1 SA461/2010 IN THE HIGH COURT OF JUDICATURE AT BOMBAY APPELLATE SIDE, BENCH AT AURANGABAD SECOND APPEAL NO. 461 OF 2010 1 Baliram s/o Dagdu Tambe, Aged 55 years, Occupation Agriculture, Resident of Tamba Rajuri, Taluka Patoda, District Beed. Appellants 2 Smt Sunita w/o Madhukar Tambe, Aged 40 years, Occupation Household, Resident of as above 3 Janardhan s/o Dadarao Tambe, Aged 62 years, Occupation Nil, Resident of as above 4 Dadarao s/o Janardhan Tambe, Aged 57 years, Occupation Service as Dy. Engineer, Resident of Tamba Rajuri, Taluka Patoda, District Beed, Now at Panchayat Samiti, Shevgaon 5 Mangalbai w/o dadarao Tambe, Aged 45 years, Occupation Household, Resident of Tamba Rajuri, Taluka Patoda, District Beed 6 Gowardhan s/o Deorao Bhandare, Aged 57 years, Occupation Service as Clerk in the office of the Housing Finance, Aurangabad, Resident of Samarth Nagar, Aurangabad V E R S U S 1 Natha s/o Chandrabhan Tambe, Aged 58 years, Occupation Agriculture, Resident of Tamba Rajuri, Taluka Patoda, District Beed Respondents 2 Keshav s/o Dadarao Tambe, Aged 70 years, Occupation Agriculture, Resident of as above 3 Bhaskar s/o Vishnupant Pandav, Aged 75 years, Occupation Retired Gram Sevak now Agri., Resident of as above 4 Sahebrao s/o Namdeo Kadam – Deceased 5 Baban s/o Maroti Shinde, Aged 45 years, Occupation Agriculture, Resident of Tamba Rajuri, Taluka Patoda, District Beed 6 Shridhar s/o Bhayaji Tambe, Aged 60 years, Occupation Agriculture, Resident of as above 7 Maji Vidyarthi Shikshan Prasarak Mandal Tamba Rajuri, Taluka Patoda, District Beed, Through the Secretary 2 SA461/2010 Mr. S.S. Choudhari, Advocate for the appellants Mr. N.L. Jadhav, Advocate for respondent No. 1 CORAM : A.V. NIRGUDE, J. DATED : 21st June, 2011 ORAL JUDGMENT : 1. By consent, the appeal is taken up for final hearing. 2. The facts of this case are quite peculiar and are admitted. There is an Education Society / Public Trust at village Tamba Rajuri, Taluka Patoda, District Beed. This society was established long back in 1985. Eleven original members registered the society. In the bye-laws, they provided that the society shall be managed by the managing committee consisting of eleven members. Unfortunately and admittedly, after registration of the society, for quite sometime no new members were enrolled. As said above, there were only eleven members in the society. Sometime prior to 2001, some dispute erupted between the members, and the Assistant Charity Commissioner passed an order and appointed an administrative committee. This Court, in writ petition, set aside that order and directed the Assistant Charity Commissioner to decide the dispute about membership. Accordingly, he held enquiry in 2001, and further held that the eleven original founder members, who had formed the association initially, were only the validly enrolled members of the society. He inter alia held that subsequently enrolled members were not validly enrolled. Thereafter, the Assistant Charity Commissioner held election amongst eleven members. Unfortunately, at that time, only six out of 11 members indicated their inclination to become members of the managing committee and they were declared elected as members of the managing committee. The remaining five members did not get elected as members of the managing committee, 3 SA461/2010 but they continued as members of the society / public trust. This unfortunately is the admitted position. 3. In view of this rather anomalous situation, this society / public trust at that time formed a managing committee comprising only of six members. This change was held to be lawful and the affairs of the society were managed by this truncated managing committee for quite sometime. In 2004, it so happened that one of the members of the managing committee Madhukar died. Due to this, strength of the managing committee got reduced to five members. The members of the managing committee despite of an opportunity of filling up the vacant post of deceased Madhukar, did not take action to do so. They continued the managing committee of only five members. Thereafter, they made a resolution in a meeting to enroll four new members of the society. This resolution was passed on 31st October, 2004. 4. Now the substantial question of law is, whether such resolution enrolling these four members was lawful or not? The Courts below held that it was not lawful because the required quorum of six members were not present for this meeting. I am aware that in absence of required quorum, no meeting is validly constituted and a resolution passed in such meeting is not lawful. But, due to peculiar position of the managing committee, the rule requiring quorum of six members out of eleven would not be applicable to the impugned meeting of 31st October, 2004. 5. As said above, the managing committee was lawfully constituted in 2002. After the election that were hold in 2002, only six members of the society opted and became members of the managing committee. As said above, such a truncated managing committee was lawful and managed the society lawfully from 2002. During the tenure of such truncated lawfully elected managing committee, they hold many meetings and probably 4 SA461/2010 passed many resolutions. 6. The rule requiring quorum of six members is applicable when the strength of the managing committee is eleven. Such rule obviously will not be effective if the strength of the managing committee is only six. The rule in principle suggest that the quorum of any managing committee meeting should be little above 50% of the total members of the same. So, if the strength of the managing committee itself is only six, then the quorum required for a meeting of such managing committee could be of four. Without undermining importance of quorum, it can be held that this particular managing committee could have held meetings with quorum of four members and could have lawfully pass any resolutions. It is clear that the impugned resolution was lawful because it was passed with a quorum of five members. At least on that day, the quorum of five members was sufficient to hold lawful meeting and pass a lawful resolution. 7. The Judgments referred by learned Advocate Mr. Jadhav for the respondents in the cases of B.S. Minhas v. Indian Statistical Institute (1982 DGLS (Soft.) 310) and Chandra Kishore Jha v. Mahavir Prasad & Ors (AIR (SC) (1999) 3558) are of no use, because they did not discuss the situation which is similar to the situation in hand. They only discuss the importance of adequate quorum. As said above, the adequacy of quorum to constitute a valid meeting and passing the valid resolution is not disputed at all. 8. In view of this, the Courts below had erred in holding that the impugned resolution was not lawful. 9. This issue really is now only of academic interest. The respondents, who opposed the appeal, are now in majority and have a managing committee and they are managing the affairs of the society / public trust. 5 SA461/2010 The appeal is therefore allowed. The impugned orders are set aside. The change report is accepted. 10. The request of learned Advocate Mr. N.L. Jadhav, for the respondents to keep the effect of this order in abeyance is rejected. ( A.V. NIRGUDE, J. ) SRM/sa/461/10/21/6/11/ok