Majmudar, C.J:—
A Division Bench of this Court consisting of two of us (Chief Justice & NDVBJ.), by its order dated 12.7.1993, in Writ Appeal No. 1509 of 1993, has referred the following Question for Decision of the Full Bench under Section 7 of the Karnataka High Court Act, 1961:
“Whether the decision of the Division Bench in Rangaiah v. Managing Director, Tumkur Co-operative Market Producers Societies Union Ltd., reported in ILR 1992 KAR 3784, is correct when it takes the view that as per sub-section (4) of Section 28A of the Karnataka Co-operative Societies Act, 1959, the term of elected President of the Co-operative Society is for the duration of the co-operative year?”
Accordingly, this Full Bench was constituted for deciding the said Referred Question.
2. We have heard the learned Advocate for the appellant in Writ Appeal, who has contended that the Referred Question be answered in the negative. We have also heard the learned Government Advocate appearing for respondent No. 1, who has contended that the Referred Question should be answered in the affirmative. Similar was the argument by the learned Counsel for the respondent No. 3.
3. Before we deal with the question as referred for our consideration, it would be necessary to glance through few background facts.
4. The appellant in Writ Appeal, from which this Reference arises, was elected as a President of the 2nd respondent-Society on 2.2.1993 The 2nd respondent is a Co-operative Society functioning under the provisions of the Karnataka Co-operative Societies Act, 1959 (hereinafter referred as to the ‘Act’). It has no individual members, but its members are the Primary Co-operative Societies functioning within the area of co-operation of the 2nd respondent-society. The Managing Committee of the 2nd respondent was elected on 31.12.1991 That thereafter, the office-bearers of the 2nd respondent-society were also elected in the beginning months of 1922. In the present controversy, we are concerned with the term of the elected President, who is one of the office-bearers of the 2nd respondent-society. The term of that elected first President of the 2nd respondent society expired on 31.12.1992 Thereafter, fresh elections to the office bearers of the 2nd respondent-society were held and in the said elections, appellant in the Writ Appeal was elected as the President. It is the contention of the appellant-President that his term of office would be at the highest for a period of 12 calendar months according to British calendar and therefore, his term would end by 31.1.1994 and not before that. Alternatively, it is his contention that even considering that calendar year was to end on 31.12.1993, the term of office of the President would expire by 31.12.1993 but not before that date in any case. The first respondent, the Registrar of Co-operative Societies, functioning under the Act, issued a direction to the 2nd respondent society that it should hold fresh election for the President of the 2nd respondent society, as the term of office of the elected President would expire on 31.3.1993 The appellant-President, naturally feeling aggrieved by the said direction of the first respondent has filed a Writ Petition No. 13924 of 1993 in this Court challenging the said direction of the first respondent. The learned Single Judge, granted stay of the proposed elections to the office of the President of the 2nd respondent-society on 4.6.1993 Respondent No. 3, who is a candidate for a Presidentship of the 2nd respondent society, filed a vacate stay-application in the Writ Petition. The learned single Judge, after hearing the learned Advocates of the contesting parties, vacated the interim order dated 4.6.1993 That was presumably done on account of the fact that a Division Bench of this Court in Rangaiah v. Managing Director, Tumkur Co-operative Market Producers Societies Union Ltd. . ILR 1992 KAR 3784., has taken the view that the term of office of the President of the co-operative society would expire as per Section 28A(4) of the Act, by the end of the co-operative year, in which the said President was elected and therefore, with the start of the new co-operative year, fresh elections were to be held to the said post. The first respondent had issued direction for fresh elections also relying upon the aforesaid Decision of the Division Bench.
5. Challenging the said order of the learned single Judge vacating the earlier interim order granted on 4.6.1993 the appellant, who is the sitting President of the second respondent-society filed the Writ Appeal No. 1509 of 1993. When this Writ Appeal reached hearing before the Division Bench of this Court consisting of two of us (CJ & NDVBJ), it was felt that the aforesaid Decision of the Division Bench of this Court required reconsideration by a larger Bench/Full Bench. This is how, the question set out at the beginning of this Judgment was referred by the Division Bench under Section 7 of the Karnataka High Court Act.
6. Before coming to the grips of the Referred Question, it will be necessary to note the relevant statutory background, in the light of the which, this Question is to be answered.
Section 27 of the Act, found in Chapter IV, deals with the management of the Co-operative Societies. Sub-section (1) thereof provides that general meeting of a co-operative society shall be held once in a year within a period of three months after the date fixed for making up its accounts for the year under the Rules or bye-laws for the time being in force. That is obviously, Annual General Meeting.
As noted earlier, the second respondent-society functions under the provisions of the Act. Section 28A which was brought on the statute book by amendment Act No. 5/84 with effect from 9.1.1984, deals with the management of co-operative societies. It is also found in the same Chapter-IV. It reads as under:
“28A. Management of co-operative societies vest in the committee: (1) The Management of a co-operative society shall vest in a committee constituted in accordance with this Act, the rules and the bye-laws of such society. The committee shall exercise such powers, discharge such duties and perform such functions as may be conferred or imposed upon it by this Act, the rules and the bye-laws.
(2) The committee of a co-operative society shall consist of not less than nine members:
Provided that where the committee of a co-operative society consists wholly of individual members there shall be reserved not less than one seat for Scheduled Castes and Scheduled Tribes and one seat for women;
Provided further that no such reservation shall be made if such society has no women member or a member belonging to Scheduled Castes or Scheduled Tribes as the case may be.
(3) Notwithstanding anything contained in this Act, the rules and the bye-laws of any co-operative society, the term of office of the committee of a co-operative society shall be three co-operative years and the elections shall be held for the entire committee other than the nominated members.
Provided that if elections to the committee or part of the committee of any co-operative society has already been held on or after 1st July 1983 in accordance with the bye-laws of such society, the term of the committee of such co-operative society, shall also be three co-operative years.
Explanation. - For the purpose of this Section, where elections to a committee have been held in the middle of a co-operative year, for purpose of computing the term of office of the committee, the remaining part of the co-operative year shall be deemed to be a co-operative year.
(4) The members of the committee shall, every year, elect from among themselves the officers of the co-operative society. The election for the office bearers shall be by ballot.”
As per sub-section (3) of the aforesaid Section, the term of office of the Committee of the Co-operative society, meaning thereby the Managing Committee, shall be three co-operative years, on expiry of which, elections have to be held for the entire Managing Committee other than the nominated members. The term co-operative year is defined by Section 2(d-1) which was also inserted by the same amendment Act 5/84 with effect from 9.1.1984 The said definition reads as under:
“co-operative year” means the year ending with the thirtieth day of June or, in the case of any co-operative society or class of co-operative societies the accounts of which are made up to any other date, with the previous sanction of the Registrar, the year ending with such date.”
7. It is not in dispute between the parties that so far as respondent No. 2 society is concerned, its accounts are made upto 31st March of every year; that previous sanction to that effect has been obtained from the Registrar and accordingly, co-operative year for the 2nd respondent-society would be, the year ending with 31st March. Even apart from that, it has been brought to our notice that under Section 121 of the Act, which gives power to the State Government to exempt by general or special order, any co-operative society or any class of societies from any of the provisions of the Act or to direct that such provisions shall apply to such society or class of societies with such modifications as may be specified in the order, Government of Karnataka has issued a general order in Co-operative Department, dated 17.7.1989, whereby it is directed that Clause (d-1) of Section 2 of the Act, shall apply to all co-operative societies with the modification in Clause (d-1) of Section 2, namely, the following clause shall be substituted - ‘co-operative year’ means the year ending with 31st March every year. Consequently, the term of co-operative year so far as respondent-2 is concerned, will have to be taken to be the year beginning from 1st of April of every year and ending on 31st March of the next year. At this stage, we may also refer to certain other provisions of the Act, to which our attention was invited during the course of the arguments by the learned Counsel for the contesting parties.
8. As per sub-section (1) of Section 29A of the Act, the term of office of the elected members of a committee shall commence on the date immediately after the expiry of the term of office of the outgoing members of such committee or on the date the newly elected members assume office. As per sub-section (4) thereof, the Secretary of the co-operative society shall within fifteen days from the date of election, convene a meeting in the prescribed manner of all the members of the committee, (including nominated and ex-officio members if any) for the purpose of electing the President, the Vice-President, the Chairman the Vice-Chairman and such other office-bearers as are required to be elected under the bye-laws of the co-operative society.
9. Section 29D of the Act, deals with disqualification for being a President, Vice-President, Managing Director, Treasurer or Secretary. Sub-section (1) thereof provides that no person shall be eligible for election or appointment or to continue as President, Vice-President, Managing Director, Treasurer or Secretary of a co-operative society for more than six years either consecutively or intermittently.
10. Section 63 of the Act, is found in Chapter VIII, and it deals with Audit, Inquiry, Inspection and surcharge. Sub-section (1) of Section 63, provides that the Director of Co-operative Audit, shall audit or cause to be audited by a person authorised by him by general or special order in writing in this behalf, the accounts of every co-operative society at least once in each year. Sub-section (4A) thereof, mandates that every co-operative society shall prepare and furnish within two months from the end of that year, to the Registrar and the Director of Co-operative Audit, a statement showing the receipts and disbursements, profit and loss and the balance sheet for the year and such other statements and returns as the Registrar or the Director of Co-operative Audit may direct.
11. Section 129 deals with powers to make Rules and provides that the State Government may, for the whole or any part of the State and for any class of co-operative societies, after previous publication, by notification in the Official Gazette, make Rules to carry out the purpose of the Act. Accordingly, the State has framed Karnataka Co-operative Societies Rules, 1960 (for short, ‘the Rules’). As per Rule 5, provision is made for framing of bye-laws of co-operative societies governed by the Act. As per Rule 5(1)(k) of the Rules, bye laws can provide for the mode of appointment and removal of the committee and other officers, the duties and powers of the committee and such officers and their terms. Accordingly, the 2nd respondent-society has framed the bye-laws. The relevant bye-laws for our purpose, are 19.3, 19.5 and 19.7 It is obvious that these bye-laws cannot go beyond the scope of the statutory provisions contained in the Act, governing the term of office of the President and members of the Managing Committee and have to fall in line with the same.
12. It is in the background of the aforesaid relevant statutory scheme that we have to consider the rival contentions canvassed before us, for resolving the question in controversy before us.
13. The learned Counsel for the appellant submitted that the Decision of the Division Bench in Rangaiah's case (supra), has wrongly assumed that Explanation to Section 28A(3) is also applicable to sub-section (4) thereof. It was contended that the Legislature has used the term “co-operative year” in sub-section (3) while it has not repeated the said term while enacting sub-section (4) and on the contrary has used the phrase “every year” which would clearly show a different legislative intention for governing the term of elected office bearers of the society as contra-distinguished from the term of the Managing Committee itself. In this connection, your attention was also invited to another Decision of the Division Bench of this Court in H.N Ramesh v. Primary Co-operative Agriculture & Rural Development Bank Ltd. . ILR 1991 KAR 24. to show that during the extended term of the Managing Committee election of office-bearers has to be held. This election of office-bearers is not necessarily connected with the original term of Managing Committee as prescribed by sub-section (3) of Section 28A of the Act. Reliance was placed on the Decision of the Supreme Court in The Member, Board Of Revenue v. Arthur Paul Benthall . AIR 1956 SC 35., and in the case of Commissioner of Income Tax, New Delhi v. East West Import & Export (P) Ltd. 4, for submitting that when two words of different import are used in the statute, they must be given their separate meanings. Placing reliance on the Decision in the case of Union of India v. Deoki Nandan Agarwal . 1992 Supp 1 SCC 323, it was contended that the Court cannot legislate if the words in the statute are clear. That when the term “year” is used in sub-section (4), it cannot be read as “co-operative year”, which has a different connotation. It was, therefore, submitted that on a conjoint reading of sub-section (3) and sub-section (4) of Section 28A of the Act, it should be held that the election for the office bearers of the society should be held from amongst the members of the Managing Committee every year and that the term ‘year’ being not defined by the. Act should have the same meaning as is given by Section 3(43) of the Karnataka General Clauses Act, 1899 that is, year reckoned according to the British Calendar. That the Judgment of the Division Bench in ILR 1992 KAR 3784 (supra), must be held to be not laying down good law. The learned Counsel for the 3rd respondent, on the other hand, submitted that the word ‘co-operative year’ is directly connected with the working of the co-operative societies under the Act, and that Explanation to sub-section (3) of Section 28A is for the purpose of the entire Section 28A, which would include sub-section (4) thereof. It was also contended that sub-section (4) of Section 28A does not control the term of the office bearers at all. All that it has enjoined is that members of the committee shall elect every year the office bearers from among themselves. Mr. S.R Nayak, learned Government Advocate, also supported the contentions of the contesting respondents and submitted that life of the Managing Committee itself is circumscribed by three co-operative years, as indicated in sub-section (3) of Section 28A of the Act. If that is so, the office bearers who are to be elected from amongst the Managing Committee members, cannot have for their term a different yardstick of twelve calendar months as contended by the learned Counsel for the appellant. That the term “co-operative year” is defined artificially in the Act, and that would govern the terms of various committees of the co-operative societies. That the term of the office bearers cannot be beyond that of the committee.
14. Having given our anxious consideration to the rival contentions, we find that in the light of clear language of sub-section (4) of Section 28A, it is not possible to accept the contentions of the learned Counsel for the respondents that the term ‘year’ as employed by sub-section (4) must have the same meaning as the term ‘co-operative year’ employed by sub-section (3). When the Legislature in one of the sub-sections used the term ‘co-operative year’ for denoting the term of the Managing Committee and advisedly used the term “every year” in sub-section (4) while dealing with the election of office bearers of the society to be elected from amongst the members of the Managing Committee, it becomes obvious that the term of the office bearers was linked up with actual year and not with a co-operative year. It is true that Explanation to sub-section (3) starts by saying that it is for the purpose of the Section. But the remaining part of the Explanation clearly indicates the limited field on which it operates, namely, for the purpose of computing the term of the office of the Committee and it cannot be projected any further by any process of interpretation, as that would amount to legislating on the topic. It is also to be kept in view that the term ‘year’ is not defined by the Act, and hence we can certainly fall back upon the provisions of the Karnataka General Clauses Act. Section 3(43) of that Act, defines the term ‘year’ to mean, year reckoned according to the British calendar. That means, 12 months computed according to British calendar. There is nothing in the Act, which makes this meaning of the term ‘year’ repugnant to the context for delimiting the term of the elected office bearers. This result also flows from the express language of sub-section (3) and sub-section (4) of Section 28A of the Act. Reconciling the two provisions, it becomes obvious that once a Managing Committee has been elected, its life will be three co-operative years only. But within that span of life the Managing Committee every year is called upon by sub-section (4) of Section 28A of the Act, to elect the office bearers including the President from amongst its members, it is of course true that while undertaking such yearly exercise for election of office bearers from amongst its members, the Managing Committee may find that the last Body of the elected office-bearers may not get the full span of twelve months life as the Managing Committee's own term may come to an end by the end of the third co-operative year. But that would happen not because of sub-section (4) of Section 28A of the Act, but because of the fact that parent body itself ceases to exist at the end of the third co-operative year, taking with it the office bears elected from amongst its own members who have to vacate their offices as Managing Committee members at the end of the third co-operative year. Reliance placed by the learned Counsel for the respondent on Section 29A of the Act, also is of no avail as that refers to the commencement of the term of the office of the Managing Committee. That has nothing to do with the term of office of the elected office bearers from amongst the members of the Managing Committee as laid down by sub-section (4) of Section 28A. The learned Counsel for the respondent No. 3 had also placed strong reliance on Section 63, especially sub-section (4A) thereof. Even this provision is of no avail to the respondents for resolving the present controversy for the simple reason that for audit, inquiry, inspection and surcharge, accounts have to be made up for each co-operative year and therefore, the statement showing the receipts and disbursements, profit and loss and the balance sheet etc., would naturally refer to that co-operative year. The term ‘yeas’ as employed in the latter part of sub-section (4A) of Section 63 must necessarily take colour from the term ‘each co-operative year’ as employed in the beginning of that sub-section. Such is not the case with sub-section (4) of Section 28A which covers entirely a different field independent of the field covered by sub-section (3) of Section 28A. Reliance placed on Section 27 of the Act, is also of no avail for deciding the present question as all that it mandates is that annual general meeting of a co-operative society has to be held once in a year. That year has nothing to do with the term of the office bearers of a co-operative society that are to be elected as per Section 28A(4). A faint attempt was also made by the learned Counsel for respondent No. 3 to rely upon the bye-laws of the society to indicate a different intention. But it is well settled that bye-laws cannot cut across the mandatory scope of the Section. Hence, this attempt was also a futile attempt. To recapitulate, sub-section (4) of Section 28A enjoins the members of the Managing Committee to elect from amongst themselves, the officers of the co-operative society every year. It thus implicitly prescribes the term of the earlier elected body of office bearers to be one year, while sub-section (3) of Section 28A deals with the term of office of the Managing Committee itself, which is laid down to be three co-operative years. Thus both these provisions deal with different topics and are enacted for catering to the requirement of different facts situations. It is true that sub-section (4) of Section 28A nowhere expressly provides for term of the officers of the co-operative society, who are elected from amongst the members of the Managing Committee. But it is clear that the fresh elections to the office bearers of the society have to be held after the term of the earlier elected body of office bearers expires. We may, in this connection, usefully refer to the Decision of the Division Bench of this Court in H.N Ramesh v. Primary Co-operative Agriculture & Rural Development Bank Ltd. (supra), wherein the Division Bench consisting of RAMA JOIS, J., (as he then was) and MIRDHE, J., speaking through RAMA JOIS, J., observed in para-5 of the said Decision, in connection with sub-section (4) of Section 28A, as under:
“(4) The members of the committee shall, every year, elect from among themselves the officers of the co-operative society. The election for the office bearers shall be by ballot.
The above sub-section requires that the members of the committee elected at a General Body Meeting shall every year elect from among themselves the officers of the co-operative society. There is no doubt that the bye-laws of the society with which we are concerned provide for an election of a - President and Vice President. Therefore, under sub-section (4) of Section 28A of the Act, it is obligatory for the Board/Committee of Management to elect the President and Vice President every year. From this, it follows the terms of office of President and Vice President, is one year.”
We wholly concur with this observation.
15. It is also not possible to agree with the contention advanced by the learned Counsel for the 3rd respondent, that as per sub-section (4) of Section 28A all that the members of the Managing Committee have to do, is to elect office bearers at any time during the co-operative year in question. If that would have been the intention of the Legislature, sub-section (4) of Section 28A would have provided that the members of the committee during the year elect from amongst themselves office bearers etc. In the absence of such words in the sub-section, it is not possible to countenance the said contention. Even otherwise, it is easy to visualise that if such an interpretation is placed on sub-section (4) of Section 28A, the given elected body of office bearers may continue for even more than twelve months. For example, if the Managing Committee is elected in May 1990, it can have the term of three co-operative years, namely, from 1st April 1990 to 31st March 1991, 1st April 1991 to 31st March 1992 and from 1st April 1992 to 31st March 1993. If the office bearers of the co-operative society are elected from amongst the members of the Managing Committee in June 1990, i.e, in the first co-operative year, then for the second co-operative year which begins on 1st April 1991 and ends on 31st March 1992 election of second body of office bearers can be held even in February 1992 as it would be during that second co-operative year. In that eventuality, the first body of elected office bearers will have a term of office from June 1990 till February 1992 i.e, for 1 year and 8 months, far more in excess of twelve calendar months. That would be doing violence to the very scope and ambit of sub-section (4) of Section 28A of the Act. Consequently, it must be held on a correct interpretation of sub-section (4) of Section 28A of the Act, that the term of office of the elected office bearers of the co-operative society elected from amongst the members of the Managing Committee would be 12 calendar months computed as per British calendar. The moment that term is over, fresh elections have to be held of such office bearers and that exercise has to be done at the end of every 12 calendar months subject to the rider that the term of the last elected Body of office bearers would in no case extend beyond the life term of the parent Body, namely, the Managing Committee itself, and all those elected office bearers will vacate their office on the expiry of the life term of the Managing Committee itself, even though for them 12 calendar months might not have been over from the date on which this last set of elected office bearers got elected from amongst the members of the Managing Committee.
16. It is now time for us to have a close look at the Decision of the Division Bench in Rangaiah's case (supra). In para-6 of the Report, it has been observed that having regard to the object and to give a harmonious interpretation the Section has to be read as a whole, otherwise, it will lead to anomalous situation. There cannot be any dispute on this proposition. However, it is difficult to agree with what the Division Bench stated in paragraph-7 of the Report. The said paragraph reads as under:
“In the instant case election of the committee, which ought to have been held on 30.6.1991, having been postponed by the Government, was held in the middle of the co-operative year on 31.12.1991 Consequently, the election of the President came to be held on 16.1.1992 According to the interpretation sought to be placed upon Section 28A of the Act, the appellant would continue to hold the office of the President till 15.1.1993, in which event the election to the next President has to be held on or after 16.1.1993 Such situation can be hardly conceived or intended by the provisions of Section 28A of the Act. Having regard to the relevant provisions read with explanation to sub-section (3) and (4) of Section 28A of the Act the co-operative year, which can be shorter than one year, the only possible interpretation that can be given to the expression “year” is the co-operative year, and not one full year.”
On the facts considered by the Division Bench and on the harmonious interpretation of the Section as a whole, which the Division Bench Decision sought to do, it is difficult to appreciate as to how the Division Bench reached the conclusion that the election of the next President cannot be held on or after 16.1.1993 and that such a situation can be hardly conceived by the express language of Section 28A of the Act. On the contrary, with respect to the Division Bench, it could be seen that such a situation is clearly countenanced by the said provisions. In that case, the Managing Committee was elected in the middle of the co-operative year, i.e, on 31.12.1991 Thus, the first co-operative year for that Managing Committee ended by 31st March 1992. Thereafter, it had two more co-operative years to go, viz., from April 1992 to March 1993 and from 1st April 1993 to 31st March 1994. That was the full term of the Managing Committee as per sub-section (3) of Section 28A of the Act. If during that tenure of the Managing Committee, election of the next President was to be held on or after 16.1.1993, the said President could have functioned upto January 1994. It is difficult to appreciate how such an eventuality cannot be countenanced by Section 28A of the Act. It is, of course true that the tenure of the last President when elected in January or February 1994 would have been very short and that it would have ended with 31.3.1994 on which date the term of the Managing Committee itself would have expired. But, that eventuality cannot be avoided due to the conjoint working of sub-sections (3) and (4) of Section 28A of the Act. It is also, with respect, equally not possible to agree with the observation of the Division Bench in paragraph 7 of the Report, that “Having regard to Explanation to sub-sections (3) and (4) of Section 28A of the Act, the co-operative year which can be shorter than one year”, and that would govern the interpretation to be given to the expression ‘year’ in sub-section (4) of Section 28A of the Act. The Division Bench was in error in projecting the Explanation to sub-section (3) to sub-section (4) of Section 28A also. As discussed earlier, that would amount to re-writing the express language of the said Explanation. That Explanation was meant to reckon the term of Managing Committee and had nothing to do with the term of the office bearers elected from amongst the members of the Managing Committee. That had to be governed by a separate provision like Section 28A(4) of the Act. It must, therefore, be held that the aforesaid view of the Division Bench in Rangaiah's case (supra) does not lay down correct law and the said Decision, therefore, has to be over-ruled by holding that as per Section 28A(4) of the Act, the term of the elected office bears of a co-operative society including that of the President, is twelve calendar months reckoned according to the British calendar, from the date of such election.
17. As a result of the aforesaid discussion, conclusion is inevitable that the Referred Question will have to be answered in the negative, that is, in favour of the appellant and against the respondents. Ordered accordingly.