established, through cogent oral and documentary evidence, that the suit valuation of Rs. 5,42,560/- is based on actual commercial transactions, duly invoiced and recorded.
The defendants have failed to prove inflation of claim, fabrication of invoices and incorrect valuation. On the contrary, the defendants' own admissions and conduct reinforce the plaintiff's case.
In view of the foregoing analysis, it is held that the objection to pecuniary jurisdiction is without merit. The valuation of the suit is proper, bona fide, and supported by evidence. This Court possesses the requisite pecuniary jurisdiction to entertain and try the present suit.
Issue No. 1 is accordingly decided in favour of the plaintiff and against the defendants.
Issue No. 2: Whether this court has no territorial jurisdiction to try and entertain the present suit? OPD
16. The onus to establish absence of territorial jurisdiction lies upon the defendants. It is trite that a plea ousting jurisdiction must CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 26 of 57be strictly pleaded and affirmatively proved, and cannot rest upon conjecture or mere denial. It is well-settled that a party invoking ouster of jurisdiction must discharge a heavy and strict burden. In "Anil Rishi v. Gurbaksh Singh, (Supra)", the Hon'ble Supreme Court held that the burden of proof as to any particular fact lies on that person who wishes the court to believe in its existence.
Thus, unless the defendants demonstrate, by cogent evidence, that no part of cause of action arose within Delhi and that the jurisdiction clause is inoperative, the objection must fail.
Section 20 of CPC governs territorial jurisdiction. The provision, in material part, enables institution of a suit where the defendant resides or carries on business or the cause of action, wholly or in part, arises.
The concept of "cause of action" has been expansively interpreted. In "ABC Laminart Pvt. Ltd. v. A.P. Agencies, (1989) 2 SCC 163", the Supreme Court observed that a cause of action means every fact, which if traversed, it would be necessary for the plaintiff to prove in order to support his right to a judgment.
It is equally settled that even if a small fraction of the cause of action accrues within the jurisdiction of the court, the court will have jurisdiction.
The plaintiff asserts that the defendants approached it at its New Delhi office and entered into a Program Agreement and Study Material Agreement dated 25.03.2022 (Ex. PW1/C), which contains a clause conferring jurisdiction upon courts at Delhi.
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Page 27 of 57It is further pleaded that invoices were raised, accounts maintained, and business operations carried out from Delhi/Noida, thereby giving rise to part of the cause of action within the territorial jurisdiction of this Court.
The defendants, per contra, contend that the agreement was executed in Rajasthan, no cause of action arose in Delhi and the jurisdiction clause is unenforceable as the agreement itself is allegedly invalid.
17. Now this court would examine the evidence led by the parties: testimony of PW-1 Mr. Raman Malhotra who is the authorised representative, proved the foundational documents including the agreement (Ex. PW1/C), invoices (Ex. PW1/D to PW1/O), ledger (Ex. PW1/P), and legal notice.
During his cross-examination PW-1 affirmed that the plaintiff operates from New Delhi/Noida. He further deposed regarding supply of material pursuant to the agreement and further, PW1 identified the contractual documents forming part of the record. The attempt by the defence to rely upon the statement that the agreement may have been signed in Rajasthan is legally inconsequential. Execution of contract at a particular place does not eclipse jurisdiction where other integral components of cause of action arise elsewhere.
Importantly, the core assertions of PW-1 regarding existence of contractual relationship, raising of invoices, and CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 28 of 57maintenance of accounts, have remained unshaken and uncontroverted.
PW-2 Ms. Meenal Agarwal proved the electronic records including the ledger and invoices supported by a certificate under Section 65B of the Evidence Act (Ex. PW1/Q). Though PW-2 stated limited personal knowledge of the transaction, she categorically established that entries were made in the ordinary course of business and that the records are authentic reproductions of electronic data.
In law, entries in books of account, when corroborated, constitute relevant and admissible evidence, particularly in commercial disputes.
The testimony of DW-1 Mr. Pankaj Kumar Bansal is replete with material contradictions and admissions, rendering it unreliable. Crucially, DW-1 has admitted his signatures on the agreement (Ex. PW1/C) and he further admitted execution of the agreement and its transmission through WhatsApp. Further DW1 has also admitted receipt of goods under invoice Ex. PW1/D and also admitted non-payment thereof. DW1 further admitted absence of any written protest regarding alleged wrong supply, absence of any documentary request for return of goods and non-production of accounts despite notice.
The defendants have failed to produce their accounts despite notice and specific questioning. In "Gopal Krishnaji Ketkar (Supra)", it was held that a party in possession of best evidence CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 29 of 57which would throw light on the issue in controversy, withholding it, must suffer an adverse inference. The non-production of accounts, therefore, fortifies the plaintiff's case.
18. It may further be seen that testimony DW1 is marred by inconsistent stands on admission/denial of documents in the affidavit of admission/denial, further admission that affidavits were signed without reading and contradictory statements regarding execution and transactions. In "H. Siddiqui v. A. Ramalingam, (2011) 4 SCC 240", the Supreme Court held that where a witness makes inconsistent statements, his testimony becomes unreliable.
Such conduct invites an adverse inference under settled principles akin to section 114 illustration (g) of Indian evidence act/BSA, that withholding best evidence operates against the party.
Further documentary evidence such as agreement Ex. PW1/C, admittedly executed and signed by the defendant, contains a clause conferring jurisdiction on Delhi Courts. Invoices and ledger Ex. PW1/D to PW1/P establish continuous commercial dealings and liability.
Emails Ex.PW1/J, PW1/M demonstrate ongoing transactions and contractual performance. Proof of delivery (PODs), admissions of stamp and signatures by DW-1 corroborate receipt of goods.
Moreover, clause 6.6 of the program agreement and Clause 8.6 of the study material agreement stipulate that disputes shall be CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 30 of 57subject to jurisdiction of Delhi courts. The defendant, having admitted execution and acted upon the agreement, the said clause stands proved and, is estopped from challenging its validity. In "Sita Ram Bhau Patil v. Ramchandra Nago Patil, (1977) 2 SCC 49": the Supreme Court has reinforced the legal principle that a party cannot both approbate and reprobate.
The defendants have failed to establish any fraud, coercion, or misrepresentation on the part of plaintiff or any statutory bar rendering the clause void. In "A.B.C. Laminart Case (Supra)", the Supreme Court held that where two or more courts have statutory jurisdiction, the parties may validly agree to vest jurisdiction in any one of them. Such a clause is not void under the contract act so long as it does not oust the jurisdiction of all competent courts or attempt to confer jurisdiction on a forum having no real and substantial connection with the cause of action.
Similarly, in "Swastik Gases Pvt. Ltd. v. Indian Oil Corporation Ltd., (2013) 9 SCC 32", the Court held that the absence of the word "exclusive" does not make a jurisdiction clause non-exclusive if the intention of the parties is clearly to confine litigation to one forum. Where the contract specifies a particular court as the forum, adopting the rule expressio unius est exclusio alterius, the clause will be construed as exclusive if the language necessitates that inference.
It is consistently held that even a part of cause of action is sufficient to confer jurisdiction.
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Page 31 of 57So far as the judgment "InterGlobe Aviation Ltd. v. N. Satchidanand (2011) 7 SCC 463" relied upon by the defendant is concerned, is distinguishable as it deals with conflict between contractual clause and statutory jurisdiction where court otherwise lacks jurisdiction. In the present case, Delhi courts otherwise possess jurisdiction.
"Ramjas Foundation v. Union of India & Ors (2010) 14 SCC 535" and other authorities cited is concerned with distinct factual matrices and do not dilute the enforceability of a mutually agreed jurisdiction clause in commercial contracts.
19. From the evidence and record, the stand established that the agreement Ex. PW1/C is validly executed and binding. The jurisdiction clause conferring jurisdiction upon Delhi Courts is operative. Business operations, invoicing, and account maintenance form part of cause of action within Delhi and defendants have admitted material facts and failed to rebut plaintiff's case.
The plea that no cause of action arose in Delhi is contrary to both evidence and law. The challenge to jurisdiction is thus illusory, unsupported, and legally untenable.
In view of the foregoing analysis, this Court holds that it possesses territorial jurisdiction to try and entertain the present suit. Accordingly issue no. 2 is decided against the defendant.
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Issue No. 3: Whether there is no cause of action in favour of plaintiff and against the defendant and this court also lacks subject matter jurisdiction? OPD
20. The present issue goes to the root of the maintainability of the suit. The burden to establish absence of cause of action squarely rests upon the defendant. It is trite that a plea of "no cause of action" must be substantiated not by bald averments but by cogent pleadings and credible evidence.
In terms of sections 101-103 of the Bharatiya Sakshya Adhiniyam, 2023, the burden lies on the party who asserts the existence of facts. The defendant having raised a negative plea, was under a strict obligation to dislodge the plaintiff's case on preponderance of probabilities.
Order VII Rule 11 of code of civil procedure (CPC) provides that a plaint can be rejected only where it fails to disclose a cause of action on its face. Where foundational facts are pleaded and evidence is led, the issue transforms into one of proof rather than maintainability. In "A.B.C. Laminart Pvt. Ltd. (Supra)", the Hon'ble Supreme Court authoritatively held that cause of action means every fact which, if traversed, it would be necessary for the plaintiff to prove in order to support his right to a judgment. Equally, in "Anil Rishi v. Gurbaksh Singh (Supra)" it was reiterated that the burden lies upon the party who asserts a fact, failure to discharge such burden must result in an adverse finding.
Further, it is well settled that cause of action comprises a CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 33 of 57
bundle of facts which, taken with the applicable law, entitles the plaintiff to relief. In commercial recovery suits, existence of a contract, supply of goods/services, and non-payment constitute a complete cause of action.
The plaintiff's case, as borne out from pleadings and evidence, is that a Program Agreement and Study Material Agreement dated 25.03.2022 (Ex. PW1/C) were executed between the parties for supply of educational material under the "Mylestone" programme. Pursuant thereto goods were supplied in tranches, invoices Ex. PW1/D to PW1/O were raised, delivery was effected, evidenced by acknowledgments and PODs, ledger account Ex. PW1/P reflects outstanding liability and despite service of legal notice Ex. PW1/R, no payment was made.
The defendant, while disputing liability, does not deny the commercial relationship but seeks to evade liability on grounds of alleged supply of incorrect version, non-execution/defective execution of agreement , alleged fabrication of invoices.
Having examined the testimony of PW-1, Mr. Raman Malhotra who is the authorised representative, has deposed in line with the pleadings and proved the foundational documents, namely, agreement dated 25.03.2022 Ex. PW1/C, invoices Ex. PW1/D to Ex. PW1/O, ledger account Ex. PW1/P and legal notice Ex. PW1/R. His testimony establishes execution of a commercial agreement between the parties, supply of educational material pursuant thereto, raising of invoices in the ordinary course of CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 34 of 57
business and persistent default on part of the defendant.
Significantly, in cross-examination, no material contradiction could be elicited to impeach his credibility. The defendant, in fact, extracted admissions which reinforce the plaintiff's case, including acknowledgment of business dealings, admission of supply of goods and identification of invoices and transactional history.
The minor inconsistencies regarding ancillary aspects (such as advance payment or internal processes) do not go to the root of the matter and do not erode the substantive evidentiary value of PW-1's deposition.
21. Further testimony of PW-2 Ms. Meenal Agarwal who proved the ledger accounts, invoices and electronic records along with the statutory certificate under Section 65B of the Bharatiya Sakshya Adhiniyam, 2023. Her evidence establishes that entries were made in the ordinary course of business , electronic records are duly certified , the ledger reflects the outstanding liability. The Hon'ble Supreme Court in "Anvar P.V. v. P.K. Basheer (2014) 10 SCC 473", has held that any electronic record by way of secondary evidence shall not be admitted unless the requirements under Section 65B are satisfied."
The plaintiff having complied with such requirements, the electronic evidence stands duly proved. The admissibility and evidentiary value of such records stand fortified by compliance with statutory requirements.
CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 35 of 57In support of the case, the plaintiff has produced a cogent and interlinked documentary trail which can notably be seen as, firstly, agreement (Ex. PW1/C) evidencing contractual relationship. Secondly, invoices (Ex. PW1/D to PW1/O) evidencing supply and price. Thirdly, proofs of Delivery (PODs) evidencing receipt of goods. Fourthly, ledger (Ex. PW1/P) evidencing outstanding dues. Fifthly, legal notice (Ex. PW1/R) evidencing demand and default.
22. The Hon'ble Supreme Court in "H. Siddiqui v. A. Ramalingam (Supra)", has held that it is a settled legal proposition that in case of conflict between oral and documentary evidence, documentary evidence prevails.
In the present case, the documentary evidence remains largely unshaken and is corroborated by admissions of the defendant.
Crucially the defendant has admitted signatures and stamp on several delivery documents. Further the defendant has admitted receipt of goods, albeit disputing version. But interestingly, no contemporaneous protest or rejection was placed on record. Such admissions constitute substantive evidence. The Hon'ble Supreme Court in "Narayan Bhagwantrao Gosavi (Supra)", held that admissions, if true and clear, are by far the best proof of the facts admitted.
The failure of the defendant to produce its own accounts, despite specific questioning, invites an adverse inference under CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 36 of 57settled evidentiary principles.
The testimony of DW-1 Mr. Pankaj Kumar Bansal is marked by material contradictions and admissions which render the defence untenable. DW-1 has admitted execution of the agreement Ex. PW1/C, receipt of goods (version 2.1), non-payment of invoices , absence of written communication rejecting goods and existence of prior business dealings between plaintiff and defendant. These admissions, in law, constitute substantive evidence.
It may be seen that there are inconsistencies in the testimony of the DW1 who has contradicted his own affidavit of admission/denial, also admitted signing documents without reading, disowned instructions to counsel and failed to produce primary records (accounts). Such testimony lacks probative value and cannot displace the plaintiff's case.
Under the Indian Contract Act, 1872 valid contract stood proved as per section 10. Plaintiff performed its obligations in view of section 37. Defendant committed breach by non-payment and plaintiff is entitled to damages/price in view of section 73.
Under the Sale of Goods Act, 1930 Plaintiff has fulfilled duty of delivery as provided in section 31. The defendant accepted goods by retention in view of section 42. No rejection within reasonable time and seller entitled to sue for price as per section 55.
The plea of defective or incorrect goods is legally untenable in absence of timely rejection. Furthermore, defendant's denials are evasive and contrary to Order VIII Rules 3-5 of code of civil CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 37 of 57procedure. Failure to disclose documents in a commercial suit warrants adverse inference and admissions in pleadings and evidence bind the defendant.
The defendant has failed to produce account books, correspondence rejecting goods and proof of return of goods. The Hon'ble Supreme Court in "Gopal Krishnaji Ketkar (Supra)" held that aparty in possession of best evidence which would throw light on the issue in controversy, withholding it, must suffer an adverse inference.
Even if it is assumed that the wrong version was supplied to the defendant, even thereafter, the defendant retained goods, failed to return them and raised no written protest. Thus, acceptance is deemed in law.
So far as, defendant's allegation of fabricated invoices are concern, the same or not tenable in the law as the invoices stand corroborated by delivery records, ledger entries and admissions of DW-1. The allegation remains unsubstantiated. Further, the defendant's contention regarding non-execution of agreement is concerned, the same is untenable, reason being that the defendant has admitted signatures on Ex. PW1/C. The plea is thus self-destructive. Even emails and invoices demonstrate continued transactions. The defence is contrary to record.
23. So far as case relied upon by the defendant are concerned, same is distinguished from the faction circumstances of the case.
CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 38 of 57The judgments relied upon by the defendant, including "Ramjas Foundation v. Union of India" and "Sita Ram Bhau Patil v. Ramchandra Nago Patil" as these judgments, do not pertain to admitted commercial transactions supported by documentary evidence.
Conversely, the present case rests on admitted contract, admitted supply, and admitted non-payment, thereby rendering the defence authorities inapplicable.
From a cumulative and holistic appreciation of oral evidence of PW-1 and PW-2, admissions and contradictions of DW-1, unimpeached documentary record and conduct of the defendant, this Court finds that the plaintiff has successfully established a complete and enforceable cause of action, the defendant has failed to discharge its burden and the defence is evasive, contradictory and unsupported by evidence.
Accordingly, Issue No. 3 is decided against the defendant. It is held that a valid, subsisting and legally enforceable cause of action exists in favour of the plaintiff for recovery of the suit amount.
Issue No. 4: Whether the plaintiff has not approached this court with clean hands and suppressed the material facts from this court? OPD
24. The present issue casts the onus upon the defendants. It is trite that a plea of suppression of material facts is not a mere technical defence but strikes at the root of the entitlement to relief.
CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 39 of 57Such a plea must be specifically pleaded, strictly proved, and must disclose conscious concealment of a material fact having a direct bearing on the lis. The Hon'ble Supreme Court in "Anil Rishi (Supra)" authoritatively held that:" the burden of proof as to any particular fact lies on that person who wishes the Court to believe in its existence... The initial burden never shifts." Further, in "Sita Ram Bhau Patil (Supra)", the Hon'ble Supreme Court observed that a party who seeks to non-suit the other on the ground of suppression must establish that the suppression was material and deliberate.
The principle has been reiterated in "H. Siddiqui (Supra)", wherein it was held that it is the duty of the party to prove its case by leading cogent evidence; mere pleadings or allegations are not sufficient.
Thus, unless the defendants demonstrate, by cogent and reliable evidence on record, (i) wherein existence of a material facts are there on record, (ii) conscious suppression thereof, has been made by the plaintiff and (iii) resultant prejudice, the plea must fail.
The defendants have alleged that the plaintiff inflated invoices, suppressed facts relating to execution of agreement and raised false and fabricated claims. However, these allegations remain general, evasive and unsubstantiated, lacking particulars as mandated under Order VI Rule 4 of CPC.
CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 40 of 5725. PW-1 Mr. Raman Malhotra proved the foundational documents agreement dated 25.03.2022 (Ex. PW1/C), invoices (Ex. PW1/D to PW1/O), ledger (Ex. PW1/P), and legal notice (Ex. PW1/R). During Cross-examination PW-1 candidly admitted certain aspects such as that he did not personally sign the agreement and some delivery challans were not traceable. However, these admissions do not affect the core transaction, namely supply of goods, raising of invoices and maintenance of ledger.
Crucially, PW-1's testimony regarding supply of goods pursuant to orders remained unchallenged in material particulars i.e. admissions regarding additional orders placed on 05.05.2022 and thereafter support the plaintiff's case rather than weaken it.
Minor inconsistencies (e.g., regarding advance payment or internal processes) are natural and do not amount to suppression, particularly when documentary evidence corroborates the transaction.
26. PW-2 Ms. Meenal Agarwal who proved electronic records, ledger entries, compliance with Section 65B Evidence Act. In cross-examination of PW2 though she stated limited personal knowledge of transactions, but she affirmed the correctness of ledger and invoices generated in ordinary course of business.
As per section 34 of the Evidence Act (read with BSA principles), books of account regularly kept in the course of CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 41 of 57business are relevant evidence, especially when supported by primary documents. PW2's testimony establishes continuity and authenticity of financial records, negating any allegation of fabrication.
The testimony of DW-1 Mr. Pankaj Kumar Bansal is riddled with material contradictions and admissions, which demolish the defence case. DW-1 admitted execution of agreement Ex. PW1/C, his signatures and stamp thereon. This directly contradicts the plea that agreement was not executed or invalid. Further DW has admitted receipt of version 2.1 material, receipt under invoice Ex. PW1/D and school stamp on delivery documents. This conclusively proves delivery and acceptance.
Further, conduct of DW1 can be seen that in his affidavit,he has made admissions and denial in cross-examination regarding Ex. PW1/F, PW1/G, PW1/H etc. Further, he repeatedly stated being inadvertent admission in affidavit, assertion of signing of documents without reading and do not remember. Such conduct renders his testimony unreliable and unworthy of credence. In "Udham Singh v. Ram Singh, the Supreme Court on July 23, 2003 (Civil Appeal No. 1930 of 1997)", wherein it was held that a witness who makes inconsistent statements on material particulars cannot be relied upon.
It may be seen that the defendant despite admitting maintenance of accounts, receipt of legal notice. DW-1 failed to produce, account statements, correspondence.
CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 42 of 57Upon a comprehensive evaluation of pleadings, oral testimony, documentary evidence, and settled legal principles,this Court records the following findings:
(i) The defendants have failed to establish any specific instance of suppression.
(ii) The plaintiff's case is supported by consistent documentary evidence.
(iii) The testimony of DW-1 is unreliable and self-contradictory.
(iv) The defence is afterthought, evasive and unsupported by evidence.
The plea of "unclean hands" is thus found to be wholly misconceived and devoid of merit.
In view of the foregoing analysis, this Court holds that the defendants have miserably failed to discharge the burden cast upon them. No material suppression has been established. The plaintiff has approached this Court with clean hands and has disclosed all material facts relevant for adjudication.
Accordingly, Issue No. 4 is decided against the defendants.
Issue No. 5: Whether the suit of the plaintiff is not maintainable as per the Mandate of Commercial Courts Act, 2015?OPP
27. The present issue pertains to the maintainability of the suit within the statutory framework of the Commercial Courts Act, 2015. The objection of the defendants is predicated on alleged CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 43 of 57non-compliance with the mandate of the said enactment, coupled with a broader challenge to the very institution of the suit as being devoid of cause of action and founded on purportedly fabricated invoices.
The objection, though couched in multiple forms, is in substance an attack on (i) the commercial character of the dispute,
(ii) procedural compliance, and (iii) the existence of a legally enforceable cause of action.
It is well settled that the question of maintainability must be determined on the basis of the pleadings and the evidence led, read holistically. The court is not required to examine the defence on merits at this stage except to the extent it bears upon maintainability. In "Ramjas Foundation (Supra)", the Hon'ble Supreme Court authoritatively held that the plaint must be read as a whole to ascertain whether it discloses a cause of action; clever drafting cannot be permitted to create an illusion of a cause of action.
Applying the aforesaid principle, this court proceeds to examine whether the plaint, supported by evidence, discloses a triable and legally sustainable commercial dispute.
28. As per the case of the plaintiff, the plaintiff is engaged in the business of providing digital educational content and academic material under the brand "Mylestone", whereas the defendant is an educational institution availing such services for consideration.
CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 44 of 57The agreement dated 25.03.2022 (Ex. PW1/C), the invoices (Ex. PW1/D to PW1/O), and the ledger (Ex. PW1/P) unequivocally establish a transaction involving supply of goods/services in the course of trade.
Such transactions fall squarely within the ambit of a "commercial dispute" under Section 2(1)(c) of the Commercial Courts Act, 2015, being disputes arising out of ordinary transactions of merchants, traders and service providers.
The contention of the defendant that the suit is not maintainable under the said Act is thus, at the threshold, devoid of substance.
Evidence led by the plaintiff and examined PW-1 Mr. Raman Malhotra, the authorised representative, has proved the foundational documents, including agreement dated 25.03.2022 (Ex.PW1/C), invoices and delivery acknowledgments (Ex. PW1/D, PW1/E, PW1/F, PW1/G-I, PW1/K-O), ledger account (Ex. PW1/P) and legal notice (Ex. PW1/R). The testimony of PW-1 establishes, execution of the agreement between the parties, supply of material pursuant to orders placed by the defendant, raising of invoices in the ordinary course of business and non- payment of the outstanding dues. In cross-examination, the witness withstood scrutiny on all material particulars. Importantly the existence of transactions and supply of goods was not demolished, additional orders dated 05.05.2022 and 23.05.2022 were specifically affirmed and the ledger remained unchallenged in CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 45 of 57substance. Minor discrepancies regarding advance payment or internal processes do not detract from the core of the plaintiff's case, which stands corroborated by documentary evidence.
PW-2 Ms. Meenal Agarwal proved the electronic records, including invoices and ledger entries, along with the certificate under Section 65B of the Evidence Act (Ex. PW1/Q). Though the witness stated that she was not directly involved in transactional dealings, she categorically affirmed that the records were maintained in the ordinary course of business. The requirements of admissibility of electronic evidence stand satisfied. The documentary evidence, therefore, acquires full evidentiary value.
29. In evidence led by the defendants and examined Mr.Pankaj Kumar Bansal as DW1 and sought to challenge the plaintiff's case primarily on the grounds of wrong version of material supplied, non-execution of agreement and fabrication of invoices.
However, a careful scrutiny of his cross-examination reveals material admissions and contradictions. The witness admitted his signatures on Ex. PW1/C. He admitted receipt of version 2.1 material and acknowledged invoice Ex. PW1/D. Further documents admitted during admission/denial were later sought to be denied on the plea of "inadvertent error" by DW1. No written communication was produced to show rejection of goods or demand for replacement. Further, despite specific suggestion and opportunity, no accounts were produced to rebut the plaintiff's CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 46 of 57ledger. The witness further admitted that several documents, including the written statement and affidavits, were signed without reading or understanding them. Such admissions seriously impair the credibility of the defence.
The agreement (Ex. PW1/C), having been admitted, constitutes a binding contract within the meaning of Section 10 of the Indian Contract Act, 1872. The invoices and delivery documents stand corroborated by acknowledgments bearing stamp of defendant institution, proof of delivery (PODs) and ledger entries maintained in regular course of business.
Under Section 34 of the Evidence Act (BSA equivalent), entries in books of account, when supported by corroborative evidence, are relevant and probative. The defendant has failed to produce any cogent rebuttal evidence. Mere denial, in law, does not amount to proof. In "Anil Rishi v. Gurbaksh Singh (supra)", it was held that the burden of proof lies on the party who asserts a fact; failure to discharge such burden must entail adverse consequences.
The defendant, having alleged fabrication and absence of liability, was required to substantiate the same. This burden remains undischarged. In "H. Siddiqui v. A. Ramalingam, (Supra)" the Supreme Court held that mere denial of documents is insufficient; the party must lead evidence to disprove them.
The defendant has failed to lead any such evidence. Once a dispute arises out of a commercial transaction supported by CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 47 of 57contractual documents and invoices, and the plaint discloses non- payment, the suit is maintainable. Procedural objections cannot defeat substantive rights in absence of demonstrated prejudice.
30. The plaintiff has successfully established existence of a commercial transaction, execution of a binding agreement, supply of goods and services and outstanding liability.
The defence is found to be internally inconsistent, unsupported by documentary evidence and contrary to admissions made on oath.
The objection as to maintainability is thus illusory and untenable.
In view of the foregoing analysis, Issue No. 5 is decided in favour of the plaintiff and against the defendants. The suit is held to be maintainable in law, being a commercial dispute duly instituted in accordance with the provisions of the Commercial Courts Act, 2015.
Issue No. 6: Whether the plaintiff is entitled for a decree of recovery of an amount of Rs. 5,42,560/- in favour of plaintiff and against the defendant? OPP
31. The burden prove this issue squarely rests upon the plaintiff in terms of Sections 101-103 of the Bharatiya Sakshya Adhiniyam, 2023 to establish its entitlement. It is settled in "Anil CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 48 of 57Rishi (Supra)" that: "The burden of proof lies on the party who asserts the affirmative; however, once discharged, the onus shifts."
Further, in "H. Siddiqui (Supra)", it has been held that "A fact is said to be proved when, after considering the matters before it, the Court either believes it to exist or considers its existence so probable that a prudent man ought, under the circumstances of the particular case, to act upon the supposition that it exists."
The standard, therefore, is one of preponderance of probabilities, albeit tested on the rigour expected in commercial litigation.
In commercial disputes involving supply of goods, once invoices, delivery and accounts are proved, the evidentiary burden shifts to the purchaser to rebut liability.
The present issue constitutes the fulcrum of the controversy. The plaintiff seeks enforcement of a commercial claim arising out of a written agreement dated 25.03.2022, coupled with supply of educational material, whereas the defendants seek to evade liability by disputing execution, alleging incorrect supply, and questioning the authenticity of invoices.
The adjudication of this issue necessarily requires this Court to examine as to (i) existence and binding nature of the contractual arrangement, (ii) proof of supply and acceptance of goods and (iii) subsistence of enforceable monetary liability.
32. Now this court would evaluate and appreciate the evidences CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 49 of 57led by both the parties. Testimony of PW-1 Mr. Raman Malhotra who is the authorised representative of the plaintiff, has deposed by way of affidavit (Ex. PW1/1) on similar line as in the plant and proved the foundational documents including agreement dated 25.03.2022 (Ex. PW1/C), invoices (Ex. PW1/D to Ex. PW1/O), ledger account (Ex. PW1/P), legal notice (Ex. PW1/R).
The testimony establishes that goods were supplied in tranches pursuant to the agreement and additional orders, and that no payment was received. Witness PW1 has been cross-examine by the defendant and in the Cross-Examination of PW-1, though elaborate, does not dislodge the substratum of the plaintiff's case. On the contrary, it yields material admissions regarding supply of goods pursuant to invoices, existence of multiple orders placed by defendants and continuity of commercial dealings.
The minor inconsistencies elicited, particularly regarding the advance amount of Rs.10,000/- are peripheral and do not impeach the core transaction.
Importantly, the defendant has failed to challenge he correctness of invoices in substance, the ledger entries (Ex. PW1/P), and the factum of supply. In "H. Siddiqui (Supra)", it is held that minor discrepancies do not discredit otherwise cogent evidence unless they go to the root.
The testimony of PW-1 thus inspires confidence and stands corroborated by documentary evidence.
Another witness PW-2 Ms. Meenal Agarwal, being CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 50 of 57Assistant Manager (Finance), has proved ledger entries, invoices and emails as electronic records and certificate under Section 65B (now under BSA framework). Her evidence establishes that the accounts were maintained in the ordinary course of business. Though she states limited personal involvement in transactions, such limitation does not dilute admissibility or evidentiary value. Under settled law, entries in books of account, when supported by primary evidence, carry probative value.
The defendant has examined Mr. Pankaj Kumar Bansal as DW1. The defence rests solely upon DW-1. His testimony, when tested on the anvil of cross-examination, suffers from serious infirmities. DW-1 unequivocally admits execution/signing of agreement Ex. PW1/C, receipt of goods under invoice Ex. PW1/D, non-payment of invoice amount and official stamp of defendant on delivery documents. These admissions are substantive evidence. In "Sita Ram Bhau Patil (Supra)", the Supreme Court held that admissions are the best evidence against the maker unless satisfactorily explained.
No satisfactory explanation has been offered by the defendants to neutralise these admissions.
There are inherent contradictions have been surfaced in the testimony of DW1 which impeached the credibility of the witness. The testimony of DW-1 is replete with contradictions regarding documents i.e. invoices admitted in affidavit and later on denied in cross-examination. Plea of "inadvertent admission" in cross CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 51 of 57examination by the witness. Further DW1 admitted regarding signing of affidavits without reading and also lack of knowledge of critical documents. Such conduct erodes credibility of DW1 and renders the testimony unreliable. In "Udham Singh (Supra)", it was held that "Where a witness makes inconsistent statements on material particulars, his evidence cannot be relied upon.
33. Further, DW-1 admits that accounts are maintained but fails to produce them despite legal notice and specific suggestion in cross-examination.
This invites an adverse inference under Section 114(g) of BSA. The principle is well settled that suppression of best evidence leads to presumption against the party withholding it. In "Gopal Krishnaji Ketkar (Supra)", the Supreme Court held that a party in possession of best evidence which would throw light on the issue, withholding it, must suffer an adverse inference.
An adverse inference is thus liable to be drawn against the defendants.
It may be seen that the principal defence of defendant is that incorrect version (2.1) was supplied by the plaintiff. Even assuming the said plea arguendo, the legal position remains unaffected that the defendants admits receipt of goods, no written rejection or protest has been brought on record, goods were retained by the defendants and no return had been effected by them. Under Section 42 of the Sale of Goods Act, 1930, CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 52 of 57acceptance is complete when the buyer retains goods without rejection. In "Union of India v. Maddala Thathiah, 1966 AIR 1724" it was observed that where goods are accepted and retained, the buyer is bound to pay the price, notwithstanding disputes as to quality, unless rejection is duly made. The defence, therefore, stands legally untenable.
In view of the above, the plaintiff has established a complete and unimpeached documentary chain agreement (admitted), invoices (proved and partly admitted), delivery records (bearing stamp/signature) and ledger (unrebutted).
The defendants have failed to dislodge any of these documents through cogent evidence.
Upon a holistic appreciation of evidence, this court finds that the contractual relationship stands proved between the parties. The plaintiff has been able to establish supply of goods to the defendants. Acceptance of goods is admitted by the defendants. Liability remains unpaid by the defendants and defence is remained inconsistent, unsupported and legally untenable The plaintiff has successfully discharged the burden of proof, and the defendants have failed to rebut the same.
Accordingly Issue No. 6 is decided in favour of the plaintiff and against the defendants. The plaintiff is held entitled to recovery of Rs. 5,42,560/- from the defendants.
Issue No.7: Whether the plaintiff is entitled for interest on the decreetal amount, if yes, then at what rate and for which CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 53 of 57period? OPP
34. The grant of interest is governed by Section 34 of the Code of Civil Procedure, 1908, which empowers the court to award interest for three distinct periods pre-suit, pendente lite, and post- decree.
In commercial disputes, the proviso to section 34 of CPC authorises the court to award interest exceeding 6% per annum, having regard to prevailing commercial lending rates. In "Central Bank of India v. Ravindra, (2001) 1 SCC 451", the supreme court held that interest is compensation for forbearance or detention of money... it is awarded to recompense a person who has been deprived of the use of his money.
Further, in "State of Rajasthan v. Ferro Concrete Construction Pvt. Ltd., (2009) 12 SCC 1", it was observed that the discretion to award interest under section 34 of CPC must be exercised on sound judicial principles and not arbitrarily. In "South Eastern Coalfields Ltd. v. State of M.P., (2003) 8 SCC 648", the court reiterated that a party which has had the benefit of money must compensate the other for such use.
In view of the findings under Issue No. 6, it stands established that the transaction is commercial in nature, the plaintiff supplied goods and raised invoices, the defendants accepted goods but failed to make payment and the amount has been wrongfully withheld since 2022. The defendants have thus unjustly retained money legally due to the plaintiff.
CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 54 of 57The award of pendente lite and future interest ensures that the decree does not become illusory. In "Central Bank of India v. Ravindra (supra)", it was emphasized that the court must balance equities so that neither party is unjustly enriched.
35. In the present case, no agreed rate of interest has been proved but the plaintiff has claimed pendente lite and future interest @ 15% per annum. However considering commercial nature of transaction, duration of default, prevailing market rates and equities between parties, this court deems 9% per annum to be reasonable and just. Hence,the plaintiff is entitled to interest @ 9% per annum, from date of institution the suit, till its realization.
Accordingly, Issue No. 7 is decided in favour of the plaintiff and against the defendants.
Issue No. 8: Whether the plaintiff is also entitled for the cost of the suit? OPP Issue No.9: Relief
36. Costs are governed by sections 35 and 35A of the Code of Civil Procedure, 1908. In "Salem Advocate Bar Association v. Union of India (2005) 6 SCC 344", the supreme court of India held that the award of costs should be realistic and reflect the actual expenses incurred by the successful party to deter frivolous litigation. The court criticized the prevailing practice of awarding only nominal costs or directing parties to bear their own costs, asserting that such practices encourage groundless suits and CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 55 of 57defenses.
The defendants failed to discharge admitted liability, took inconsistent and evasive pleas, withheld material evidence (accounts). Such conduct warrants imposition of costs. Hence the plaintiff is entitled to costs of the suit. Accordingly, Issue No. 8 is decided in favour of the plaintiff.
The adjudication must be aligned with the legislative mandate of the Commercial Courts Act, 2015. In "Ambalal Sarabhai Enterprises Ltd. v. K.S. Infraspace LLP, (2020) 15 SCC 585", it was held that the object of the Commercial Courts Act is to ensure speedy disposal of commercial disputes and improve the efficiency of the judicial system. In "SCG Contracts India Pvt. Ltd. v. K.S. Chamankar Infrastructure Pvt. Ltd., (2019) 12 SCC 210", the Supreme Court observed that the entire scheme of the Act is to enforce strict timelines and to prevent delays which defeat commercial justice.
The act mandates expeditious disposal, strict adherence to timelines, disciplined pleadings and evidence and realistic costs to deter frivolous defences.
The present adjudication, particularly the award of interest and costs, is consistent with these objectives.
37. In view of the findings on the aforementioned issues, the suit is decreed in favour of the plaintiff and against the defendants and the defendants are jointly and severally liable to pay a sum of CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.
Page 56 of 57Rs. 5,42,560/- (Rupees Five Lakh Forty Two Thousand Five Hundred Sixty only). The plaintiff shall further be entitled to interest @ 9% per annum from the date of institution of the suit and till its realisation.
The plaintiff shall also be entitled to costs of the suit. Decree sheet be drawn accordingly.
File be consigned to Record Room. Digitally signed lalit by lalit kumar Date:
kumar 2026.04.22 17:44:51 +0530 Announced & dictated in the (LALIT KUMAR) open Court on this District Judge 22nd April, 2026 (Commercial Court-02) South-East, Saket Courts, ND 22.04.2026 CS (COMM)-248/2025 M/s Convergia Digital Education Private Ltd. Vs. Hans International School & Anr.Page 57 of 57