$~76 * IN THE HIGH COURT OF DELHI AT NEW DELHI Date of Decision: 21^st August, 2024 + W.P.(C) 1133/2024 & CM APPL. 4770/2024 SUNIL AGARWAL AND ORS. .....Petitioners Through: Mr. Akshay Makhija, Senior Advocate with Ms. Richa Kapoor, Mr. Kunal Anand, Mr. Sandesh Kumar and Mr. Jai Batra, Advocates.

versus GOVT. OF NCT OF DELHI AND ORS. .....Respondents Through: Mr. Prashant Manchanda, ASC with Ms. Nancy Shah and Ms. H. Medha, Advocates for R-2.

Mr. Alishan Naqvee, Ms. Rupal Bhatia and Mr. Saurav Chaudhary, Advocates for Interveners-Mr. Tilak Raj and Mr. Kumar Manglam.

CORAM:

HON'BLE MR. JUSTICE SANJEEV NARULA

JUDGMENT

SANJEEV NARULA, J. (Oral):

1. This petition arises from internal disputes among the office bearers of the Savitri Education Foundation, Respondent No. 3, a society registered under the Societies Registration Act, 1860, [“the Act”] which runs a CBSE-affiliated school known as “The Newtown School” in Kolkata. The core of these Signature Not Verified W.P.(C) 1133/2024 Page 1 of 14

Digitally Signed

dispute primarily revolves around the management and structural changes within the governing body of the society.

FACTUAL BACKGROUND AND THE CONTROVERSY

2. The Petitioners contend that reorganization of the society’s governing body was ratified during an extraordinary general meeting held on 13^th June, 2018. At this meeting, Petitioner No. 1 and Mr. Sanjay Kumar Khemka were purportedly elected as Joint Presidents, while Petitioner No. 2 and Mrs. Ambika Khemka were designated as Joint Secretaries. The Petitioners assert that these changes, including amendments to the Memorandum of Association and Rules & Regulations of the Society, were necessary for achieving the objectives of the society. Respondent No.3 through communication dated 13^th June, 2018 intimated Respondent No.2 of the change in the governing body by sending a revised list of governing body members as on 13^th June, 2016. Furthermore, supporting this reorganization, an affidavit purportedly confirming the unanimous consent of the governing body members to the new structure, was submitted to Registrar of Societies/Respondent No. 2 on 18^th June, 2018.

3. Subsequently, after much delay, Respondent No. 2 issued a communication on 02^nd November, 2020, questioning the legitimacy of the revised list of governing body members submitted by Respondent No. 3 as follows:

“Sir, A list has been received in this office of Governing Body of “Savitri Education Foundation” wherein 02 (Joint President), 02 (Joint Secretary)

and 04 Members.

In this regard, it is informed that as per Society Registration Act-1860, the Signature Not Verified W.P.(C) 1133/2024 Page 2 of 14 Digitally Signed Rules and Regulation of the Society formed for Education purpose the governing body will be consisted with the following members:-

1. President – One 2. Secretary – One 3. Treasurer – One

4. Member from - to –

You are requested to provide the list of governing body as aforesaid has been mentioned.”

4. The afore-noted communication was responded by the Petitioner through communications dated 26^th November, 2020 and 04^th January, 2021. They asserted that the restructuring of the governing body was essential for the effective management of the society and was unanimously approved at the Extraordinary General Meeting held on 13^th June, 2018. They also contended that the amendments to the Memorandum of Association, [“MoA”] and rules and regulations were made in full compliance with the legal requirements and were unanimously adopted during an extraordinary general meeting. They emphasized that all members of the society, as mandated by its rules and regulations, were present, and the quorum was duly constituted, as documented in the minutes of the meeting dated 13th June, 2018. Furthermore, they highlighted that the dual Presidents had jointly affirmed an affidavit on 18^th June, 2018, endorsing the revised governance structure. This, they argued, demonstrated a collective and well- documented decision-making process consisten