The main legal point established in the judgment is that R.43 is mandatory in nature and must be strictly complied with for the election of office bearers. Additionally, the court ruled that S.20(b) does not restrict the voting rights of nominated members in apex and central societies, and therefore, the nominated members are entitled to vote in the election of office bearers.

Shanmugam, J.

The petitioner seeks for a declaration that he is entitled to continue as duly elected Vice-President of the Kerala State Co-operative Bank Ltd. (hereinafter referred to as 'the bank') and for a declaration that R.37(3) of the Kerala Co-operative Societies Rules as invalid and for a further declaration that the nominated members of the Bank are not entitled to vote in the election of office bearers and for direction not to convene any meeting for the election of the President or Vice-President of the Bank.

2. The Kerala State Co-operative Bank is an apex society registered under the Kerala Co-operative Societies Act (hereinafter referred to as 'the act" ). The Board of Directors of the Bank consists of the following: a) one Director deputed by each affiliated District Co-operative Bank numbering 165; b) the Registrar of Co-operative Societies; c) two nominees of the State Government; d) the Managing Director of the bank; e) one representative of Schedule Castes and Scheduled Tribes; and f) one woman representative.

3. After the 'expiry of the term of the office bearers of the State Co-operative Bank, a meeting of the Board of Directors of the bank for the year 1996-97 was proposed to be held on 30.4.1996 for the election of President, Vice-President and other executive committee members. The meeting was postponed to 2.5.1996 and again to 4.5.1996 and further to 29.5.1996. In the meeting held on 29.5.1996, the petitioner claims to have been elected as Vice-President of the bank unopposed. As against the resolution and decision electing the Vice-President, the Managing Director of the bank represented to the Registrar of Co-operative Societies that the election of the petitioner was illegal since there no agenda for the election of the Vice-President and the same was contrary to R.43(4) of the Co-operative Socieities Rules. The Registrar by order dated. 20.6.1996 rescinded the decision and resolution dated 29.5.1996 of the Board electing the petitioner as Vice-President and directing the Managing Director to initiate action to conduct the election in accordance with the Rules. The Present Original Petition came to be filed for the reliefs stated above without challenging the order passed by the Registrar.

4. Learned counsel appearing on behalf of the petitioner submitted that the quests on whether there was a resolution/ decision taken regarding the election of the Vice-President on 29.5.1996 is a question of fact. The same has to be adjudicated before an arbitrator against the election and the Registrar cannot decide that question. The order of the Registrar rescinding the resolution was made without giving opportunity

to the petitioner and therefore, violative of principles of natural justice. Itis further contended that the Registrar of Co-operative Societies being a member of the Board cannot sit in judgment over the decision taken by the Board The order of Registrar is actually by bias and arbitrariness. It is further submitted that R.43(4) of the Rules, which gives equal authority to the nominated members, is illegal and ultra vires of S.20(b) of the Act. According to him, i f election were to be held for the office bearers of the society, it should be without the nominated members voting in the said election.

5. The learned Advocate General appearing on behalf of respondents 1 to 3 submitted that the facts are admitted and there is no dispute regarding the question that the election of the Vice-President was not in the agenda to the meeting on 29.5.1996. According to him, the petitioner was issued with the notice for the said meeting and he was well aware that the election of Vice-President was not one of the subjects. According to him, the election of the office bearers shall be done only in accordance with R.3 in a meeting convened for the purpose. The meeting held on 29.5.1996 was not the meeting convened for the purpose of electing Vice-President. As a matter of fact, when the subject was taken up