1. The payment of ₹18.90 lakhs against the agreed payment of ₹11.65 Lakhs is a serious concern that the Hon'ble Court is considering right now, which may turn out to be a case of cheating, which is only possible after the evidence takes place. Remember, an oral agreement is also an agreement, if corroborated with evidences.
2. It totally depends upon how the complainant portrays it before the Hon'ble Court and how well your advocate rebuts that.
3. Same as answered in point 1.
4. Not generally. However, if the cognisance order passed by the magistrate is not exhaustive and non-explanatory of the offences committed, it is a ground of challenge. 
5. Same as point 4. However, it is a burden of yours to be mindful how and on what grounds you do challenge the cognisance order.Merely stating orally that let the evidences come is not a big challenge if the same hasn't been explained in the order sheet.
6. Without seeing the actual complaint it is not possible to make a comment on it.
7. It's better to challenge it in sessions court rather risking it all by taking it directly to High Court.
8. Choose your next steps mindfully and engage an advocate who foresees the outcome of the case against you.

Good luck!

Based strictly on the facts as stated and the material presently on record, the matter appears to be overwhelmingly civil/commercial in nature, and the criminal process is being invoked as a pressure tactic. Addressing your questions sequentially:

1. On the complaint, police report, and Section 223 BNSS statement as they stand, no clear criminal offence is made out on the essential ingredients. Cheating requires dishonest intention at the inception of the transaction. Here, payments were made over a long period (nearly two years), work was admittedly executed on two floors, and billing was admittedly measurement-based. There is no averment, much less material, to show that at the time of entering into the arrangement in May 2022, the accused had any fraudulent or dishonest intention. At best, the allegations disclose a dispute over scope of work, measurements, pricing, and accounts, which is civil.

2. A reconciliation or account statement cannot, in criminal law, be treated as a “fake invoice” unless it is shown to be a forged or fabricated document within the meaning of forgery provisions. An internal statement, reconciliation, or demand note reflecting amounts claimed—especially in a measurement-based contract—is not a “false document” merely because the complainant disputes the figures. Criminality does not arise from a billing disagreement unless there is proof of forgery, impersonation, or fabrication of a document purporting to be something it is not.

3. Yes, the fact that payments span nearly two years with admitted work done substantially weakens any allegation of cheating, conspiracy, or criminal breach of trust. Courts consistently hold that prolonged commercial dealings with part-performance negate the inference of dishonest intention at inception. Such facts are fatal to cheating allegations unless there is very specific material showing deception from day one.

4. Given that the police have refused FIR registration after enquiry and the Magistrate has already declined investigation, a threshold dismissal application is procedurally appropriate. The Magistrate is fully empowered to dismiss the complaint at the pre-summoning stage if, on the complainant’s own showing, no offence is disclosed. The accused are not required to lead evidence at this stage; the court must test the complaint on its face value.

5. If the Magistrate mechanically says “let evidence come” despite the absence of basic ingredients of any offence, such an order is vulnerable to challenge. While Magistrates have discretion, that discretion must be exercised judicially. Forcing an accused into trial in a purely civil dispute, without prima facie criminal ingredients, is a recognised ground for interference by superior courts.

6. There is no sustainable basis to continue criminal proceedings against directors in the absence of specific role attribution. Vicarious liability is unknown to criminal law unless expressly provided by statute. Bald allegations that “directors are responsible” without particulars of who did what, when, and how, are insufficient. This is especially true in a case arising from a commercial contract where dealings are through the company.

7. If the matter survives at the Magistrate level, there appear to be strong grounds for quashing under Section 482. The dispute is contractual, the police have already opined that no cognizable offence is made out, the material relied upon by the complainant does not satisfy criminal ingredients, and the proceedings appear to be an abuse of process aimed at recovery or coercion.

8. As a strategic matter, the threshold dismissal application should be tightly focused on (i) absence of dishonest intention at inception, (ii) admitted execution of work, (iii) lack of any forged or false document, (iv) civil nature of accounting disputes, and (v) misuse of criminal law after failure before the police. It is also relevant that the complainant himself is an advocate, as courts are particularly cautious where legal process appears to be used as leverage rather than for redress of genuine criminality.

Overall, on the complainant’s own version, this case does not cross the threshold of criminal law. The legal position strongly favours dismissal at the earliest stage, and failing that, quashing.

1) no criminal case is made out 

2) no case if cheating is made out 

3) account statement is not an fake invoice 

4) no specific role attributed to directors .no case is made out against them

5) you have good case for quashing

6) very difficult to prove oral contract there is .no evidence against the accused  

1.The complaint copy has to be perused to render any opinion.

2. This is an allegations leveled by the complainant, hence any challenge to the claim can be made in the trial proceedings only.

3. No, it seems to be a continuous offence, hence maintainable for prosecution.

4. You can file a discharge petition to dismiss the case based on the magistrate's decision.

5. No vulnerability found, you can challenge the same on merits.

6. It depends on the specific allegations leveled against the directors who were involved in it

7. You can file a quash petition even at this stage if you still feel that this case is fit for quashing by high court

1. Criminal Offence Made Out?
Based on the complaint, police report, and Section 223 BNSS statement, no clear criminal offence appears made out. The allegations center on alleged overcharging, incomplete work, and breach of oral terms—essentially a civil contractual dispute over pricing and scope of AC installation. The police, after inquiry, found no cognizable offence. Key ingredients of cheating (Section 316 BNSS) like dishonest intention from inception or criminal breach of trust are absent, especially since substantial work was admittedly completed and payments were made over a long period without immediate complaint.

2. Fake Invoice Without Forgery?
A reconciliation statement or account summary, even if disputed or inaccurate, cannot typically be termed a “fake invoice” in criminal law without evidence of forgery, falsification, or fraudulent misrepresentation intended to deceive. Mere disagreement over billing or commercial terms does not amount to a criminal offense unless there is proof the document was fabricated to falsely claim a liability or entitlement. Without forgery or use of a forged document as genuine, the allegation likely remains a civil accounting dispute.

3. Long Duration & Admitted Work
Yes, the nearly two-year payment period with admitted partial completion significantly weakens allegations of cheating or criminal conspiracy. Cheating requires fraudulent or dishonest intention at the time of inducement. Continuous dealings, partial performance, and delayed complaint suggest a transactional relationship and possible disagreements over scope/price, not criminal intent. This timeline supports the defense that the dispute is purely civil/contractual.

4. Threshold Dismissal Application
A threshold application under Section 204(4) BNSS/Section 203 CrPC is appropriate when, on the face of the complaint and pre-summoning evidence, no offence is disclosed. Since the Magistrate has already declined an FIR after police report, and recorded the complainant’s statement, it is procedurally sound to argue that even taking the complainant’s version as true, no criminal case is made out, warranting dismissal without summoning the accused.

5. Vulnerability of “Let Evidence Come” Order
If the Magistrate rejects the dismissal application with a “let evidence come” remark, that order is vulnerable to revision under Section 401 BNSS (Sessions Court) or quashing under Section 482 CrPC before the High Court, especially if the complaint and materials do not prima facie disclose an offence. High Courts often intervene at the threshold if proceedings are manifestly frivolous or purely civil in nature, to prevent abuse of process.

6. Directors Without Specific Role
Continuing criminal proceedings against directors without specific allegations of their active role or criminal intent in the alleged offence is legally untenable. Vicarious liability in criminal law requires active connivance or specific responsibility. Mere designation as director, without allegations of participation in the alleged cheating/fraud, is insufficient to summon them, as per Supreme Court precedents (e.g., S.M.S. Pharmaceuticals Ltd.).

7. Section 482 Quashing Grounds
Strong grounds exist for quashing under Section 482 CrPC/BNSS. The case appears to be a purely commercial dispute over pricing and contract execution, with no criminal intent evident. The police report found no offence, partial work was completed, and the long transaction period negates cheating. Continuing criminal proceedings would amount to abuse of process, satisfying the State of Haryana v. Bhajan Lal guidelines for quashing.

8. Suggestions
File a detailed threshold dismissal application highlighting the civil nature, police clean chit, admitted performance, and absence of dishonest intent. Cite relevant Supreme Court judgments distinguishing civil breach from criminal cheating. Simultaneously, consider a Section 482 petition if the Magistrate summons, as delay could cause unnecessary harassment. Maintain readiness for a civil settlement discussion, as that may be the complainant’s real objective.

1. Under proviso to Section 223, you will be given an opportunity against the complaint before cognizance is taken by the Magistrate. You can very much make your written submissions against the allegations made in complaint in the  form of threshold objections.
2. Offence of cheating involves the intention to cheat from the very inception of transaction. As some work is completed, offence of cheating is not made out.
3. Other allegations of overpricing, fake invoices, non-completion of work are civil disputes.
4. Offence of blackmail is not defined under any Indian law, there is offence of extortion which has very distinct ingredients which are not made out in your case.

Answers to your questions.

1. No criminal offence is made out.
2. Fake invoice is totally different matter where the invoice is fabricated. Fudging of accounts is not a fake invoice.
3. Your payments demolishes the allegations of cheating.
4. There is no such threshold application of objections, you can make use of proviso to Section 223.
5. You can certainly challenge such order in High Court on the grounds that your objections are not considered by trial Court.
6. In criminal offence, each participant has to attributed his specific role.
7. There is no harm in invoking Section 482.
8. Face the trial, get an acquittal and then file a criminal complaint  against the  complainant for malicious prosecution.

Not AI generated answer.