In Shekhar Girdhar & Anr. v. Brij Dwivedi (FAO (COMM) 23/2026, decided 4 November 2026), a Division Bench of the Delhi High Court — Justice Dinesh Mehta and Dr. Justice Aditi Choudhary — dismissed an appeal under Section 13(1A) of the Commercial Courts Act, 2015 and upheld the return of a plaint in a Rs 33.66 lakh recovery suit. The lenders had advanced Rs 18 lakh in cash against a promissory note; the court held the transaction a personal or friendly loan, not a “commercial dispute”, and sent the suit to the ordinary civil court.
The case in one view
| Case | Shekhar Girdhar & Anr. v. Brij Dwivedi, FAO (COMM) 23/2026 |
|---|---|
| Court | High Court of Delhi, Division Bench — Justice Dinesh Mehta and Dr. Justice Aditi Choudhary (reportable) |
| Decided | 4 November 2026 (reserved 14 October 2026) |
| Below | CS (Comm) 1298/2025 returned under Order VII Rule 10 CPC on 13 December 2025 — not a commercial dispute |
| Outcome | Appeal under Section 13(1A) dismissed; six weeks to file the plaint before the competent civil court |
The transaction
Two brothers claimed they lent Rs 18 lakh in cash to the respondent in March 2018 at 1% monthly interest, against a promissory note dated 20 March 2018. Interest of Rs 18,000 per month was paid until July 2018 and then stopped. Their recovery suit for Rs 33,66,000 travelled a procedural loop familiar to commercial litigants: an original suit returned, pre-litigation mediation under Section 12A ending in a non-starter report in November 2025, a fresh suit before the Commercial Court — and then the order of 13 December 2025 returning the plaint on the ground that the dispute was not commercial at all.
The strict gate of Section 2(1)(c)
The Division Bench anchored its analysis in Ambalal Sarabhai Enterprises Ltd. v. K.S. Infraspace LLP, (2020) 15 SCC 585, which requires strict interpretation of “commercial dispute”. The lenders invoked clause (i) — ordinary transactions of merchants, bankers, financiers and traders. The Bench found the plaint vague about what business the parties carried on, and the transaction itself bearing the signature of friendship rather than finance: cash, between acquaintances, on a simple note.
From the judgment: where a loan is involved, “the same must be part of a commercial transaction and not a personal or friendly loan” — and “disputes arising from friendly loans, even if given for furthering the business interest of the borrower alone” would not qualify.
The promissory note changed nothing. A negotiable instrument documents a debt; it does not supply the commercial character that Section 2(1)(c) demands. Amanpreet Kohli v. Pankaj Dayal was distinguished on its facts.
Why the forum fight matters
Section 12A mediation, strict timelines for written statements, summary judgment, case management hearings, limited adjournments — a regime built for genuine commerce above the specified value.
Regular CPC procedure, no 120-day written statement guillotine, no Section 12A precondition — the default forum for personal money claims, however well documented.
Plaintiffs are sometimes drawn to the commercial track for its speed; defendants sometimes invoke it tactically for its strictness. The decision is a caution against both: a mislabelled suit loses time twice, once in the wrong forum and once in transit. Here, a March 2018 loan will begin again before the ordinary civil court nearly eight years later — though with the benefit, under Section 14 of the Limitation Act, of the time spent prosecuting in good faith before the wrong forum being excludable, and with the Bench’s six-week window for refiling.
Drafting lessons for recovery suits
- Plead the commercial character with particularity: the business of each party, the course of dealings, and why the transaction was an ordinary incident of that business.
- A promissory note, invoice or ledger entry is evidence of debt — not of commerciality. Do not rely on the document to do the jurisdictional work.
- Where the lender is not a financier by trade, file before the ordinary civil court and avoid the detour altogether.
- Watch the return-versus-rejection distinction: a plaint returned under Order VII Rule 10 survives for refiling; diary the time limit granted and present it promptly.
For Delhi practitioners, the judgment adds a clear Division Bench statement to the growing body of law policing the boundary of the Commercial Courts Act, 2015 — a boundary that protects the special track for the disputes it was designed to resolve.
Frequently Asked Questions
What makes a dispute "commercial" under the Commercial Courts Act?
Section 2(1)(c) lists the categories — including ordinary transactions of merchants, bankers, financiers and traders under clause (i). The Supreme Court in Ambalal Sarabhai Enterprises v. K.S. Infraspace LLP mandates strict construction: the dispute must genuinely fall within a listed category, because the Act's special procedures and timelines are meant for commerce, not for every money claim.
Why did the promissory note not help the lenders?
Because the instrument does not define the transaction. The court held that where a loan is involved it must be part of a commercial transaction, not a personal or friendly loan, and the mere execution of a promissory note did not convert the advance into an ordinary transaction of financiers. The plaint was also vague about the parties' business.
Does it matter that the loan helped the borrower's business?
No. The court observed that disputes arising from friendly loans, even if given for furthering the business interest of the borrower alone, would not qualify as commercial disputes. The character of the transaction is judged from both ends — the lender must be acting in the way of trade or finance, not friendship.
What happens to the suit now?
The plaint was returned under Order VII Rule 10 CPC, not rejected, so the claim survives. The appellants were granted six weeks to file the plaint before the court of competent ordinary civil jurisdiction, where the suit will proceed under the regular CPC procedure rather than the Commercial Courts Act's special track.