S.M. DAUD, J.


These petitions under Article 226 of the Constitution take exception to an order passed by the then Minister of State for Agriculture and Co-operation being respondent No. 2 to the petitions - purporting to be in exercise of his powers under section 154 of the Maharashtra Co-operative Societies Act, 1960 - hereinafter referred to as the "Act".


2.Building known as `Jaya Mahal' at French Bridge, 45, Atmaram Rangnekar Marg, Bombay 400 007, belonged to Khimji Chaturbhuj and certain others as joint owners. The building consisted of about six storeys and the ground floor was in the occupation of the first respondents to the petitions - hereinafter referred to as `Zenith Chemicals' and Poona Automobiles' respectively. Zenith Chemicals were in occupation of five shops covered by two separate rent receipts. Poona Automobiles occupied shop No. 6 which was divided by them - one portion being sub-let to Dharmatar Automobiles. The upper storeys were in the occupation of the residential tenants and these tenants decided to band together into a housing co-operative society for the acquisition and maintenance of the building. All the occupants, Zenith Chemicals and Poona Automobiles included attended meetings of the proposed society and minutes of the meetings were recorded. Minutes of 3-6-1978 show that Zenith Chemicals and Poona Automobiles were represented by their concerned representatives on that day. The recitals relating to Zenith Chemicals and Poona Automobiles read as follows:-

"New members were requested to enrol themselves in the Society as the member and submit their consent letter duly completed, along with their contribution.

Mr. Kantilal Shanghani of M/s. Poona Automobiles ...and Mr. Rambhai G. Patel of M/s. Zenith Chemical Works (P) Ltd. have consented orally to become members of the Society."


Minutes of 17-6-1978 show that representatives of Zenith Chemicals and Poona Automobiles were again present and in fact both of them would be attending the Federation Office for adopting proceedings for registration. An application for registration of the proposed society was given on 14-8-1978 and the said application does not contain the names of the authorised representatives of Zenith Chemicals as also Poona Automobiles. In due course, excluding the two concerns and some tenants of the building, the rest succeeded in obtaining registration of a housing co-operative society and the said society in due course purchased the property from the erstwhile owners. The Chief Promoter on January 29, 1979 addressed a communication to Zenith Chemicals as also Poona Automobiles. This communication, to the extent relevant, recited -


"Your are aware that our society has been registered and we have pleasure to invite you to join as one of the members on the basis of 150 rents (150 month's rent ?), as contributed by other members. As Zenith Chemicals Work is a tenant since long time the bifurcation in your name and in the name of your another relation will be done at a later stage, as per decision arrived at the full fledged possession of the building by the society. This method is also to be adopted in case of two landlords and other members who wanted to do bifurcation of their flats. Hope you will please send your consent letter along with the contribution at an early date."


The letter evoked no written response from Zenith Chemicals and Poona Automobiles until the last week of July 1979. The reply came on the heels of Poona Automobiles being served with a quit notice intimating their liability to be ejected pursuant to their failure to pay six months rent, apart from certain other defaults attracting ejectment under the Rent Act. Zenith Chemicals on 26-7-1979 wrote to the Chairman of the newly formed society i.e. petitioner, as under:-


"With reference to your letter dated 29-1-1979 and our subsequent talks from time to time which we had with you, we are enclosing here-with our cheque of Rs. 30,625.50 (Rupees Thirty thousand six hundred twenty five and paise fifty) only being 150 months rent excluding repair cess as membership contribution."


Poona Automobiles sent their reply to the notice received earlier on 30-7-1979 claiming that they were unaware until receipt of the notice about a conveyance having been passed by the erstwhile owners in favour of the Society, that there was no default to warrant initiation of proceedings for their ejectment and that they had always been ready and willing to become members of the Society by paying 150 months' rent. Two days prior thereto Poona Automobiles had written a letter to the Chairman of the petitioner Society reciting:-


"In compliance with your letter dated 29-1-1979 calling for a contribution of 150 (one hundred and fifty) rents for membership of the society and our subsequent talks, which we had with you from time to time, we are now enclosing our cheque....for Rs. 28,768.50..... and would request you to accept and acknowledge the same."


The remittances and the claimed membership having been refused, Zenith Chemicals and Poona Automobiles approached the Deputy Registrar for redress under section 23 of the Act. Their appeals were allowed, the reasoning being -


"I have gone through the written statement and also through the arguments made by both the parties. The Society has been registered without including the appellant and one more tenant viz. Poona Automobiles Ltd. When the building has been purchased by the tenants to form a co-operative society and thereby the tenants acquire ownership over the tenanted property, the benefit goes to all such tenants without any exceptions. Moreover there is nothing on record that the appellant had refused to join membership of the respondent Society. The appellant was and is prepared to pay his contribution along with all the dues if any to the Society to become a member, Bye-law 80-A is to be made applicable to the building purchased from the builder-contractor and not to the old building purchased by the old tenants from the landlord. Therefore, there is no question of nominal membership. Even after registration the Chief Promoter of the Society has invited the appellant to joint full membership. Therefore the respondent cannot withdraw that invitation according to its convenience. Moreover the Society was fully aware of eviction proceedings when it had invited the appellant to become a member."


Aggrieved by this decision the petitioner went in revision to the Divisional Joint Registrar of Co-operative Societies. That Officer allowed the revision and set aside the decision given in appeal by the Deputy Registrar. His reasons for so doing were:-


"On going through the relevant records placed before me and the information obtained as required, I am of the opinion that the Society has to work within the framework of the Bye-laws already approved.


In fact when the Bye-law No. 80-A is registered, it cannot be said that it is not applicable to the Society, formed of tenants. It is the duty of the Registering Authority to consider the registration of Bye-laws of a particular type of Society. Once the Bye-laws are approved, they ought to be followed. In case the members feel that a particular Bye-law cannot be made applicable to Society, they have got liberty to amend the Bye-laws and get it approved from the Competent Authority. One cannot say that a particular Bye-law when it is registered is not applicable. Thus in this case, as per provisions of Bye-law No. 80-A, the respondent cannot be entitled as full-fledged member. The action of the Chief Promoter to approach the respondent on 18-5-1978 for its admission and the action of the Society again to approach the respondent on 28-1-1979 for the same purpose cannot be justified, in view of the provisions of Bye-law No. 80-A, if the intention would have been to enrol M/s Zenith Chemical Works Pvt. Ltd., as its full-fledged member. The only alternative available was to admit it as nominal member."


The aggrieved Zenith Chemicals and Poona Automobiles took up the matter with the State Government and their revisions this time were heard by the then Minister of State for Agriculture and Co-operation. This Authority set aside the Divisional Joint Registrar's verdict and his reasons for so doing were:-


"It is an admitted fact that both the appellants (Zenith Chemicals and Poona Automobiles) are tenants since more than 40 years, before registration of the Society. Both the appellants never refused to become the members of the society. Only fact against the appellants is that the appellants did not pay contribution within time. At the most the society could have clarified that failure to pay the demand would disentitle the appellants from becoming members or the appellants would be charged interest for the period of non-payment. It is a matter of record that the Chief Promoters failed to obtain letters from the appellants regarding their non-joining of the Society, nor is there anything to show that the Chief Promoters filed such declarations at the time of registering the Society. Beside, the Society recognised and revised the claim of the appellants to become members with the Society's letter of invitation dated 29th January, 1979 offering membership to the appellants."


The petitions take exception to the restoration of the order of the Deputy Register. The limited question that arises for consideration in these petitions is whether petitioners had sufficient cause to refuse unto Zenith Chemicals and Poona Automobiles membership of the society? I find in the affirmative and allow the petitions quashing the order passed by the Minister for the reasons given below.


3.The details of what transpired have been set out in the preceding paragraphs. The occupants of the Jaya Mahal Building had decided to band together into a housing co-operative society and acquire membership of the building from the erstwhile owners. For this purpose the first meeting was held on 13th March, 1978. The Director of the Zenith Chemicals was addressed a letter on 18th May, 1978 under the signature of the Chief Promoter of the proposed society. It was made clear in this communication that the occupants would have to pay 150 months' rent towards their share of the price for acquiring the building. The first instalment was to consist of 15 months' rent and Zenith Chemicals were informed that most of the tenants had already paid this first instalment. The Zenith Chemicals were invited to send their consent letter to become a member and also contribute Rs. 510/- representing membership fee. They were informed that the second instalment which would represent 1/3rd of the balance would be due very soon and were asked to pay the same at an early date. On 3-6-1978 a meeting was held and it was attended to by M/s. R.G. Patel and K.N. Sanghani representing Zenith Chemicals and Poona Automobiles. Again a request was made that new members enrol themselves as members in the society and submit their consent letters duly completed along with their contribution. M/s. Patel and Sanghani on behalf of their concerns expressed an oral consent to the proposal to become members, but stopped there. They did not take follow-up action. In the meeting which took place on 17-6-1978 and which was attended by M/s. Patel and Sanghani it was decided that they would be attending the Federation office for taking part in the proceedings for registration of the proposed society. The Federation office referred to in the minutes of 17-6-1978 is the office of the Apex Body of co-operative societies. M/s. Patel and Sanghani did not keep the trust with the result that the application for registration of the society did not bear their signatures. The registration could not be indefinitely delayed and therefore it took place without Zenith Chemicals and Poona Automobiles being a party to the acquisition of the building from the erstwhile owners. Inspite of this, on 29th January, 1979, the Chief Promoter conveyed to Zenith Chemicals and Poona Automobiles his readiness to enrol them as members on their paying 150 months' rent to be sent along with their consent letters. The first time this communication evoked a reply was in late July 1979. By this time the Poona Automobiles had been served with a notice claiming that it had rendered itself liable for ejectment under the Rent Act. With a view to counter this move of the Society, Zenith Chemicals and Poona Automobiles invented a fictitious intervening event. This was "subsequent talks". What those talks were, with whom they took place and other details, were all left delightfully vague. Naturally, the Society refused to be taken in and returned the remittances sent. In the appeal before the Deputy Registrar the stand taken by the appellants i.e. the first respondents in these petitions, was that contrary to the legitimate share of the price for acquiring the building they had been asked to pay 200 times rent by the Society which demand they refused to comply with and therefore did not join the other occupants of the building at the initial stages. They had been and were always willing to pay their share of the purchase money equalling 150 times the monthly rent. From the reasons given by the Deputy Registrar it does not appear that this patent falsehood was accepted by him. In fact it may not have been even seriously pressed before the Deputy Registrar. The Deputy Registrar took an unusual view in holding that there was nothing on record to show that Zenith Chemicals and Poona Automobiles had refused to become members of the proposed society. This conclusion is proved wrong in the face of the factual position, which was, that despite oral assents the concerns had done nothing to (i) apply for membership in writing, (ii) furnish letters of consent in writing, (iii) pay the membership fee, (iv) pay the first instalment representing 15 months' rent and (v) give a reply within a reasonable time to the letter sent to them by the Chief Promoter on 29-1-1979. The failure of M/s. Sanghani and Patel to be present at the office of the Federation on the appointed day was a clear indication that they either were unwilling to honour the commitment made or did not have the wherewithal to pay their share of the price for the acquisition of the building. I am referred to a circular of the Government indicating the manner in which a refusal or disinclination is to be expressed. This circular is a non-statutory instrument and the specifications contained therein would have directory force. But a refusal or disinclination to join the membership of an acquiring society can be inferred from other circumstances. Here, despite repeated requests to do the needful, Zenith Chemicals and Poona Automobiles refrained from showing the slightest meaningful inclination to become members of the Society. Therefore, the reliance placed upon the alleged failure of the Chief Promoter to obtain letters of refusal from M/s. Patel and Sanghani is of no consequence. The second reason given by the Deputy Registrar was that Bye-law-80-A did not apply and therefore a refusal based thereon could not be sustained. As pointed out in the revisional order passed by the Divisional Joint Registrar, as long as that bye-law stood it could not be ignored. It was not correct to restrict its operation to societies promoted by builders and contractors. The third reason given by the Deputy Registrar is that the Chief Promoter of the Society had invited Zenith Chemicals and Poona Automobiles to become full members and therefore was precluded from withdrawing that invitation. I really fail to comprehend why the inference of an irreversible option was drawn. The offer made by the Chief Promoter was in the nature of a concession given to the Zenith Chemicals and Poona Automobiles. The concession had to be a availed of within a reasonable period and not at a time of their own choosing. They were aware of the lapse of the offer and it was for this reason that they invented "subsequent talks" to make up a pretext for keeping that offer alive, petitioner-society rightly refused to view the situation in that manner. Where no time is given for the acceptance of an offer the law is that acceptance has to be communicated within a reasonable time. The offer could not be kept open indefinitely. Nor could the Zenith Chemicals and Poona Automobiles claim that they had the right to act upon that offer, as, and when, it suited them.


4.A contention is advanced that the statutory authority has come to a conclusion well within its jurisdiction and writ Court cannot interfere therewith. The writ Court is entitled to interfere. In fact, it is mandated to interfere where the conclusion of the statutory authority is based on no evidence or is the result of a perversity. Here, the Minister of State has so reasoned as to give the impression of his somehow making out a case in favour of Zenith Chemicals and Poona Automobiles. He says that both the concerns never refused to become members of the Society. The clear inference from the factual conspectus is that the two concerns opted for membership only with a view to get out of the sorry mess in whic

h they had landed themselves by giving the Society a chance to initiate action against them under the Rent Act. Next, the Minister believes the only factor which went against the two concerns was that they did not pay the contribution within time. But this payment in time was a condition precedent to the obtaining of membership. Despite repeated admonitions, the Zenith Chemicals and Poona Automobiles evaded doing the needful which included the payment of contribution and therefore denied to themselves the privilege of claiming membership. Thirdly, the Minister seems to be under the impression that it was for the society to have clarified that failure to pay the contribution would disentitle the Zenith Chemicals and Poona Automobiles from becoming members or that they would be rendering themselves liable to pay interest for delayed payment. I do not see how this obligation could be thrust upon the petitioner Society. In fact by addressing letter dated 29-1-1979 the Chief Promoter of the society was giving a concession to the first respondents to which they were not entitled. The non-filing of the declaration about a refusal by the two concerns to become members has already been commented upon. Like the Duputy Registrar the Minister believes that the first respondents had an inviolate right to avail of the invitation given by the Chief Promoter in his letter of 29-1-1979 as and when they thought fit to do so. There could not be a grosser mistake in law and therefore both on facts as also on law the decision given by the Minister cannot be sustained. The Zenith Chemicals and Poona Automobiles were not entitled to the membership of the Society and the refusal of the Society to admit them to membership was valid. The order passed by the Minister in both the petitions is hereby quashed and that of the Division Joint Registrar restored. Rules in these terms made absolute, with parties being left to bear their own costs.