D.V.S.S. Somayajulu, J.

1. This Writ Petition is taken up for hearing with the consent of all the learned counsel. The petitioners before this Court claiming to be the president, vice-president and treasurer of NRI Academy of Sciences (in short “NRIAS”), a Society registered under the Societies Act. They are aggrieved by the action of the 2nd respondent in acknowledging and approving the minutes of a meeting dated 24.06.2021 conducted by the unofficial respondents and at the same time rejecting the proceedings of the meeting dated 24.06.2021 conducted by the petitioners. It is this action of the 2nd respondent in accepting the minutes etc., dated 24.06.2021 of the respondents and rejecting the minutes of the meeting etc., dated 24.06.2021 of the petitioners that is subject matter of the writ. The prayer is as follows:

“….to issue a writ, order or direction more particularly one in the nature of “Writ of Mandamus” declaring the action of the 2nd respondent in approving the amendment of list of office bearers of the NRIAS Society vide proceedings dated 26.06.2021 which are submitted by Respondent Nos. 4 to 10 without considering the amendment application filed by the Petitioners herein on 24.06.2021 and rejecting the same as being illegal, arbitrary, unilateral, in violation of provisions of Andhra Pradesh Societies Registration Act, 2001, in exercise of jurisdiction, in violation of principles of natural justice and in violation of Articles 14 and 19 of the Constitution of India and consequently set aside the proceedings dated 26.06.2021 issued by the 2nd respondent and further direct the 2nd respondent to consider the amendment application made by the petitioners dated 24.06.2021 and pass such other order or orders as this Hon'ble Court deems fit and proper.”

2. This Court has heard Sri. B. Adinarayana, learned senior counsel for the petitioners. For the respondents learned senior counsel Sri. D. Prakash Reddy, learned senior counsel Sri. T. Niranjan Reddy, learned senior counsel Sri. V.K. Desh Pande and learned senior counsel Sri. S.S. Prasad, appeared. The learned Government Pleader appeared for the 2nd respondent.

3. All the learned senior counsel and the learned Government Pleader appearing for the respective parties have taken great pains and put in a lot of efforts in bringing to the notice of this Court the facts and legal position with reference to the case.

SUBMISSIONS OF Sri. B. ADINARAYANA RAO, LEARNED SENIOR COUNSEL APPEARING FOR THE PETITIONERS:

4. Learned senior counsel appearing for the petitioners drew the attention of this Court to the important provisions of the Andhra Pradesh Societies Registration Act, 2001 (in short “ the”) and raised an issue about the manner and method in which the 2nd respondent has approved the minutes, dated 24.06.2021, of the Extraordinary General Body Meeting dated 24.06.2021 held by the unofficial respondents while rejecting the minutes etc., submitted by the petitioners. Learned senior counsel submits that by this action and by specifically holding that the minutes of the respondents' meeting are “approved”, the 2nd respondent had acted beyond his jurisdiction. Learned senior counsel points out that simultaneously the 2nd respondent has also “rejected” the minutes of the meeting conducted by the petitioners. It is this action of the 2nd respondent of approving and rejecting the documents file, which is the subject matter of the Writ Petition.

5. Learned senior counsel drew the attention of this Court to the order passed in W.P. No. 2179 of 2021, wherein learned single Judge clearly held in his order dated 29.01.2021 as follows:

“In terms of provisions contained under Section 9 of the A.P. Societies Registration Act, 2001, the District Registrar of Societies has no competence to undertake scrutiny of the particulars furnished to him, but is only required to note the information furnished to him under Section 9 of the.

Respondent No. 3 is, therefore, directed to receive the annual list for the year 2019-2020 and issue certified copies to that effect and keep the information on website.”

6. He also draws the attention of this Court to the order dated 24.03.2021 passed in Writ Appeal No. 50 of 2021 against the order in W.P. No. 2179 of 2021, wherein the prayer of the appellants in I.A. No. 1 of 2021 was dismissed. Hence the learned senior counsel points out that by virtue of this Writ Appeal order, the order dated 29.01.2021 has become final and that impugned orders of the 2nd respondent are thus contrary to the direction of this Court in W.P. No. 2179 of 2021. Learned senior counsel also argues that under Section 9 of the Act, the 2nd respondent could only receive the list of office bearers and that he could not either approve or reject the same. He points out from a reading of the language under Section 9 of thethat the 2nd respondent did not have the authority either to accept or to reject the names. Learned senior counsel also points out that the election and the list of office bearers that have been circulated could only have been received and filed by the 2nd respondent. Relying upon the byelaws of the Association learned senior counsel argues that the term of the office bearers is for the period of two years and that the existing office bearers were elected for the said period of two years. The term would not be curtailed by the respondents and it could not also be “accepted” by the 2nd respondent. Learned senior counsel submits that without prejudice to his primary contention that under Section 9 of the Act, the 2nd respondent did not have the jurisdiction the enter into the validity of any election and/or either to accept or to reject it; that the procedure followed by the unofficial respondents of giving a notice and deciding to nominate new office bearers is contrary to the byelaws of the Society. It is his contention that the election of the Executive Members for the period ending 10.03.2022, what is called as residuary period, is contrary to the byelaws of the society itself. Learned senior counsel also points out that in AP Aboobaker Musaliar v. District Registrar (G), Kozhikode (2004) 11 SCC 247 relied on by the respondents there is no ratio or a binding precedent. He points out that this is merely an order passed in the peculiar facts and circumstances of the case and that it does not lay down the law in the strict sense. It is his contention that in view of the counters filed by the respondents he is bringing all the facts to the notice of this Court while reiterating his primary contention that the power of the Registrar under Section 9 of theis merely to file a list and to keep it on record. He also submits that even if the 2nd respondent has the power to come to a prima facie conclusion, he can do so after considering all the documents that are available on the record. He points out that no reasons are forthcoming why the list filed by the petitioners is accepted but while rejecting the lists and the amendments filed by the petitioners, the 2nd respondent has attempted to give some justification. The learned senior counsel also submits that if the 2nd respondent had considered all the available data that is there he could have come to a different conclusion. He also submits that the 2nd respondent should have given a notice to the petitioners before rejecting their list of Executive Committee Members and also minutes filed by them. The sum and substance of the submission of the learned senior counsel is therefore that under Section 9 of thethe 2nd respondent can only receive and file the lists etc., even if there are two conflicting sets of minutes and lists of office bears. The 2nd respondent does not have the power either to accept or to reject the lists. Even if he has such a power and if Aboobaker case (1 Supra) is treated as a binding precedent the impugned orders are beyond his powers and are passed without considering proper material or after giving a notice to the petitioners.

FOR RESPONDENTS:

SUBMISSIONS OF Sri. D. PRAKASH REDDY, LEARNED SENIOR COUNSEL:

7. Sri. D. Prakash Reddy, learned senior counsel appearing for respondents 4 to 6 relied upon by the counter affidavit filed by these respondents. He argued that there is no pleading about the residuary period etc., which is a major submission made by the learned counsel for the petitioners. He points out that the Society is not a party to the Writ Petition and it is only the Society that can raise an issue about the list that is filed. He also argues that the Writ is not a proper remedy and that the only remedy for the petitioner to invoke the jurisdiction of the competent Court or the arbitrator under Section 23 of the. He submits that there are no pleadings in the writ affidavit about the matters argued. He also strongly argues that the legal and factual pleas which are raised by the respondents are also not answered by filing rejoinder. Therefore, learned senior counsel submits that whatever is stated in the counter is deemed to have been accepted. Learned senior counsel also submits that when two sets of people approach a Registrar, claiming to represent the society or if two lists of office bearers are filed, the Registrar has the power to come to a prima facie conclusion which of these two groups represents the Society etc., and that his decision cannot be questioned in a Writ. Relying upon the facts mentioned in the counter affidavit of respondents 4 to 6, learned senior counsel points out that seriously disputed questions of facts are present in this case which cannot be decided in a writ. Relying upon an order passed in W.A. No. 1052 of 2017 learned senior counsel argues that registrar had a duty to verify whether a “validly” constituted meeting was there or not for accepting the lists and the meeting minutes. He points out that the issues raised by the respondents show that there is no proper quorum for the meeting called for by the petitioners and that the manner in which proxies were accepted and former members who resigned were inducted again is totally incorrect is also very doubtful. Relying upon the byelaws learned senior counsel argues that meeting on which the petitioners relied upon is not validly held and the resolutions are not validly passed. He relies upon the detailed counter affidavit which has been filed by the respondents 4 to 6 to show that their meeting correctly deliberated and accepted the proceedings (para 5 to 12) and that the rejection proceedings are also correct. Learned senior counsel also points out that respondent No. 2 had the discretion to apply his mind to come to a conclusion whether the general body meeting is validly conducted or not. Learned senior counsel argues that in view of the case law relied upon by him, in particular W.A. No. 1052 of 2017 and the case of Aboobaker case (1 supra), a discretion is conferred on the 2nd respondent to come to a conclusion that a valid meeting was held before he could accept or reject the minutes and the resolutions which are filed by the competing parties. Learned senior counsel also argues that in the absence of valid pleadings no arguments could be advanced. He submits that the prayer is not clear and that there is a doubt whether a “second list” is actually submitted by the petitioners at all. Learned senior counsel lays great stress upon the order passed in W.A. No. 1052 of 2017 on 01.08.2017, wherein the Division Bench has held that it is obligatory upon the party approaching the Registrar to prove that a valid General Body Meeting was held. Therefore, learned senior counsel argues that the 2nd respondent was well within his powers in considering whether the valid General Body Meeting was held or not. Case law is also relied upon by the learned senior counsel to argue that there should be adequate pleading before an argument is advanced before this Court. Some factual aspects are left to the other counsels to argue by the learned counsel to save the time of the Court.

SUBMISSIONS OF Sri. S.S. PRASAD, LEARNED SENIOR COUNSEL:

8. Sri. S.S. Prasad, learned senior counsel appears for the 8th respondent also argues on similar lines and submits that the action of the 2nd respondent cannot be doubted or questioned, more so in a proceeding under Article 226 of the Constitution of India. Learned senior counsel submits that the Registrar has merely accepted a set of minutes which have been filed by the respondents but he has not decided on the validity of the lists/the minutes or the meetings. He states that it is not a final decision and as per Aboobaker case (1 supra) the decision, can be questioned under Section 23 of the. He states that there is no plea before this Court to show that the reasons mentioned in the endorsement are not correct. As per him the reasons given by the 2nd respondent are supported by documentary evidence. Learned senior counsel points out that new members were sought to be inducted as office bearers/executive committee members had already resigned from their posts and the same was accepted by the petitioners. He points out that when the meeting convened by the respondents was to start at 6.30 a.m., on 24.06.2021, the petitioners have convened a meeting at 5 a.m., on 24.06.2021. In addition, they also claimed that on 21.06.2021 they have removed the Secretary representing the second group. Therefore, learned senior counsel submits that the conduct of the petitioners is doubtful. Learned senior counsel also submits that when there are two groups of people, who are claiming to represent the society and two separate sets of papers and lists are filed, the 2nd respondent had the power/authority to accept one set of papers filed by one group and reject the other. If the other group is dissatisfied they have to follow the procedure under Section 23 of the. Learned senior counsel also submits that the alternative remedy that was available is also invoked by filing an arbitration application by the petitioners. He also relies upon the list of precedents which are filed by him to argue that even if Section 9 of thedoes not expressly confer the power to accept or to reject a list, the Courts have held that all incidental and ancillary powers are conferred on the Registrar to accept or to reject the list. Therefore, learned senior counsel on the basis of compilation of case law and a small factual note which is filed by him argues that the necessary parties are not joined; the exercise of power by the Registrar cannot be questioned and it is always subject to final decision on the matter as per Aboobaker case (1 supra) and that the power that is exercised by the Registrar cannot be questioned in a proceeding under Article 226 of the Constitution of India.

SUBMISSIONS OF Sri. VINOD KUMAR DESH PANDEY, LEARNED SENIOR COUNSEL:

9. The next set of submissions made by Sri. Vinod Kumar Desh Pande, learned senior counsel appearing for the 9th respondent. He submits that in the counter that they have filed all the factual issues which would go to show that the meeting conducted by the petitioners is not valid. He did not, therefore, wish to repeat those submissions and states that he adopts the submissions of the learned counsel who preceded him. He essentially argues on the existence of an effective alternative remedy to the petitioners viz., availability of a dispute to be raised before an arbitrator as per Section 23 of theor to approach the Court as stated in Section 23. Learned senior counsel argues that as per Section 23 of thethe petitioners have a remedy for raising a dispute under the provisions of the Arbitration and Conciliation Act, 1996 or to file an application before the Court concerned. Learned senior counsel, therefore, argues that since there is an effective alternative remedy, which has already been invoked by the petitioners by filing ARB O.P. No. 59 of 2021, they are precluded for raising these issues before this Court. He points out that from a reading of the case law that is filed as a compilation that the Writ is not at all proper remedy. Relying upon K.S. Rashid and sons v. The Income Tax Investigation Commission AIR 1954 SC 207 , and other cases on similar lines learned senior counsel argues that once there is an effective alternative remedy this Court should not entertain the Writ. Relying upon Whirlpool Corporation v. Registrar of Trade Marks, Mumbai (1998) 8 SCC 1 learned senior counsel argues that a Writ is only maintainable overlooking the alternative remedy when there is (a) infringement of a fundamental rights, (b) where the order or proceedings without jurisdiction or ultra vires (c) when there is a violation of principles of natural justice etc. Learned senior counsel points out that none of these contingencies arise in this case for the Writ to be maintainable. He also relies upon the Judgment in The Assistant Commissioner of State Tax v. Commercial Steel Limited (C.A.No.5121 of 2021 (03.09.2021)) to point out the four exceptional circumstances under which the writ lies when there is an alternative remedy are (1) breach of fundamental rights, (2) a violation of the principles of natural justice (3) an excess of jurisdiction; or (4) a challenge to the vires of the statute or delegated legislation. Learned senior counsel points out that these four circumstances do not exist in this case. In all other aspects he adopts the arguments of learned senior counsel arguing the matter before him.

SUBMISSIONS OF Sri. T. NIRANJAN REDDY, LEARNED SENIOR COUNSEL:

10. Learned senior counsel Sri. T. Niranjan Reddy appears for the 10th respondent. He also draws the attention of this Court to the counter affidavit that has been filed by him and also argues on merits to state that acceptance also includes the power to reject and to submit that the actions of the 2nd respondent are correct in the facts of this case. It is his contention that the statutory power conferred on the Registrar as per Sections 9, 11, 14 and 20 of thehas been validly exercised by the Registrar. Learned senior counsel also points out that the petitioners have not approached the Court with clean hands and have suppressed various facts and attempted to play fraud on the Registrar. He points out that as per definition of a ‘Member’ in the 2001 Act a person who ceases to be a Member cannot participate in the meeting. The fact of the resignations of many of the people, who are now sought to be brought into the Committee by the petitioners has resigned, has been suppressed by the petitioners. He points out that on 04.01.2021 the resignations of Dr. Ravindra Alapati, Smt. Savitri Devi Bikkina, Dr. Mahesh Bikkina, Sri. Sai Ramesh Bikkina and Dr. Veeragandham Venkata Subba Rao, have been accepted by the Society in a General Body Meeting. Learned senior counsel also draws the attention of this Court to the minutes of the meeting dated 20.11.2020 where the issue of resignation of these members was again considered and as they did not dispute the same the resignations were accepted. He also submits that the meeting convened by the petitioners is not valid as there is no “quorum” and that resigned members cannot be counted for the “quorum”. Lastly, learned senior counsel points out that valid invitations were extended to 10 members, whose names are found in the minutes of the Executive Committee Meeting dated 01.12.2020, and to become the members of the Society. Learned senior counsel points out that all these facts are in the knowledge of the petitioners. He points out that these issues have already been raised in paragraphs 4 to 7 of the counter affidavit filed. Learned senior counsel points out that these issues were considered by the 2nd respondent in coming to a conclusion that eight members are not in the list of members of the society as per the previous lists which were submitted to the Registrar. In addition, it is also noticed that the appointment of the proxies for the four members, who were considered in the petitioner's list, are also not forthcoming. Therefore, learned senior counsel submits that after considering the relevant data and applying his mind to the facts of the case the 2nd respondent has passed necessary orders. Learned senior counsel points out, therefore, that the 2nd respondent had “material” before him to come to a conclusion on the issue raised. In the alternate he also points out that relying upon the judgment of the Aboobaker case (1 supra) that this is a preliminary finding only which is based upon the material papers before the Registrar. The aggrieved party has to follow the Section 23 procedure to challenge the same if they are dissatisfied. In other aspects learned senior counsel also submits that the rejoinder is not filed to the counter affidavit, that the society is not a party before this Court and that the prayer made in the Writ Petition is not actually challenging the order passed under Section 9 of the. The factual aspects which are argued by the learned senior counsel are in line with the submissions made by the other learned senior counsels also. Sri. Niranjan Reddy lays emphasis on the suppression of facts to argue that the petitioners did not bring to this Court's notice about the resignations of the persons, they are seeking to induct as Executive Committee Members. He also submits that only a person who approaches the Court with clean hands is entitled to the relief. He lays stress on the prayers made and argues that the petitioners have not challenged the rejection of their list under Section 9 of the. He argues that there should be a clear and precise pleadings before an order is sought from this Court.

SUBMISSIONS OF LEARNED GOVERNMENT PLEADER:

11. Learned Government Pleader for Revenue and Stamps and Registration appears for the 2nd respondent. Relying upon the counter affidavit filed he argues that the exercise of power by the 2nd respondent is correct. He points out, in particular to paragraphs 1 to 4 of his counter affidavit to argue that the Registrar considered the documents, which are filed with him to come to a conclusion that the list filed by the respondents is correct list. He contends that the eight people who voted in the meeting, dated 24.06.2021, in the list submitted by the petitioners are not existing in the list of General Body Members of the society that was filed with the Registrar. Therefore, considering the data that is available; the 2nd respondent rejected the list of office bearers filed by the petitioners. Learned Government Pleader also argues that Rule 9(a) and 9(b) of the byelaws were flouted and the Registrar considered the same as “the due procedure was not followed”. Learned Government Pleader drew the attention of this Court to the documents, which are filed along with his counter affidavit, in particular, pages 79, 81, 101, 106 to 110 to argue that available material supported the decision taken by the 2nd respondent. He submits that “approved” and “rejected” are used in a limited context of receiving/rejecting the documents filed. Therefore, learned Government Pleader justifies the action of the 2nd respondent.

REJOINDER:

12. In rejoinder, learned senior counsel for the petitioners in stresses the fact that all the issues raised by the learned senior counsel are not very germane or necessary to decide the issue raised in this Writ. He falls back on his submissions of the limited power of the Registrar under Section 9 of the. Without prejudice he submits on the facts raised and argues that there is a second list of office bearers which is submitted. He points out that the counters filed by the respondents clearly show that the resignations are not finally accepted. The resignations were considered by the General Body and referred to the Executive Committee which in turn again referred the matter to General Body and they were not finally ratified. Therefore, he submits that eight people continue to be valid members. In addition, learned senior counsel submits that SOP No. 1 of 2019 is already pending and the issue is not final. He also points out that the case law on incidental and ancillary powers is in reference to statutory authorities who have quasi-judicial or adjudicatory powers like CEGAT, National Consumer Disputes Redressal Commissionetc., and not to the limited power conferred upon the Registrar in this case as per this particular Act. As per the learned senior counsel if two lists are filed the only option available with the Registrar is to file them and that the parties are free to use the dispute resolution mechanism under Section 23 of the. Learned senior counsel submits that the power of approval plus rejection in this case is an “adjudicatory power” which has been assumed by the Registrar. Even if said powers are said to be available counsel submits that a notice must be given to the petitioners before taking a final decision on the matter.

13. Lastly, learned senior counsel submits that the “conduct” is relevant in cases of people seeking an equitable relief like in specific performance. But the said case law or conduct is not really applicable to the facts in the present case. Learned senior counsel submits that the prayer in the Writ Petition questions both the acceptance and the simultaneous rejection of the lists that are submitted by both the parties. Therefore, he states what is questioned are the proceedings of the 2nd respondent in approving the lists submitted by the 4th respondent to 10th respondent while rejecting the amendment application submitted by the petitioners.

COURT:

14. After considering all the submissions made this Court notices that learned senior counsel appearing for the respondents have raised very serious factual issues. The counters filed by the contesting respondents raised a number of factual issues including a major issue about the eligibility of the eight members who are now included in the petitioner's list. It is the contention of virtually all the learned senior counsel appearing for the respondents that eight of the members who have resigned and whose resignations are accepted are now sought to be once again inducted in the list submitted by the petitioners as executive members. Their right to participate in the meeting dated 24.06.2021 conducted by the petitioners and their presence for deciding the “quorum” is a serious dispute that is raised by the respondents. Consequently, it is argued that the Registrar was right in his decision to reject the submissions of the petitioners. This Court while exercising power under Section 226 of the Constitution of India cannot go into the very seriously disputed questions of fact about the acceptance of resignation and/or the correctness of the resolutions that are passed consequently. They also seriously question the readmission of these members and the procedure followed. They question the timings of the meetings; the notices etc., and the decisions. However, for the purpose of deciding the essential issue raised namely the power under Section 9 of thethis Court need to look into the entire gamut of factual issues that are so forcefully raised and presented. These are all disputed issues which have to be decided in an appropriate forum.

1) THE 2001 ACT AND ITS PROVISIONS:

15. For the purpose of deciding the issues raised in the current Writ Petition about the Registrar's power to accept/reject this Court is proposing to examine the provisions of the Andhra Pradesh Societies Registration Act-2001. If the is examined broadly it is clear that Chapter-II of the deals with Registration of Societies, Chapter-III of the deals with the management and administration, Chapter-IV of the deals with the disputes, resolution and winding up.

16. In Chapter-II of the Section 3 deals with the Registration of a Society.

“3.(1) Any seven or more persons forming a society which has for its object the promotion of art, fine art, charity, crafts, religion, sports (excluding games of chance), literature, culture, science, political education, philosophy or diffusion of any knowledge or any public purpose may be registered under this Act.

(2) No society of which a firm, whether registered or not or an unincorporated association of individuals is a member shall be registered under this Act.

(3) Nothing contained in Sub-Section (2) shall preclude the registration under this Act of a Society on the ground that a partner as defined in section 4 of the Indian Partnership Act, 1932, or a member of an unincorporated Association of individuals is, in his individual capacity, a member of the society.”

17. Section 4 deals with the Memorandum and byelaws:

“Section 4 - Memorandum of Association of society, and Bye-laws to be filed with Registrar:

(1) For the purposes of registration of a society there shall be filed with the Registrar of the district in which the registered office of the society is to be situated,-

(a) a memorandum of association of the society which shall state,-

(i) the name of the society;

(ii) the aims and objects of the society;

(iii) the names, addresses and occupations of the members of the committee; and

(b) the bye-laws of the society.

(2) The memorandum of association shall be signed by atleast seven members who are majors and who shall add their addresses, description and occupation if any, in the presence of atleast two witnesses who shall also be majors and who shall attest with their signatures and add their addresses, description and occupation, if any and the bye-laws shall be signed by the signatories to the memorandum of association.”

(Emphasis supplied)

18. Section 5 of thedeals with the contents of the byelaws of the Society.

“Section 5 - Contents of bye-laws of societies

The bye-laws of a society shall contain provisions in respect of following matters:

(i) identity of the society which includes name and address particulars of the society;

(ii) activities of the society;

(iii) membership of the society i.e., eligibility, admission, withdrawal and termination etc.;

(iv) General body which contains the manner of meetings to be held or convened, quorum, functions and responsibilities etc.;

(v) office bearers and their appointment/election/removal/recall and their responsibilities etc.;

(vi) finances which includes types of funds to be raised, appointment of auditors, liability of members for discharge of debts etc.; and

(vii) other matters which cover the internal matters of settlement of internal disputes, dissolution of the society etc.”

(Emphasis supplied)

19. Section 6 of thestates that the Society cannot be registered with certain names. Section 7 of thedeals with the Registration of the Society.

“Section 7 - Registration of Societies

(1) Where a society has complied with the provisions of the as to registration and on payment of such fees as may be notified under Section 29, the Registrar shall issue to that society a certificate of registration and such certificate shall be conclusive evidence that the society therein mentioned is duly registered.

(2) The Registrar shall, after the issue of a certificate of registration to a society enter in a register which may include a register maintained through an electronic device like computer, the particulars specified in the memorandum, of that society filed and such other particulars as may be notified.

(3) If the Registrar refuses to register a society, an appeal shall lie to the Registrar General within sixty days from the date of communication of the order of the Registrar refusing to register the society. Every such appeal shall be accompanied by a fee as may be notified by the Government from time to time.

(4) If an application for registration of a society is presented before the Registrar complying with all the provisions of this Act is not disposed of within sixty days the society is deemed to have been registered and the Registrar shall issue a certificate to that effect.”

20. If a society complies with the provisions of Sections 3 to 6 of the the Registrar “shall” issue the certificate of Registration. If the Registrar refuses to register the Society an appeal shall lie to the Registrar General. Therefore, the provisions of Section 7 of thegive a “discretion” to the Registrar to accept or refuse the Societies. If he refuses to register a Society an appeal lies under Section 7 (3) of theto the Registrar General from the order of the refusal. This is one area where the Registrar is given a power to accept or not to accept for registration.

21. Similarly, under Section 8 of thean amendment of Memorandum of bye laws is permitted. Under Section 8 (4) of the Act, the Registrar has the “discretion” to reject the amendments if they are not in conformity with the provisions of the Section 8(5) of thestates every alteration in byelaws of the Society should be sent to the Registrar and he shall take it on record if it is not contrary to the provisions of the. The section is reproduced here:

“Section 8 - Amendment of memorandum and Bye-laws

(1) By a “Special Resolution” a society may alter the provisions of the memorandum with respect to:—

(a) change of objectives of the society;

(b) to amalgamate itself with any other society; or

(c) to divide itself into two or more societies.

(2) Subject to the provisions of this Act, and the conditions contained in its memorandum, a society may, by an ordinary resolution passed by not less than 1/2 (half) of the members present and voting alter its bye-laws.

(3) Any alteration of the memorandum of the society shall not be valid unless such alteration is registered under this Act.

(4) If any alteration of the memorandum is filed with the Registrar and if they are not contrary to the provisions of this Act, he shall register the same and shall certify the registration of such alteration under his hand and seal within thirty days from the date of receipt of the resolution. The certificate shall be conclusive evidence that all the requirements of this Act with respect to the alteration and the certification thereof have been complied with and henceforth the memorandum as so altered shall be the memorandum of the society.

(5) Every alteration in the bye-laws of the society should be sent to the Registrar and he shall take it on record if it is not contrary to the provisions of this Act.”

22. Therefore, a reading of the provisions of the viz., Sections 3 to 8 show that a discretion is vested in the Registrar to accept the registration of the Society (if it is not in contravention with the Sections 3, 4, 5 or 6 of the) and to accept an amendment which is not in contravention with the other provisions of the. In the opinion of this Court under these scenarios and under these sections only there is a limited discretion given to the Registrar Under Section 8 (4) and (5) of thethe Registrar can only take on record the alteration if it is not contrary to the.

23. When it comes to Section 9 of theit is apparent that there is no discretion cast upon the Registrar. Section 9 of theis as follows:

“9. Every year the society shall, within fifteen days from the date on which the General Body meeting was held furnish a list to the Registrar of societies which shall contain the names and addresses of the members of the Managing Committee and officers entrusted with the management of the affairs of the society.”

24. No power to accept or reject or do anything else is given to the Registrar. A reading of Section 8 and 9 makes it very clear. This is the first finding of this Court based upon the plain language interpretation of Sections 3 to 9 of the and by considering the scheme of the.

2) APPROVED/REJECTED:

25. In the case on hand the Registrar has “approved” one set of resolutions and “rejected” another set of resolutions. These are stamped/mentioned on the documents. The additional material papers filed by respondents 4 to 6 contained an extract of the Advanced Law Lexicon by P. Ramanatha Aiyar. The word “approve” as per the definition at page No. 317 means “to accept as good or sufficient for the purpose intended” and “to give formal sanction to or to confirm authoritatively”. Relying upon State (Anti-Corruption Branch), Government of NCT of Delhi v. Dr. R.C. Anand AIR 2004 SC 3693 the word “approve” is said ‘to have or express a favourable opinion; to accept as satisfactory’ (Para-11). Similarly, the same Law Lexicon defines the “reject” as “to refuse to hear or receive or admit”. Therefore, etymologically also the words “approved” or “reject” convey a sort of ‘quasi-judicial’ determination of the lists/documents filed. It is not merely receiving or filing of documents, it involved a decision with certain reason to reject one filing and to accept another fling of documents (albeit without reasons). Further aspects of this are dealt with later in this order.

3) ABOOBAKER CASE:

26. The argument of the Learned Senior Counsel for the petitioner is that the judgment in Aboobaker case (1 supra) is merely an “order pronounced” in the peculiar facts and circumstances of this case and is not the judgment in the true sense of the word with a discernable ratio.

27. This Court has to respectfully state that Aboobaker case (1 supra) cannot be treated as a biding precedent in these facts for the following reason:

The A.P. Societies Registration Act, 2001 was passed by repealing the 1860 Act in its applicability to A.P. specifically discretion was conferred on the Registrar under certain sections only (like Sections 7 (3); 8 (5) of the) but no discretion was given under Section 9 of the. Even though there are broad similarities between Section 9 of this 2001 Act and Section 4 of 1860 Act in view of the overall scheme of the 2001 Act and the language of Sections 7, 8 vi a vis Section 9 of the. This Court holds that Aboobaker is not applicable in the present scenario/facts.

28. All the learned senior counsel appearing for the respondents relied upon the decision in Aboobaker case (1 supra). In this decision the Hon'ble Supreme Court of India held that the Registrar had a discretion to come to a “prima facie” conclusion. Even if the argument of the learned Senior counsel for petitioner is overlooked and this judgment is taken as binding precedent, the question that still arises for consideration is whether the Registrar exercised his mind properly in accepting the documents submitted by the respondents and rejecting the documents submitted by the petitioners.

29. A reading of the documents which are filed would show that the respondents have filed documents with acknowledgment No. 15298668620210624 on 24.06.2021 at 00.00 hours and once again with No. 15298681420210625 on 25.06.2021 at 6.34 hours. The first document with final No. 0624 was rejected on 26.06.2021 at 12.52 hours. The second document with final No. 0625 was rejected on 26.06.2021 at 13.49 hours. It can be seen that the decision was taken during the office hours i.e., probably after 10 a.m., on 26.06.2021. In this interim period there is no proof filed that the 2nd respondent has given notice to the petitioner before coming to any conclusion about the correctness of their submission. A plea of failure to follow rules of natural justice was fleetingly raised in the writ but the issue was argued during the submissions and also replied too. This however is a fact visible from the record. Before considering his office records (about which more is mentioned later) the 2nd respondent did not call for comments from the parties. In the judgment reported in C.M.Z. Musliar v. Aboobacker (1998) 1 KLT 136 it is apparent that the 1st respondent called both parties before accepting one list. This later went to the Hon'ble Supreme Court of India and is the Aboobaker case (1 supra).

30. The judgment relied upon by the learned counsel for the petitioners in Harshit Agarwal v. Union of India (2021) 2 SCC 710 in paragraph 10 held as follows:

“10. Judicial review of administrative action is permissible on grounds of illegality, irrationality and procedural impropriety. An administrative decision is flawed if it is illegal. A decision is illegal if it pursues an objective other than that for which the power to make the decision was conferred [De Smith's Judicial Review, (6th Edn., p. 225)]. There is no unfettered discretion in public law [Food Corpn. of India v. Kamdhenu Cattle Feed Industries, (1993) 1 SCC 71] . Discretion conferred on an authority has to be necessarily exercised only for the purpose provided in a statute. The discretion exercised by the decision maker is subject to judicial scrutiny if a purpose other than a specified purpose is pursued. If the authority pursues unauthorised purposes, its decision is rendered illegal. If irrelevant considerations are taken into account for reaching the decision or relevant considerations have been ignored, the decision stands vitiated as the decision maker has misdirected himself in law. It is useful to refer to R. v. Vestry of St. Pancras [R. v. Vestry of St. Pancras, [L.R.] 24 Q.B. 371 (CA)] in which it was held : (QBD pp. 375-76)

(Emphasis supplied)

“… If people who have to exercise a public duty by exercising their discretion take into account matters which the courts consider not to be proper for the guidance of their discretion, then in the eye of the law they have not exercised their discretion.”"

(Emphasis supplied)

31. Against the backdrop of these two decisions the exercise of “discretion” by the Registrar is being examined by this Court. As rightly pointed out by the counsels no reasons are forthcoming for acceptance of the list filed by the respondents at 14.07 hours on 26.06.2021. Some reasons are, however, forthcoming for the rejection of the lists filed by the petitioners at 12.52 hours and 1.49 p.m. on 26.06.2021. However, this Court finds from the documents filed by the 2nd respondent himself that the Registrar (a) looked into documents which are not needed to be filed and (b) did not consider all the issues and facts which actually had to be considered. He did not apply his mind in the opinion of this Court to the relevant facts which are as follows:

a) In W.P. No. 2179 of 2021 the direction issued to him clearly stated that he had no competence to undertake scrutiny of the particulars furnished to him but is only required to note the information furnished to him. This order was challenged by some affected parties in W.A. No. 50 of 2021 along with I.A. No. 1 of 2021. The said Writ Appeal was dismissed on the ground that the prayer in the Writ Appeal is similar to the prayer made in the SOP No. 1 of 2021, pending before the PDJ Court, Krishna District. The Division Bench clearly held that the petitioners in the Writ Appeal are questioning their resignation from the membership of the society in the General Body Meeting held on 11.03.2020 and the subsequent execution meetings held on 20.11.2020, dated 01.12.2020 and 22.12.2020. These are also filed at pages 81, 94, 101 and 103 of the counter filed by the 2nd respondent himself. These documents are available with the 2nd respondent-Registrar. In the opinion of this Court when two lists are filed and the available data of documents show that the resignation of the members, who are now stated to be included in the petitioner's list is the subject matter of a legal dispute the Registrar has a duty to consider all of them. A reading of the facts would show though these disputed issues were not considered by the Registrar. As the Writ Appeal is dismissed, the order of the learned single Judge, dated 02.01.1979 continues to hold the field. Therefore, this Court has to hold that the Registrar did not consider the available material to come to even prima facie conclusion. He did not even issue a notice to the parties seeking any clarification on these issues.

b) The second issue here is about the records that the Registrar is expected to have and the records he is said to have considered for coming to a decision. Section 9 of thestates that every year the Society shall within 15 days of the General Body Meeting furnish the list to the Registrar “which shall contain the names and addresses of the Members of the Managing Committee and officers entrusted with the management and the affairs of the Society.” Therefore, the list that has to be furnished should contain the names and addresses of the members of the Managing Committee and the office bearers only. No other document is required to be filed. The Managing Committee is defined under Section 2(c) of the. Section 14 of thedeals with the Committee. Section 14 (3) of thestates that every Society shall file with the Registrar a copy of the register in which the names, addresses and occupations of the Members of the Committee are mentioned. The bye laws of the society as per Section 5(iii) of theshould also contain the provisions of the membership of the society i.e., eligibility, admission, withdrawal, termination etc., and also the details of the office bearers and their appointments, election etc. The other provisions of the do not mandate the filing of the minutes of the Annual General Body Meeting, list of all the members of the Society, their right to vote, the proxies on the basis of which some members voted etc. In the case on hand the Registrar has considered the documents, which are not required to be filed as per the statue. The General Body list, which he has considered, is as per the order of the Court in W.P. No. 2172 of 2021 and some justification can be given for this document. But the Registrar went on to reject the documents filed by the petitioners holding that the Members, who are now admitted were not in the list of members for the earlier years and also the letter of appointment of proxies in respect of four members not forthcoming in the minutes submitted.

c) The statute makes it very clear that what has to be filed before the Registrar is only list which shall contain the names and addresses of the Members of the Managing Committee and the officers entrusted with the Management (Section 9 of the). Again as per Section 14 (3) of thea copy of the register showing names, addresses and occupations of the Members of the Committee should be filed with the Registrar. These are only documents, which are mandated to be filed by this Societies Registration Act, 2001. Hence, the Registrar was under an obligation to consider these documents alone if he wished to come to a prima facie conclusion as per Aboobaker case (1 supra). Instead of doing so as required under the he has considered other documents etc., which are not required to be filed with him. On this ground also this Court holds that he has considered the documents, which are irrelevant while ignoring the relevant documents.

d) Even the rejection of the amendment made by the 2nd respondent is incorrect. An amendment need not be accepted only if it is contrary to the (Section 8(5) of the). The 2nd respondent did not reject the amendment on this ground but held that it is contrary to amended clause 9(a) of the amendment (Bye law) only. He did not refer to or discussion about the provisions of the at all.

e) Therefore, in line with the judgment in Harshith Agarwal's cases (7 supra) this Court has to hold that for coming to this conclusion also the Registrar did not exercise the discretion properly or validly. The decision making process is flawed in this case. There is irrationality and also procedural impropriety.

3) VALID MEETING UNDER SECTION 9:

32. It was also argued by the learned senior counsels, particularly Sri. D. Prakash Reddy that the judgment in W.A. No. 1052 of 2017 gives the discretion to the Registrar to consider whether a valid General Body Meeting was held or not. Therefore, it was argued that the Registrar was right in considering the earlier data. The judgment in W.P. No. 3573 of 2017 has to be read along with the judgment in the Writ Appeal to understand it in its proper perspective. In W.P. No. 3573 of 2017 the facts are that (a) a committee held a meeting dated 17.02.2016 and elected Executive Committee Members. Thereafter on 05.12.2016 a resolution was passed to the effect that the minutes of the meeting dated 17.02.2016 shall be submitted to the 2nd respondent Registrar. When they were submitted the 2nd respondent did not receive the same. Learned single Judge held that under Section 9 of thethe 2nd respondent was bound to receive the same. This matter went in Appeal. In the Appeal it was pointed out that no meeting was held on 05.12.2016 and that as there was no quorum a meeting was postponed/to be held on 06.12.2016. Learned counsel, therefore, pointed out if there was a validly constituted meeting held on 05.12.2016 then the Registrar was bound to consider the same. It was in this context that the Division Bench held that it was obligatory on the part of the petitioners to establish that a “valid” meeting was held on 05.12.2016. Therefore, the Division Bench held that as the petitioners failed to prove that the valid meeting was held on 05.12.2016 the order under appeal has to be set aside. It was in these circumstances that the DB was pronouncing on the need for validly held meeting.

33. In the compilation of case law filed this Court also notices that the Division Bench judgment of A.P. High Court reported in Mokkapati Chandra Sekhara Rao v. Pragathi Educational Society, Guntur District 2019 (1) ALD 196 wherein, the Division Bench clearly held that the Registrar does not have the power to adjudicate any controversy or dispute arising out of the contents of the material so filed. In paragraphs 7 and 9 it is clearly held that in terms of Section 9 of the Act, the Registrar had no jurisdiction to decide any dispute between any of the members of the Society or any group of members, and the appeals were ordered giving a direction to the Registrar not to decide any dispute relating to the contents and details furnished by other side (para-12).

34. In fact, all though very detailed arguments were advanced para-9 of the counter affidavit filed by respondents 4 to 6 which is as follows also supports this view.

“….The Respondent No. 2's role under S.14 (3) is a ministerial function to simply take the information regarding the new membership of the Executive committee on record, akin to its role under S.9. Thus, Respondent No. 2 rightly, accepted the Society's application and took the new membership of the Executive Committee on record.”

35. This plea supports the view taken by the Division Bench in the above decision and the petitioners submissions.

4) NECESSARY PARTY:

36. One other point that has been repeatedly raised is that the society is not a party to the Writ. The dispute before this Court is about “membership”. Both the petitioners and the unofficial respondents are claiming to be members of the Society and are fighting before this Court for their rights. The rejection by the Registrar of the lists/documents is the subject matter of the challenge. In the opinion of this Court, the presence of the Society will not make a vital difference for the decision in this particular lis. The action of the Registrar in not recognizing the petitioners meeting and recognizing the respondents meeting is the subject matter of the challenge. Therefore, this Court holds that the presence of the Society is not absolutely necessary for a disposal of this particular case. The society in the opinion of this Court is not necessary party for the adjudication of the present dispute. The matter can be disposed of without the Society being a party. The issue raised by the individual petitioners is about the rights of the members of the society. The rights including the right to receive notices; to participate in the management meetings etc. If this right of the petitioners is curtailed and they are not held to be valid office bearers/Executive Committee Members etc., they have a right to approach this Court and seek relief on their own since the action of the Registrar is being questioned.

5) ALTERNATE REMEDY AND WRIT:

37. The last issue that has been raised is about the existence of alternative remedy and the invocation of the Arbitration. The dispute in this case emanates from the simultaneous orders passed by the Registrar accepting/approving one list and rejecting the other list. It is this action of the 2nd respondent that is subject matter of this Writ. This cannot be questioned in “arbitration” as the Registrar cannot be a party to the dispute before the Arbitrator. As per section 23 of thethe dispute between the members of the Society on the Committee or the members of the Society in respect of any matter relating to the affairs of the Society can be resolved by arbitration. In the byelaws of the association it is specified that in case of any dispute relating to the affairs of the academy among members of the academy or in the interpretation of the regulations such dispute shall be referred to the arbitration. Therefore, this Court is of the opinion that there is no effective alternative remedy for deciding on the correctness of the Registrar's action and the Writ Petition is the proper remedy in the circumstances. Even otherwise as stated in the preceding paragraphs since the Registrar has not applied his mind and has not considered the relevant material, this Court is of the opinion that a writ petition is maintainable. This is also a self imposed restriction by courts while deciding Writ Petition and is not an absolute rule or an embargo. Since this Court finds a non-application of mind/incorrect exercise of jurisdiction and a failure to give notice etc., by the Registrar, this Court holds that a Writ is maintainable.

6) INCIDENTAL POWER:

38. Case law was also cited to argue that the power to accept one list and to reject another is an “incidental power” which need not be conferred expressly. This Court finds that most of these cases relate to quasi-judicial authorities; tribunals etc., which need these incidental powers to effectively discharge their function. The Societies Registration Act, 2001 does not give such a power to the Registrar under Section 9 of the. The difference in the language used in Section 8 (5) of theand Section 9 of theis a clear pointer in this direction. Lastly even if such power is there; this court finds that the Registrar did not exercise his power properly and that the decision making process is flawed, warranting judicial interference.

CONCLUSION:

39. Therefore, for all the above mentioned reasons this Court finds that the Registrar erred in giving an endorsement “accepting” the document filed by the unofficial respondents and “rejecting” the document filed by the petitioners. The statements that the petitioners' documents are “rejected” and that the respondents' documents are “admitted/accepted” are both wrong in the opinion of this Court. Even the reasons furnished by the Registrar for coming to a conclusion are erroneous and contrary to law. Therefore, the prayer in Writ Petition is partially allowed. This Court holds that the Registrar has no power either to “accept” or to “reject” an annual list filed under Section 9 of the. He can only acknowledge its receipt and file the same. A Mandamus is issued against the acceptance of one list while rejecting the other. Since there are seriously disputed questions on fact and law in this Writ Petition, this Court is not entering into those areas. Therefore, the other prayers made are rejected. The parties are left to choose their own options and to pursue their legal remedies as mandated by law including the correctness or otherwise of the lists etc., filed by them pursuant to the meetings held on 24.06.2021. With these observations the Writ Petition is partially allowed and endorsements given by the Registrar (as accepted/rejected) are set aside. The lists filed by both the parties are directed to be kept in the record of the 2nd respondent. They shall necessarily be subject to the final decision of a competent Court or arbitrator as the case may be. There shall be no order as to costs.

40. Consequently, the Miscellaneous Applications pending, if any, pending shall stand closed.