Disjunctive Service on Corporations under Order XXIX Rule 2 CPC and the Non‑Extendable 120‑Day Limit for Written Statements: Commentary on MSC Mediterranean Shipping Co. S.A. & Anr. v. NTC Industries Ltd.

I. Introduction

The decision of the Calcutta High Court (Commercial Division) in MSC Mediterranean Shipping Company S.A. and Anr. v. NTC Industries Limited (IA No. GA‑COM/3/2025 in CS‑COM/749/2024, judgment dated 25 November 2025, per Aniruddha Roy J.) addresses a recurring and practically significant problem in commercial litigation:

When is service of summons on a company deemed complete under Order XXIX Rule 2 of the Code of Civil Procedure, 1908 (CPC)?
From which date is the non‑extendable 120‑day period for filing a written statement (in commercial suits under the amended Order VIII Rule 1 CPC) to be computed?

The case arises from a commercial suit filed by the plaintiffs, MSC Mediterranean Shipping Company S.A. (a global shipping line) and another, seeking recovery of alleged demurrage charges amounting to Rs. 2,03,42,338.50 against the defendant, NTC Industries Limited, a company incorporated under Indian law.

The court was not yet concerned with the substantive merits of the demurrage claim. The entire controversy in this interlocutory application revolved around a procedural issue: whether the defendant’s written statement could still be taken on record, or whether its right to defend had been forfeited because the 120‑day period from the date of service of summons had expired.

The core legal issues before the Court were:

Whether the two limbs of Order XXIX Rule 2 CPC – clause (a) (service on secretary/director/principal officer) and clause (b) (service by post at the registered office) – must be read conjunctively (as “twin conditions”) or disjunctively (as alternative modes of service).
Whether service of summons by speed post with acknowledgment due (A/D) at the company’s registered office on 14 November 2024 amounted to valid service.
Consequently, whether the defendant’s application for extension of time and its written statement, filed after 120 days from 14 November 2024 but within 120 days from a later hand service on 22 November 2024, could be entertained.

The decision is important because it:

clarifies the interpretation of Order XXIX Rule 2 CPC in the context of service on companies; and
reaffirms the strict, non‑extendable nature of the 120‑day period for filing written statements in commercial suits under the amended CPC.

II. Summary of the Judgment

Procedural posture: The defendant took out a master summons (interlocutory application) seeking:

acceptance of its written statement, and
extension of time to file the written statement beyond 30 days, but (according to the defendant) still within the 120‑day limit from the date of service of summons.

Factual matrix regarding service:

The plaintiffs’ suit was instituted on 13 August 2024.
The Deputy Sheriff’s report, dated 10 February 2025, indicated:
- Service of writ of summons and plaint by speed post with A/D at the defendant’s registered office on 14 November 2024, and
- Service by hand through the Barasat District Court machinery on a principal officer of the company on 22 November 2024.
The defendant accepted that it received hand service on 22 November 2024, but disputed valid service on 14 November 2024.

Defendant’s position:

Order XXIX Rule 2(a) and 2(b) must be read together; service is valid only if:
- the summons is served at the registered office by post and
- it is delivered to a designated person (secretary/director/principal officer).
The postal service on 14 November 2024 did not show delivery to any such designated person; hence it was not valid service.
The only valid service was on 22 November 2024, when a principal officer accepted the summons by hand.
Counting 120 days from 22 November 2024, the written statement and the application for extension were said to be within time.

Plaintiffs’ position:

Under Order XXIX Rule 2, clauses (a) and (b) are disjunctive; each constitutes an independent and sufficient mode of service.
Service by speed post at the registered office on 14 November 2024 was valid service under clause (b), irrespective of who physically signed the acknowledgment.
Therefore, the 30‑day period expired on 13 December 2024 and the outer 120‑day limit expired on 13 March 2025.
The defendant’s appearance and application on 20/21 March 2025 were beyond the 120‑day period, so the right to file written statement stood forfeited.
The defendant had allegedly suppressed the fact of postal service on 14 November 2024.

Findings and decision:

The Court held that Order XXIX Rule 2(a) and 2(b) are clearly disjunctive, not conjunctive. The word “or” between them must be given its natural, alternative meaning. Each clause provides an independent mode of service on a corporation.
Where summons is sent by post to the company’s registered office, valid service is effected under Rule 2(b) once delivery at that address is shown. There is no requirement that the postal article must be personally received by a director, secretary or principal officer.
On the facts, the Deputy Sheriff’s report and the postal tracking report showed delivery at the defendant’s registered office on 14 November 2024. The defendant did not dispute that this was indeed its registered office.
Accordingly, the Court held that valid and lawful service of summons was effected on 14 November 2024.
Counting 120 days from 14 November 2024, the period to file a written statement expired on 13 March 2025. The defendant’s master summons, taken out on 21 March 2025, was beyond this mandated period.
In commercial suits governed by the amended Order VIII Rule 1 CPC, once 120 days have elapsed from valid service of summons, the defendant’s right to file a written statement is forfeited, and the written statement cannot be taken on record.
Consequently:
- The application for extension of time was held not maintainable and was dismissed.
- Any written statement submitted by the defendant was directed to be removed from the record and returned, without the Court taking cognizance of it.
- The suit was directed to proceed as an undefended suit.

The Court therefore refused to consider the sufficiency of the causes shown by the defendant for delay, holding that once the 120‑day outer limit had expired, the question of condonation or extension did not arise.

III. Statutory and Procedural Framework

A. Commercial suits and Order VIII Rule 1 CPC (amended)

Pursuant to the Commercial Courts Act, 2015 and its Schedule, Order VIII Rule 1 CPC has been amended for commercial disputes:

The defendant must file the written statement within 30 days from the date of service of summons.
The Court may, for reasons to be recorded, extend the time for filing the written statement, but not beyond 120 days from the date of service.
On expiry of 120 days, the defendant forfeits the right to file its written statement, and the Court shall not allow the written statement to be taken on record.

The Supreme Court (e.g. in SCG Contracts India Pvt. Ltd. v. K.S. Chamankar Infrastructure Pvt. Ltd., (2019) 12 SCC 210) has repeatedly held this 120‑day period to be mandatory and non‑extendable. The Calcutta High Court follows this line: once the 120‑day window has elapsed, no discretion survives to receive a written statement.

B. Service on corporations under Order XXIX Rule 2 CPC

Order XXIX deals specifically with suits by or against corporations (including companies). Rule 2 provides:

Order XXIX, Rule 2 – Service on corporation.

Subject to any statutory provision regulating service of process, where the suit is against a corporation, the summons may be served –

(a) on the secretary, or on any director, or other principal officer of the corporation, or

(b) by leaving it or sending it by post addressed to the corporation at the registered office, or if there is no registered office then at the place where the corporation carries on business.

In this case, the interpretive dispute turned on whether the “or” between clauses (a) and (b) means that these modes are alternative (disjunctive), or whether they must both effectively be satisfied to constitute valid service (conjunctive reading).

C. General provisions of service (Order V CPC) versus specific provision (Order XXIX)

Order V CPC lays down general rules for issue and service of summons, primarily framed with individual defendants in mind. Order XXIX is a special provision tailored for corporate defendants. The Court correctly notes that specific provisions for corporations (Order XXIX) govern service in such cases, and the general provisions of Order V cannot override or dilute the specific scheme applicable to companies.

IV. Detailed Analysis of the Court’s Reasoning

A. Competing interpretations of Order XXIX Rule 2

1. Defendant’s argument: “twin” mandatory conditions

The defendant advanced a restrictive reading of Rule 2:

It was argued that both sub‑rules (a) and (b) must be fulfilled together, i.e., the summons should not only be sent by post to the registered office, but also actually delivered to a secretary, director, or principal officer.
On this view, service by post at the registered office, without proof that a designated officer received it, would be insufficient; no valid service occurs until a designated officer accepts the summons – in this case, allegedly on 22 November 2024.

This approach sought to:

shift the starting point of the 120‑day countdown from 14 November to 22 November 2024, and
bring the defendant’s filing within the permissible window.

2. Plaintiffs’ argument: disjunctive, alternative modes

The plaintiffs argued that Rule 2 sets out alternative routes to valid service:

Clause (a) – direct service on the secretary/director/principal officer; or
Clause (b) – service by leaving the summons at, or sending it by post to, the corporate defendant at its registered office (or principal place of business).

On this interpretation:

If the summons is sent by post and delivery at the registered office is proved, that alone suffices. There is no further requirement to prove who inside the company physically signed the postal acknowledgment.
Service on 14 November 2024 was therefore complete, rendering the later hand service on 22 November 2024 legally redundant.

B. The Court’s interpretation: “or” means “or”

The Court adopts a straightforward textual and contextual reading:

The use of the word “or” between clauses (a) and (b) denotes that the modes of service are disjunctive, i.e., they are independent alternatives.
The Court explicitly rejects the notion that both sub‑rules have to be complied with as “twin conditions.”
If service is validly effected via any one mode prescribed under Rule 2, there is no obligation to adopt or prove the other mode.

This is consistent with:

ordinary principles of statutory interpretation – where “or” ordinarily signals an alternative unless context compels a different reading;
the object of service provisions – to ensure fair notice to the defendant, not to create procedural traps for the plaintiff; and
the Supreme Court’s understanding in Shalimar Rope Works (discussed below) that sending a summons by post to a company’s registered office raises a presumption of proper service.

C. Application to the facts: Was there valid service on 14 November 2024?

The Court’s analysis turns on the Deputy Sheriff’s report dated 10 February 2025, which recorded:

service of summons and plaint by speed post with A/D to the defendant’s registered office on 14 November 2024; and
subsequent hand service on a principal officer at the company on 22 November 2024.

Crucially:

The defendant did not dispute that the address used for postal service was indeed its registered office.
The defendant merely argued that the report did not record that any secretary, director, or principal officer had personally received the postal article.

The Court’s reasoning:

Once it is shown that the summons was sent by post to and delivered at the registered office, Rule 2(b) is satisfied. There is no additional requirement under Rule 2(b) that the acknowledgment card bear the signature of a specified corporate officer.
The Court relies on the postal track report appended to the Deputy Sheriff’s report to conclude that the postal article was in fact delivered at the registered office on 14 November 2024.
Therefore, service on 14 November 2024 was “proper and lawful service” on the corporation within the meaning of Order XXIX Rule 2(b). The later hand service on 22 November 2024 was, in effect, superfluous for calculating limitation under Order VIII Rule 1.

D. Consequence under the amended Order VIII Rule 1

After fixing 14 November 2024 as the date of service, the rest of the reasoning follows directly from the mandatory timeline of Order VIII Rule 1 (as amended for commercial disputes):

30 days from 14 November 2024 expired on or about 13 December 2024.
The outer 120‑day limit expired on or about 13 March 2025.
The defendant entered appearance and moved the master summons on 20/21 March 2025 – after the 120‑day period.

In line with the statutory command, the Court holds:

“…the mandated 120 days under amended Order VIII Rule 1 of CPC has expired from the date of service of writ of summons, the defendant has forfeited its right to file written statement and the written statement shall not be allowed to be taken on record.”

Once this conclusion is reached, the Court observes that it is unnecessary to scrutinize the defendant’s explanations for delay in the supporting affidavit. Those explanations could have been relevant if the filing were late but still within 120 days (i.e. requiring “extension of time”); but here the issue is one of forfeiture after the outer limit.

The Court therefore:

dismisses the application as not maintainable;
directs that any written statement, if on record, be removed and returned to the defendant; and
directs that the suit shall henceforth proceed as an undefended suit.

(There is a minor typographical slip in para 28, referring to “Order VII Rule 1(a)” instead of “Order VIII Rule 1(a)”; context clearly shows that the Court means Order VIII, not Order VII.)

V. Precedents Cited and Their Treatment

A. M/s Shalimar Rope Works Ltd. v. Abdul Hussain H.M. Hasanbhai Rassiwala, (1980) 3 SCC 595

This Supreme Court decision is central to understanding service on companies. The key passage, quoted by the High Court, states that:

“…Sending a summons by post to the registered office of the company, unless the contrary is shown, will be presumed to be service on the company itself.”

The ratio is:

Where the summons is correctly addressed, prepaid and posted to the company at its registered office, there is a presumption of valid service unless the company produces evidence to rebut this.
Order V Rule 17 (substituted service) must be understood in light of the practical realities of corporate service; the focus is on effective notice, not on hyper‑formalistic requirements about which individual signs.

In the present case, the High Court uses Shalimar Rope Works to reinforce the view that:

service by post at the registered office under Rule 2(b) is a stand‑alone valid mode of service; and
there is no need to insist that a particular officer of the company must be named as the recipient in the postal acknowledgment.

Thus, Shalimar Rope Works supports the plaintiffs’ position and undercuts the defendant’s contention that personal delivery to a designated officer is essential in all cases.

B. S.V. Enterprises v. Welkin Auto Pvt. Ltd., 2020 SCC OnLine Cal 646

In S.V. Enterprises, the Calcutta High Court held that service of summons on a wrong address (not being the defendant’s registered office or place of business) does not amount to valid service on a company.

The defendant in the present case relied on this decision, but the Court distinguished it on facts:

In S.V. Enterprises, the error lay in serving the summons at an incorrect address, which was not the company’s registered office.
In the present case, the defendant does not dispute that the summons was sent to its correct registered office on 14 November 2024.

Because the threshold issue of correct address is satisfied here, the principle from S.V. Enterprises – that a wrong address invalidates service – simply does not arise. The case is therefore inapplicable on its facts.

C. Pravinchandra s/o Dhanjibhai Kotak v. Murli Agro Products Ltd., 2005 (4) Mh.L.J. 156

This Bombay High Court decision involved a slightly different issue: where a summons is physically handed over to an employee of a company who is not a designated person under Rule 2(a) (i.e., not secretary, director or principal officer), whether that would be valid service.

In Pravinchandra, it was held that such service was not valid because Rule 2(a) specifically identifies the category of persons through whom service may be effected.

In the present case:

The first relevant service (for limitation purposes) is by post at the registered office under Rule 2(b), which does not require proof of who exactly received the article within the company.
The second service (by hand) is on a principal officer – which would in any event satisfy Rule 2(a).

Therefore, the Court finds Pravinchandra inapplicable:

It dealt with an improper hand service on an unauthorized employee under Rule 2(a);
Here, by contrast, we are concerned with:
- valid postal service at the registered office (Rule 2(b)), and
- a later (and admittedly valid) hand service on a principal officer (Rule 2(a)).

Thus, Pravinchandra does not assist the defendant.

VI. Complex Concepts and Terminology Simplified

A. Service of summons on a company

Purpose: To give notice to the defendant that a suit has been filed, so that it can appear and defend.
For companies: Law recognizes that it is impractical to track which individual within a corporate structure physically receives the envelope; hence special rules:
- Either serve specified officers (secretary/director/principal officer); or
- Send the summons by post to the company’s registered office.
Presumption: If the summons is posted to the registered office and delivery is confirmed, the law presumes the company has been duly served, unless it shows otherwise.

B. Registered office

The registered office of a company is the official address recorded with the Registrar of Companies. It is the legal “domicile” of the corporate entity for receiving notices, summonses and other legal communications. Service at this address is generally treated as service on the company itself.

C. Deputy Sheriff’s report

On the Original Side of the Calcutta High Court, service of writ of summons is often effected through the office of the Deputy Sheriff, which:

coordinates postal and hand service;
obtains postal tracking information and acknowledgments; and
submits a formal service report to the Court confirming whether and when service was successful.

Such a report carries significant evidentiary weight in determining the date of service.

D. Master summons

A master summons is a procedural device used on the Original Side of the High Court to move interlocutory applications (like extensions of time, stay, etc.) within a pending civil suit. Here, the defendant used a master summons to seek:

extension of time beyond 30 days but within 120 days; and
direction to the Registry to accept its written statement.

E. Undefended suit

When the Court directs that a suit will proceed as undefended:

It does not automatically mean an immediate decree for the plaintiff.
It means that the defendant will not be allowed to file a written statement, and will ordinarily not be heard on issues of fact or law.
The plaintiff may still be required to:
- lead evidence,
- prove the claim, and
- satisfy the Court that a decree is justified.

However, the loss of an opportunity to file a written statement is a serious procedural consequence and radically weakens the defendant’s position.

F. Forfeiture of right to file written statement

Under the amended Order VIII Rule 1 (for commercial disputes):

Filing of written statement within 30 days is the norm.
Up to 120 days may be allowed by the Court for reasons recorded.
After 120 days, the defendant’s right to file a written statement is forfeited, meaning:
- the Court has no discretion to receive it; and
- even if the written statement is physically tendered, it must be returned and cannot be treated as part of the record.

VII. Impact and Broader Legal Significance

A. Clarification of service on corporations under Order XXIX Rule 2

This judgment establishes, with particular clarity in the context of the Calcutta High Court (Commercial Division), that:

Order XXIX Rule 2(a) and 2(b) CPC are alternative modes of service on corporations – the word “or” is disjunctive.
Service by post to the registered office – when delivery is established – is by itself sufficient and lawful, even without naming a specific officer who signed the acknowledgment.
Defendants cannot insist that for postal service to be valid, it must be shown that the summons came into the hands of a secretary/director/principal officer.

This will likely guide:

future disputes over service dates in commercial suits involving companies;
the Deputy Sheriff’s office and other process servers in how they document service; and
corporate litigants, who must recognize that delivery at the registered office can start the limitation clock, irrespective of internal handling of mail.

B. Reinforcement of the strict 120‑day regime in commercial suits

The decision is another affirmation of the now well‑settled proposition that:

In commercial disputes, the 120‑day limit for filing written statements is absolute and non‑extendable.
Courts cannot resort to inherent powers (Section 151 CPC) or general notions of justice to override this timeline.
Applications for extension filed even a few days beyond the 120‑day period are not maintainable, however compelling the reasons might be.

This decision, therefore, serves as a caution to:

Corporate defendants – to:
- monitor their registered office mail vigilantly;
- treat the earliest postal delivery of a court summons as the starting point of limitation; and
- engage counsel and file written statements well before the 120‑day cliff.
Plaintiffs – to:
- preserve and produce clear service records (Deputy Sheriff’s reports, postal tracking, A/D cards), as these documents may ultimately determine whether a defendant can defend the suit at all.

C. Litigation strategy and risk allocation

Strategically, the ruling:

Emphasizes that the risk of internal mismanagement of mail or lack of communication within the defendant company falls squarely on the defendant, not on the plaintiff or the Court.
Discourages attempts to:
- redefine the “date of service” by arguing hyper‑technical defects in service, where the summons has in fact been delivered at the registered office; or
- rely on subsequent hand service to push forward the limitation start date.

In practice, this will likely:

curb dilatory tactics by defendants; and
enhance the speed and predictability of commercial litigation – which is a central policy objective of the Commercial Courts Act regime.

D. Suppression and candour to the Court

Although the judgment does not expressly rest its decision on the alleged suppression, the plaintiffs’ argument that the defendant did not candidly disclose postal service on 14 November 2024 is noteworthy. In future cases, a demonstrated lack of candour about service history might justify:

adverse inferences; and
in appropriate cases, even costs or sanctions for abuse of process.

E. Administrative and drafting lessons

The judgment also implicitly suggests:

The importance of:
- careful drafting of Deputy Sheriff’s reports – clearly noting dates, modes, and addresses of service; and
- maintaining postal tracking documents as part of the case record.
The need for vigilance in avoiding typographical errors (such as the reference to Order VII instead of Order VIII), though here it did not affect the substance of the ruling.

VIII. Conclusion

The decision in MSC Mediterranean Shipping Co. S.A. & Anr. v. NTC Industries Ltd. makes two key contributions to procedural law in commercial disputes involving corporate defendants:

It firmly clarifies that Order XXIX Rule 2 CPC provides disjunctive, alternative modes of service on corporations. Service by post at the registered office, once delivery is shown, is by itself sufficient and lawful service, without any requirement that a secretary, director or principal officer personally sign the acknowledgment.
It reinforces the rigorous, non‑extendable 120‑day limit for filing written statements under the amended Order VIII Rule 1 in commercial suits. Once this period expires from the date of valid service, the defendant’s right to file a written statement is irrevocably forfeited, and the Court has no discretion to accept it.

Together, these principles significantly affect how corporate defendants must approach service of process and litigation timelines:

They cannot safely ignore or downplay postal service at the registered office.
They must organize internal systems to respond rapidly to any summons received there.
They cannot rely on arguments of defective service or on subsequent hand service to reset or extend the 120‑day clock, absent clear evidence of non‑delivery or wrong address.

From a systemic perspective, the judgment advances the objectives of the commercial courts framework: expedition, certainty, and discipline in procedural timelines, especially where sophisticated corporate entities are involved. It stands as a clear precedent on both the mechanics of service on corporations under Order XXIX Rule 2 and the unforgiving consequences of missing the 120‑day window for filing written statements in commercial litigation.