JUDGMENT
R.C. Laholi, J.
(1) This order dispossess of I.A. 6279/94, an application under order 39 Rules 1-2 Cpc seeking grant of ad interim injunction restraining the operation of letters/memos dated 31.5.94 issued by Shri A.S. Sarin President of the Central Secretariat Club, defendant No.2 against the plaintiffs and also restraining the holding of the Annual General Meeting of the Central Secretariat Club scheduled to be held on 26.6.94. This Court has stayed the Agm scheduled to beheld on 26.6.94. The date having already passed, the second relief has become practically redundant. It is the first relief that is now the core of controversy.
(2) The Central Secretariat Club (Regd) (hereinafter referred to as the Club, for short) is a voluntary organisation. Its members primarily consist of employees of Central Secretariat of the Govt of India, though the membership is open to a few others aswell. It is governed by a Constitution. Here itself it Would be apposite to extract and reproduce a few relevant provisions of the Constitution Which were referred to by the learned counsel for the parties at the time of hearing. They are : “7. General Body: (a) The General Body of the Club shall consist of all the members excluding Associate Members of the Club and it shall be the Supreme Body and shall have powers to: (i) Take decisions on all matters relating to the affairs of the Club and its decision shall in case of repugnancy prevail over the decisions of other bodies or committees of the Club. (ii) Elect he Executive Committee and dismiss it or any member thereof before the expiry of its term by a resolution passed by a 2/3rd majority of the members present and voting provided such an item is already on the agenda. (iii) …………… (iv) ………… (b) The General body of the club shall ordinarily meet at least once a year on or before the 30th June. Additional ordinary meetings of the General Body can be held by a decision of the Executive Committee as and when considered necessary. (c) The Extraordinary mee ting of the General body may be convened by the Executive Committee as and when considered necessary to decide any matter of importance and of immediate nature. (d) Meeting of the General Body can also be convened by the Executive Committee on a written requisition signed at least by 30% of the voting members on roll of the club on the date of such a requisition, within a calendar month of the date of the receipt of such a requisition. (e) to (j)………….. (k) Such items shall be taken first for consideration in an Ordinary General meeting as are on the agenda in the order of the priority shown therein unless the priority is changed with the permission of the Chair. Except the question of punishment of any member or no confidence motion in any office bearers or executive Committee, other items may also be taken up for consideration at the end of the agenda if specifically permitted by the Chair. (1) to (m) …………… 8. Procedure for Election : (a) to (f)…………….. (g) A list of the members of the Executive Committee shall be sent to Registrar, Cooperative Societies Delhi Administration after every Annual General Election. 9. Management Powers and functions of the Executive Committee (b) Executive Committee shall be responsible for the day to day management of the affairs of Club and shall have powers to; (i) ………. (ii) ………. (iii) Deal with all matters relating to the Club subject to the limitation prescribed in the Constitution. (ix) Take steps to protect and defend the interest of the Club. (xvi) Impose penalties on the members as provided in Clause 15. IS. Penalties : The following penalties may, for good and sufficient reasons and as hereinafter provided be imposed on a member, namely :- (b) Major Penalties : (ii) Removal from any of the offices or the membership of the Executive Committee. (d) Subject to the rules framed by the Executive Committee in this behalf, the major penalties may be imposed by the Executive Committee by a resolution passed by the two third majority of its members present and voting.The decision of the Executive Committee may be reviewed by resolution passed by two third majority of the members present and voting. “18.When a matter relating to any office bearer or a member of the Executive Committee or of sub committee is discussed by the Executive Committee or by a Sub Committee as the case may be he shall ordinarily not be allowed to attend the meeting of the committee concerned during such discussions nor shall he have any right of vote on that particular matter. The committee may, however, call such a person during such discussion if considered necessary.”
(3) It is not disputed that Mr A.S. Sarin is the President of the Club. The two plaintiffs, namely, K.L.Katyal and K.C. Malhotra are respectively Hony. General Secretary and Jt. Secretary of the Club. They were so elected in the General Body meeting held on 27.6.93. On 28.5.94, the plaintiffs received a requisition for emergent meeting of the Committee forwarded by defendant No.2 to plaintiff No.1. The note of defendant No.2 mentioned on the requisition .contained a proposal to convene the meeting of the Executive Committee at the earliest as more than thirty per cent of the members of the Executive Committee had requisitioned the same. The requisition was returned by plaintiff No. I to defendant No.2 along with his note denying the allegations made in the requisition and further stating that there was no emergency to convene an emergent meeting as the matter could very well be taken up for consideration at a regular meeting to be held in ordinary course, on 31.5.1994, the two plaintiffs received two memos, the language whereof is identical. It is stated therein that the Executive Committee at its sitting on 30.5.94 had considered matter as to defiance by the plaintiffs of the decision of the Executive Committee with regard to enrollment of new members and as to gross irregularities in the matter of appointment of Returning Officer; the committee had unanimously decided to divest the plaintiffs of all the powers of the General Secretary/ Joint Secretary till the matter was finally decided by the Disciplinary Committee/Executive Committee before which the plaintiffs would be given a chance to defend themselves. The memos further proceed to state that Shri K.L. Narula and Shri R.K. Wahi were appointed to perform the functions of General Secretary and Joint Secretary during the period.
(4) The grievance of the plaintiffs is that it is only the general body, which is competent to remove the elected officers from their, offices which power does not vest in the Executive Committee. It is the right of the elected office bearers to hold their offices for the period for which the general body had returned them and until the holding of the next Annual General Meeting. The impugned action was violative of the provisions of the Constitution and the principles of natural justice and was also malafide.
(5) The defendants who have made appearance have defended their action. At the hearing, the learned counsel for the contesting defendants has placed reliance on clauses 15(b)(ii) and 15(d) submitting that it was a major penalty imposed on the plaintiffs which’ the Executive Committee was competent to impose.
(6) The Club is a voluntary organisation though registered as a Society. It has its own constitution which governs the functioning of the Club and the relationship inter se of the members thereof. In the internal working and functioning of an institution like a Club, the judicial interference is limited.. The Court may not interfere except in a clear case of violation of the provisions of the constitution or of the principles of natural justice.
(7) The Court does not take cognizance of the rules of a voluntary society entered into merely for the regulation of its own affairs, save to protect the disposal and administration of property. The rules of a club may effectively provide that the governing body shall be the final arbiter on questions of fact but cannot prevent its decision on questions of law being determined by the Courts. ( Halsbury’s Laws of England, 4th Edn Vol 6 Para 202). Where the rules providing for expulsion have been strictly observed and the Committee or the members have otherwise acted properly, the Court has no jurisdiction to interfere even though it considers that the Committee or the members voting for expulsion have, in fact, come to a wrong conclusion. The burden of proving want of good faith lies on the person who alleges that he has been wrongfully expelled. (Para 241 ibid).
(8) Let the facts of the case be examined and the validity of the impugned action tested on the provisions of the constitution of the Club in the light of the law shortly stated hereinabove.
(9) The learned counsel for the plaintiff has submitted that the general body of the Club is the supreme body and the plaintiffs having been returned to the respective offices held by them constitutionally with the command expressed by the majority of its Agm, it does not lie with the Executive Committee to usurp the power of the general body and withdraw the authority conferred as General Secretary and Joint Secretary on the plaintiffs unless the term of their offices had expired with the holding of next election at the AGM. Divesting the plaintiffs of the office held by them amounts to punishment which could have been imposed only by an ordinary general meeting and that too after bringing the item specifically on the agenda. Clause 9(b)(iii) takes away the power of the Executive Committee to deal with such matters as they are specifically provided by the Constitution to be dealt With by the general body.
(10) The submission of the learned counsel for the plaintiffs is based on ignoring a few other relevant provisions of the Constitution. Though the learned counsel for the contesting defendants has concentrated only on the provisions contained in clause 9(b)(xvi) and 15(b) and (d) of the Constitution but there are yet other provisions of the Constitution which shall have to be looked into.
(11) The scheme of the Constitution indicates that the general body is the supreme body of the Club. However, in the very nature of things the general body cannot be expected to meet often and to take care of the day-to-day functioning of the club because it is expected to meet ordinarily only once in a year though additional meetings or extraordinary meetings can be convened. However, the Executive Committee has not only been empowered but also made responsible for the day-to-day management of the affairs of the Club. It has been empowered to deal with all matters relating to the Club subject only to such limitations which are prescribed in the Constitution. It has a very wide and sweeping power to take all such steps as are necessary to protect and defend the interest of the Club. Without prejudice to the generality of power enjoyed and the responsibility cast, the Executive Committee has been specifically empowered to impose such penalties on the members as are contemplated by clause 15. One of the major penalties is removal from any of the offices or the membership of the Executive Committee. The only rider on exercise of power is that a major penalty can be imposed only by two-third majority of the members of the Executive Committee present and voting. The inbuilt protection provided by the constitution to correct an erroneous decision of the Executive Committee is a review by the general body in accordance with clause 15(d) of the Constitution.
(12) At the time of hearing, the learned counsel for the contesting defendants made a statement at the bar that the defendant had no objection to the decision of the Executive Committee being reviewed by a general body if at all the plaintiffs were desirous of seeking such a review. It was further pointed out by them that a meeting of the general body was scheduled to be held on June 26,1994 and it is only at the behest of the plaintiff that this Court has been persuaded to pass an order staying the holding of the meeting.
(13) It was contended by the learned counsel for the plaintiff that the meeting of the Executive Committee was not a validly convened meeting inasmuch as all the 18 members of the Executive Committee were not noticed; moreover the plaintiffs were not noticed and so the impugned resolution could not be said to have been passed at a valid meeting. This contention does not find place amongst the ones raised in the plaint. Yet, it may be examined for whatever worth it is.
(14) The requisition of meeting, Annexure-P3 indicates the plaintiff having been apprised of the decision of the President to convene the meeting at the earliest as it was requisitioned by more than 30% of the members of the Executive Committee. The documents filed by the defendants show that notice for Executive Committee meeting was issued on 26.5.94 to be held on 28.5.94 ( erroneously mentioned as 28.6.94 in the notice). Out of 18 members of the Executive Committee one has signed the notice of meeting. Two are the plaintiffs. Out of remaining fifteen, it has been pointed out at the time of hearing notice was not addressed to Shri Harbhajan Singh, Sports Secretary and K.L. Kapoor Vice President as they were out of Delhi on official tour. Out of the remaining addressees nine had signed the notice in acknowledgement of their having received the information. One of them i.e. P.P. Singh was out of station. Two of the addressees had refused to sign. However, the meeting was not held on 28.5.94 as scheduled on account of the death of a nephew of the President of the Club. It was postponed to be held on 30.5.94. Notice was issued afresh. In the same circumstances, as already noticed, it was addressed to 15 members. The notice on its face appears to have been served on 14 addressees. One is stated to be out of station. The meeting was attended to by ten members of the Executive. The resolution passed is unanimous. S/Shri A.L. Kapoor Vice President, Harbhajan Singh Sports Secretary, Mr Y.P. Ranjan and P.P. Singh members of the Executive Committee have subsequently noted on the resolution that though they had not attended the meeting on account of being away from Delhi, yet, they agreed with the resolution and so confirmed the same. Including the plaintiffs there were three persons sought to be proceeded against. Out of the remaining 15, the resolution had the support of The 15th was out of Delhi. The resolution thus satisfied the requirement of two third majority contemplated by clause 15(d) of the constitution of the Club. The plaintiffs were well aware of the meeting. They could have attended the same. Even if they did not attend or were even excluded from attending the meeting, it would not vitiate the resolution on account of the provisions contained in clause 18 of the constitution which specifically excludes the right of a member proceeded against to attend the meeting in which the Executive Committee was discussing the matter. In any case, the provisions of the constitution have been substantially complied with. Validity of meetings of voluntary organisations cannot be tested on the anvil meant turn statutory meetings.
(15) For the foregoing reasons, this Court is of the opinion that the plaintiff do not have a prima facie case. They would be better advised to challenge the decision of the Executive Committee before the general body by seeking a review in accordance with clause 15(d) of the constitution instead of resorting to a legal battle in a court of law. The plaintiffs have subscribed to the constitution of the club and they must be held bound to have recourse to the remedy provided by the constitution to meet their grievance.
(16) The plaintiffs do not have a prima facie case. This Court is also of the opinion that the plaintiffs are not going to suffer any irreparable injury in the absence of grant of injunction.. On the contrary, the Club is likely to suffer irreparable injury, if an injunction as prayed for is granted and the meeting of the general body is prevented from being held.
(17) For the foregoing reasons I.A.6279/94 is held liable to be dismissed. It is dismissed accordingly.