Picture this: a cheque worth ₹50,000 gets deposited at a bank, but the amount in figures has been quietly changed from ₹5,000. The bank pays it out, the fraud is discovered later, and now everyone wants to know who is legally responsible. This is exactly the kind of situation that Section 87 of the Negotiable Instruments Act, 1881 was designed to address. It deals with what happens when someone tampers with a cheque, bill of exchange, or promissory note after it has been issued, and why even a small, seemingly harmless change can void the entire instrument.

Table of Contents

What is material alteration

A negotiable instrument is only as trustworthy as its original terms. The moment someone changes those terms without everyone’s consent, the document stops representing what the parties actually agreed to. The law calls this a material alteration: any change that affects the legal character or financial obligation created by the instrument.

The Act itself does not give an exhaustive definition, but courts have consistently followed the principle that an alteration is material if it changes the legal relationship between the parties or the sum of money payable, as noted in commentary on Section 87. In short, if the change alters what the instrument legally means or how much someone owes, it counts as material.

What counts as a material alteration

Not every mark or correction on a cheque is treated the same way. The law focuses on changes that touch the core commercial terms of the instrument.

Changes to date, amount, time or place of payment

These four elements form the financial backbone of any negotiable instrument, so altering any of them is almost always material:

Element altered Why it matters
Date Changes when the instrument becomes payable or affects limitation periods
Amount (in words or figures) Directly changes the sum a party is liable to pay or receive
Time of payment Alters the maturity or due date of the obligation
Place of payment Shifts where and how the payer must fulfil the obligation

Other alterations that qualify

Beyond the four listed above, courts have also treated the following as material: adding a new party to the instrument, changing the rate of interest, converting an order instrument into a bearer instrument, tearing away a material part of the document, and erasing an account payee crossing. Even changing the bank at which a bill is payable has been held material, as seen in the case of Seth Tulsidas Lalchand v. Rajagopal.

What does not count as material alteration

Interestingly, the Act carves out specific exceptions. Filling in the blanks of an incomplete instrument, converting a blank endorsement into a special one, qualifying or limiting an acceptance, and a holder crossing an uncrossed cheque are all treated as valid actions rather than material alterations, as summarised under Section 87 read with Sections 20, 49, 86 and 125. Purely clerical corrections that fix an obvious typographical slip, made with everyone’s knowledge, are usually treated the same way.

Section 87 lays down a fairly strict rule: any material alteration renders the instrument void against anyone who was a party to it at the time of the change and who did not consent to it. This means that party can refuse to honour the instrument entirely, not just the altered portion.

There is one important exception. If the alteration was made simply to carry out the original, common intention of the parties, such as correcting an honest clerical mistake that everyone agreed to, it will not void the instrument. The distinction the courts draw is between an alteration made with the shared understanding of all parties versus one made unilaterally by a single party for their own advantage.

Alteration by an indorsee discharges the indorser

The second part of Section 87 deals with a more specific scenario involving endorsement. When a negotiable instrument is transferred through endorsement, the endorser effectively guarantees the instrument to the next holder. But if that later holder, the indorsee, goes on to materially alter the instrument, the law discharges the original indorser from liability entirely.

This exists to protect people who transfer instruments in good faith. An endorser signs off on the instrument exactly as it reads at the time of transfer. If the person who receives it afterwards changes the terms, it would be unfair to hold the endorser accountable for a version of the document they never actually agreed to.

How banks and paying parties are protected

Material alteration creates a real practical problem for banks, which process thousands of cheques daily and cannot examine every one under a magnifying glass. Section 89 of the Act addresses this by protecting a bank or any party that pays an instrument in due course, according to its apparent tenor, even if the instrument was altered in a way that was not visible on its face, as detailed in Section 89. In simple terms, if the alteration is not apparent and the payment is otherwise made honestly and carefully, the payer is discharged from further liability.

To reduce fraud risk in the first place, the Reserve Bank of India has also tightened cheque-handling rules over the years. Under the cheque truncation system, banks are directed not to accept cheques carrying corrections or alterations to the payee’s name or the amount, with the only permissible correction being to the date, as clarified in the RBI circular on cheque alterations. If a cheque shows any other change, banks are expected to insist on a fresh instrument rather than accept a corrected one. This operational rule works alongside Section 87, essentially preventing many alteration disputes from reaching the courts at all.

A real case: Veera Exports v. T. Kalavathy

Case law helps make the rule concrete. In Veera Exports v. T. Kalavathy, the Supreme Court examined a cheque that had been altered without the drawer’s consent and held that such a cheque becomes void against the drawer, reinforcing that unauthorised changes strip the instrument of its enforceability, as summarised by legal commentary on the judgment. This case is frequently cited in Indian courts precisely because it draws a clean line: consent is the deciding factor, not the size of the change.

It is worth noting how this interacts with cheque dishonour law. If a cheque bounces because of an unauthorised alteration rather than insufficient funds, the criminal liability provisions for dishonour under Section 138 typically do not apply in the same way, because the instrument itself has been rendered void as against the drawer.

Why this matters for commerce students and future professionals

For anyone heading into accounting, banking, or business management, this is not just an exam topic. Businesses issue and receive cheques, promissory notes, and bills of exchange constantly, and disputes over altered instruments show up in real commercial transactions. Understanding Section 87 helps explain why banks insist on fresh cheque leaves instead of accepting scratched-out corrections, why endorsers are protected from later tampering, and why even a single unauthorised digit change can unravel an entire payment obligation.

It is a useful reminder of a broader principle in commercial law: negotiable instruments derive their value from certainty. The moment that certainty is compromised, even with good intentions, the legal protections built around the instrument start to fall apart.

Quick recap

  • Material alteration changes the legal character or obligation of an instrument.
  • It renders the instrument void against non-consenting parties, unless made to fulfil the original common intention.
  • Alteration by an indorsee discharges the prior indorser from liability.
  • Certain actions, like filling blanks or crossing a cheque, are not treated as material alterations.
  • Banks paying an instrument in due course, without the alteration being apparent, are protected under Section 89.

What do you think? If a bank cannot reasonably detect an alteration and pays the cheque anyway, should the loss fall entirely on the original drawer, or should banks be expected to invest in better detection systems regardless of cost? And where do you think the line should be drawn between an honest clerical correction and a material alteration made without full consent?

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References
  1. https://indiankanoon.org/doc/692532/
  2. https://indiankanoon.org/doc/1147393/
  3. https://www.rbi.org.in/commonman/Upload/English/Notification/PDFs/CACA220610.pdf
  4. https://bhattandjoshiassociates.com/understanding-section-87-and-section-138-of-the-negotiable-instruments-act-key-legal-insights-and-case-laws/

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Business Law

1 Essentials of a Contract

  1. What is Law?
  2. Meaning and Sources of Business Law
  3. The Law of Contract
  4. What is a Contract?
  5. Agreement
  6. Legal Obligation
  7. Difference between an Agreement and a Contract
  8. Classification of Contracts
  9. Essentials of a Valid Contract

2 Offer and Acceptance

  1. What is an Offer?
  2. How is an Offer Made?
  3. To Whom an Offer is Made?
  4. Legal Rules for a Valid Offer
  5. Cross Offers
  6. Standing Offers
  7. What is an Acceptance?
  8. Who Can Accept?
  9. How is an Acceptance Made?
  10. Legal Rules for a Valid Acceptance

3 Capacity of Parties

  1. Who is Competent to Contract?
  2. Position of a Minor
  3. Who is a Minor?
  4. Position of Agreements by a Minor
  5. Agreements by Persons of Unsound Mind
  6. Who is a Person of Sound Mind?
  7. Burden of Proof
  8. Position of Agreements with Persons of Unsound Mind
  9. Persons Disqualified by Law

4 Free Consent

  1. Meaning of Consent
  2. Concept of Free Consent
  3. Coercion
  4. Undue Influence
  5. Distinction between Coercion and Undue Influence
  6. Fraud
  7. Misrepresentation
  8. Distinction between Fraud and Misrepresentation
  9. Mistake

5 Consideration and Legality of Object

  1. Meaning of Consideration
  2. Legal Rules for Valid Consideration
  3. Stranger to a Contract and Stranger to Consideration
  4. Adequacy of Consideration
  5. Legality of Agreements Without Consideration
  6. Legality of Object and Consideration
  7. Agreements Opposed to Public Policy

6 Void Agreements and Contingent Contracts

  1. Agreements in Restraint of Marriage
  2. Agreements in Restraint of Trade
  3. Agreements in Restraint of Legal Proceedings
  4. Uncertain Agreements
  5. Wagering Agreements
  6. Agreements to do Impossible Acts
  7. Restitution
  8. What is a Contingent Contract?
  9. Rules Regarding Enforcement of Contingent Contracts
  10. Difference Between a Contingent Contract and a Wagering Agreement

7 Performance and Discharge

  1. Meaning of Performance
  2. Types of Performance
  3. Kinds of Tender
  4. Essentials of a Valid Tender
  5. Effect of Refusal to Perform Promise Wholly
  6. Who Can Demand Performance?
  7. Who Must Perform?
  8. Time and Place for Performance
  9. Time as the Essence of the Contract
  10. Performance of Reciprocal Promises
  11. Assignment of Contracts
  12. Appropriation of Payment
  13. Modes of Discharge of a Contract

8 Remedies for Breach and Quasi Contracts

  1. Meaning of Breach of Contract
  2. Anticipatory Breach of Contract
  3. Actual Breach of Contract
  4. Remedies for Breach of Contract
  5. Rescission of the Contract
  6. Suit for Damages
  7. Suit for Specific Performance
  8. Suit for Injunction
  9. Suit Upon Quantum Meruit
  10. Quasi Contracts
  11. Definitions of Quasi Contracts
  12. Difference between Quasi Contracts and Contracts
  13. Types of Quasi Contracts
  14. Quantum Meruit

9 Indemnity and Guarantee

  1. Meaning of Contract of Indemnity
  2. Rights of Indemnity Holder
  3. Commencement of Indemnifier’s Liability
  4. Meaning of Contract of Guarantee
  5. Distinction between Contract of Indemnity and Contract of Guarantee
  6. Extent of Surety’s Liability
  7. Kinds of Guarantee
  8. Revocation of Continuing Guarantee
  9. Rights of a Surety
  10. Discharge of Surety from Liability

10 Bailment and Pledge

  1. Meaning of Bailment
  2. Kinds of Bailment
  3. Duties of Bailor
  4. Duties of Bailee
  5. Rights of Bailor
  6. Rights of Bailee
  7. Rights of Bailor and Bailee against Wrongdoer
  8. Finder of Goods
  9. Termination of Bailment
  10. Meaning of Pawn or Pledge
  11. Who May Pledge
  12. Pledge and Bailment
  13. Pledge and Hypothecation
  14. Rights of Pawnee
  15. Duties of Pawnee
  16. Rights and Duties of Pawnor
  17. Pledge by Non-Owners

11 Contract of Agency

  1. Contract of Agency
  2. Who can Appoint an Agent?
  3. Who may be an Agent?
  4. Consideration for Agency
  5. Constitution and Proof of Agency
  6. Difference between Agent, Servant, and Independent Contractor
  7. Creation of Agency
  8. Agency Relationship between Husband and Wife
  9. Classification of Agents
  10. Scope and Extent of Authority
  11. Delegation of Authority by Agent
  12. Sub-Agent and Substituted Agent

12 Definition and Registration of Partnership

  1. Definition and Characteristics
  2. Test of Partnership
  3. Partnership and Co-ownership
  4. Partnership and Joint Hindu Family
  5. Partnership Deed
  6. Registration
  7. Procedure for Registration
  8. Effects of Non-registration
  9. Duration of Partnership
  10. Partner, Firm, and Firm’s Name
  11. Types of Partners
  12. Position of a Minor as a Partner

13 Rights, Duties and Liabilities of Partners

  1. Mutual Relations of Partners
  2. Rights of Partners
  3. Duties of Partners
  4. Property of the Firm
  5. Relation of Partners with Third Parties
  6. Implied Authority of a Partner
  7. Position of Incoming and Outgoing Partners

14 Dissolution of Partnership Firm

  1. Dissolution of Partnership and Dissolution of Firm
  2. Dissolution of Partnership
  3. Dissolution of Firm
  4. Modes of Dissolution of Firm
  5. Consequences of Dissolution of Firm
  6. Rights of a Partner on Dissolution
  7. Liabilities of a Partner on Dissolution
  8. Settlement of Accounts

15 Limited Liability Partnership

  1. Nature of Limited Liability Partnership
  2. Who can be a Partner?
  3. Incorporation of Limited Liability Partnership
  4. Partners and their Relations
  5. Limited Liability Partnership and Partnership
  6. Limited Liability Partnership and Company

16 Nature of Contract of Sale

  1. Meaning of a Contract of Sale
  2. Essentials of a Valid Contract of Sale
  3. Sale and Agreement to Sell
  4. Sale and Hire-Purchase Agreement
  5. Meaning and Types of Goods
  6. Effect of Destruction of Goods

17 Contitions and Warranties

  1. Condition and Warranty
  2. Definition of Condition
  3. Definition of Warranty
  4. Distinction between Condition and Warranty
  5. Kinds of Conditions and Warranties
  6. Express Conditions and Warranties
  7. Implied Conditions
  8. Implied Warranties
  9. When Breach of a Condition is to be Treated as a Breach of a Warranty
  10. Doctrine of Caveat Emptor

18 Transfer of Ownership and Delivery

  1. Meaning of Transfer of Ownership
  2. Significance of Transfer of Ownership
  3. Rules Regarding Transfer of Ownership
  4. In Case of Specific or Ascertained Goods
  5. In Case of Unascertained and Future Goods
  6. In Case when Goods are sent ‘on Approval’ or ‘on Sale’ or ‘Return Basis’
  7. Delivery to a Carrier
  8. Reservation of Right of Disposal
  9. Sale by Non-Owners
  10. Delivery of Goods
  11. Types of Delivery
  12. Rules Regarding Delivery of Goods
  13. Acceptance of Delivery
  14. Liability of the Buyer

19 Rights of an Unpaid Seller

  1. Meaning of an Unpaid Seller
  2. Rights of an Unpaid Seller
  3. Rights Against the Goods
  4. Where the Property in the Goods has Passed to the Buyer
  5. Right of Lien
  6. Right of Stoppage of Goods in Transit
  7. Right of Resale
  8. Where the Property in the Goods has not Passed to the Buyer
  9. Right Against the Buyer Personally
  10. Rights of the Buyer
  11. Auction Sales

20 Negotiable Instruments and its Parties

  1. Meaning of a Negotiable Instrument
  2. Essentials of a Negotiable Instrument
  3. Presumptions about Negotiable Instruments
  4. Ambiguous Instruments
  5. Inchoate Instrument
  6. Capacity and Liabilities of Various Parties
  7. Holder
  8. Holder in Due Course

21 Promissory Note, Bills of Exchange and Cheque

  1. Promissory Note
  2. Bill of Exchange
  3. Distinction between a Bill of Exchange and a Promissory Note
  4. Types of Bills
  5. Hundies
  6. Cheque
  7. Distinction between a Cheque and a Bill of Exchange
  8. Crossing of a Cheque
  9. Post-dated Cheque
  10. Protection to Paying Banker and Collecting Banker
  11. Refusal of Payment by Bank
  12. Payment in Due Course
  13. Maturity of Negotiable Instruments

22 Negotiation

  1. Negotiation and Assignment
  2. Modes of Negotiation
  3. Liability of Various Parties
  4. Lost and Stolen Instruments
  5. Instruments Obtained by Fraud
  6. Forged Instruments and Forged Indorsements

23 Presentment and Discharge

  1. Presentment for Acceptance
  2. Presentment for Payment
  3. Dishonour by Non-acceptance and Non-payment
  4. Noting and Protesting
  5. Discharge from Liability
  6. Effect of Material Alteration