TaxTMI 
TaxTMI 
1985 (4) TMI 322
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....those who are in a position to command funds arc rarely deterred by such unanimity of judicial opinion. So, several Co-operative Societies of Punjab have chosen to prefer appeals to this Court questioning the vires of sec. 13 (8) of the Punjab Cooperative Societies Act which provides for the compulsory amalgamation of cooperative societies if it is necessary in the interests of the cooperative societies. The questions raised are simple and straight and are capable of but single, straight forward answers. Unfortunately a large number of appeals have piled up in this court on these questions and we are told that a large number of writ petitions said to involve these or similar questions are pending in the various High Courts in the country awaiting the decision of this Court. We earnestly hope that this decision will put an end to this branch of the litigation and will serve to push forward the cooperative movement We think it is needless to refer to the nature and history of the cooperative movement except to say that the promotion of the cooperative movement is one of the Directive principles of State Policy (see Art.43 of the Constitution)- As usual in these and such cases, the co....
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....under this Act." Chapter II (secs. 3 to 14) deals with registration of co-operative societies. In particular sec. 8 prescribes the conditions pre-requisite to registration and authorises the Registrar to register a society and its Bye laws if he is satisfied that the conditions are fulfilled, Section 13 provides for the amalgamation, transfer of assets and liabilities and division of co-operative societies. While sec. 13(2) provides for voluntary amalgamation, Sec. 13 (8) provides for compulsory amalgamation if the Registrar is satisfied that it is necessary in the interests of the co- operative societies. Sec. 13(9) (a) requires the Registrar to send a copy of the proposed order to the societies concerned and the creditors and sec. 13(9)(b) requires the Registrar to consider the objections received from the societies concerned or from any member or creditor of such societies. Section 13(11) gives to the member or creditor Who has objected to the proposed order under sub-sec. 9 the option of withdrawing his share, deposits or loans as the case may be on an application to be made to the society to which his share, deposits or loans stand allocated by virtue of the order under sub-se....
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....he option of withdrawing his share, deposits or loans as the case may be, on an application which shall be made to the society to which his share, deposit or loan stands allocated by virtue of the order under sub-section(8), within a period of thirty days of the date of such order (12) ....... 4. Chapter V of the Act deals with privileges of Cooperative Societies and in particular sec. 30 states "The registration of a co-operative society shall render it a body corporate by the name under which it is registered having perpetual succession and a common seal, and with power to hold property, enter into contract, institute and defend suits and other legal proceedings and to do all things necessary for the purposes for which it is constituted." 5. The foremost submission of Shri M.K. Ramamurthi, learned counsel for the petitioners was that any law providing for the amalgamation of co-operative societies directly contravenes Art. 19 (1) (c) which guarantees to all citizens the right to form associations or unions. According to Shri Ramamurthi, the right of a citizen to form a society or to be a member of a certain cooperative society is interfered with if the soc....
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....#39;s Laws of England, 4th Edition, Volume 9, Paragraph 1201, it is said, "A corporation may be defined as a body of persons (in the case of a corporation aggregate) or in office (in the case of a corporation sole) which is recognised by the law as having a personality which is distinct from the separate personalities of the members of the body or the personality of the individual holder for the time being of the office in question." A corporation aggregate has been defined in paragraph 1204 as, "A corporation of individuals united into one body under a special domination having perpetual succession under an artificial form, and vested by the policy of law with the capacity of acting in several respects as an individual, particularly of taking and granting property, of contracting obligations and of suing and being sued, of enjoying privileges and immunities in common and of exercising a variety of political rights, more or less extensive, according to the design of its institution, or the powers conferred upon it, either at the time of its creation or at any subsequent period of its existence." 8. This court in the Board of Trustees, Ayurvedic and Unani Tibia ....
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...." 9. The court then noticed the various provisions of the Societies Registration Act, 1860 which according to them contained no sufficient words to indicate an intention to incorporate but on the contrary contained provisions showing that there was an absence of such intention. Therefore, they observed, "We have, therefore, come to the conclusion that the provisions aforesaid do not establish the main essential characteristic of a corporation aggregate, namely, that of an intention to incorporate the society." Considering next the question whether the new Board was a corporation, the court had no difficulty in answering the question with reference to sub-section 2 of section 3 which stated that the Board shall be a body corporate having perpetual succession and common seal and shall by the said name sue and be sued. The court observed, "Subsection 2 of sec. 3 says in express terms that the new Board constituted under the impugned Act is given a corporate status; in other words, the new Board is a corporation in the full sense of the term. " 10. We have already extracted sec. 30 of the Punjab Act which confers on every registered co-operative society the status of a body corpo....
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....s says, in relation to Art. 31-A (1) (c), "The reforms in company law now under contemplation like the progressive elimination of the managing agency system, provision for the compulsory amalgamation of two or more companies in the national interest, the transfer of an undertaking from one company to another, etc., require to be placed above challenge." 16. The report of the Joint Select Committee, is so far as it is relevant, says, "In sub-clauses (c) and (d), the word "corporations" has been substituted for the word "companies" in order to cover statutory corporations as well as companies." 17. According to Mr. Ramamurthi, the statement of Objects and Reasons and the report of the joint Select Committee show that initially it was proposed to give protection to legislation pertaining to amalgamation of companies only but later it was thought fit to extend the protection to statutory corporations also and therefore the expression "corporations" was substituted in the Act in the place of the expression "companies" which had been mentioned in the Bill. There is no substance in this submission. It was obviously thought by the Parliament that the protection shou....
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....in the public interest or in order to secure the proper management of any of the corporations. According to the learned counsel the protection of Art. 31-A (1) (c) was, therefore, not available to s. 13 (8) of the Punjab Cooperative Societies Act as the interest of a Cooperative Society may not necessarily be in the public interest or for the proper management of the society. This submission is no more than a play with words. The very philosophy and concept of the Cooperative movement is impregnated with the public interest and the amalgamation of Co-operative Societies when such amalgamation is in the interest of the Co-operative Societies is certainly in the public interest or can only be to secure the proper management of the societies. The argument of the learned counsel is an attempt at hair- splitting and is rejected. 20. The next submission of the learned counsel was that s. 13 A (8), (9) and (10) did not make express provision for the issue of notice to the members of the concerned Co- operative Societies and were, therefore, violative of the principles of natural justice. He argued that in the absence of any provision, the rules of natural justice may be read into the p....
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....authorised to perform certain specified functions only of the Registrar. That is not claimed to be the situation here. 22. The final submission of Shri Ramamurthi was that several other questions were raised in the writ petition before the High Court but they were not considered. We attach no significance to this submission. It is not unusual for parties and counsel to raise innumerable grounds in the petitions and memoranda of appeal etc., but, later, confine themselves, in the course of argument to a few only of those grounds, obviously because the rest of the grounds are considered even by them to be untenable. No party or counsel is thereafter entitled to make a grievance that the grounds not argued were not considered. If indeed any ground which was argued was not considered it should be open to the party aggrieved to draw the attention of the court making the order to it by filing a proper application for review or clarification. The time of the superior courts is not to be wasted in inquiring into the question whether, a certain ground to which no reference is found in the judgment of the subordinate court was argued before that court or not ? 23. Shri Arvind Kumar, le....