Member No. 638 Sl No. 539 Nurul Alam Laskar And Anr vs The State Of Assam And 5 Ors

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GAHC010279682023

2026:GAU-AS:8747
THE GAUHATI HIGH COURT
(HIGH COURT OF ASSAM, NAGALAND, MIZORAM AND ARUNACHAL PRADESH)
Case No. : WP(C)/7240/2023
MEMBER NO. 638 SL NO. 539 NURUL ALAM LASKAR AND ANR
S/O- JABID ALI,
VILL- DHANEHARI PART III,
P.S- SONAI,
DIST- CACHAR, ASSAM
2: MEMBER NO-940
SL NO-859 PYARELAL CHOUHAN
S/O- DADHIBAL CHOUHAN

VILL- SILCHAR

DIST- CACHAR
ASSAM

(BOTH THE ABOVE PERSONS HAVE COMMON CAUSE OF ACTION AND
COMMON INTEREST
VERSUS
THE STATE OF ASSAM AND 5 ORS
THE PRINCIPAL SECRETARY TO THE GOVERNMENT OF ASSAM,
COOPERATION DEPARTMENT
DISPUR, GUWAHATI-6
2:THE REGISTRAR OF CO-OPERATIVE SOCIETIES

ASSAM
KHANAPARA
GUWAHATI-781022
3:THE ZONAL JOINT REGISTRAR OF COOPERATIVE SOCIETIES
SILCHAR ZONE
SILCHAR

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ASSAM
4:THE ASSISTANT REGISTRAR OF COOPERATIVE SOCIETIES
CACHAR SILCHAR
5:THE SONABARIGHAT COOPERATIVE SOCIETY LIMITED
SONABARIGHAT
DIST- CACHAR
ASSAM

(REP. BY THE OFFICER ON MANAGEMENT
SR. INSPECTOR/ AUDITOR OF COOPERATIVE SOCIETIES

O/O THE ASSTT REGISTRAR OF COOPERATIVE SOCIETIES
SILCHAR
CACHAR
ASSAM)
6:THE SECRETARY
SONABARIGHAT COOPERATIVE SOCIETIES LTD

SILCHAR
DIST-CACHAR
ASSAM
7:AHMED HUSSAIN BARBHUIYA
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
8:HALIM UDDIN LASKAR
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
9:ABDUL HUSSAIN
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
10:ROBIAL RAHMAN
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.

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11:AJIJUR RAHMAN BARBHUIYA
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
12:ALTAF HUSSAIN BAREBHUIYA
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
13:IDAR ALI
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
14:NAZRUL ISLAM LASKAR
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
15:SAMS UDDIN AHMED
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
16:ABDUL MASSABIR LASKAR
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
17:NAR ISLAM BARBHUIYA
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
18:RASIB UDDIN BARBHUIYA
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.

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19:DIPU DAS
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
20:RATNA DHAR
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM.
21:PAHIMA BEGUM BARBHUIYA
C/O OFFICE OF THE SONABARIGHAT C.S. LTD.
P.S. SILCHAR
DIST.- CACHAR
ASSAM
BEFORE
HONOURABLE MR. JUSTICE DEVASHIS BARUAH
For the Petitioner(s) : Mr. B. Sinha, Advocate

For the Respondent(s) : Mr. G. Bordoloi, SC, Cooperation
Mr. M. J. Quadir, Advocate

Date on which judgment is reserved : NA

Date of pronouncement of judgment : 17.06.2026

Whether the pronouncement is of the
Operative part of the judgment? : Yes

Whether the full judgment has been
Pronounced? : NA

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JUDGMENT AND ORDER (ORAL)

Heard Mr. B. Sinha, the learned counsel appearing on behalf
of the Petitioner. Mr. G. Bordoloi, the learned counsel appears on
behalf of the Cooperation Department and Mr. M. J. Quadir, the
learned counsel appears on behalf of the Private Respondents.
2. The instant writ petition has been filed challenging the order
dated 03.10.2023 passed by the Assistant Registrar of
Cooperative Societies, Cachar, Silchar who is the Respondent
No.4 in the present proceedings.
BRIEF FACTS OF THE CASE
3. The Petitioners herein are shareholders of a Cooperative
Society in the name and style of Sonabarighat GPSS Ltd.
(hereinafter referred to as ‘the Cooperative Society’) There was a
requirement of holding the AGM/election of the said Cooperative
Society on or before 30.09.2023.
4. The Board of Directors in the meeting held on 20.08.2023
resolved amongst others that the AGM/election would be held on
24.09.2023 at Brojahari Musafir High School and the Secretary of
the said Cooperative Society was directed to do the needful as
per the rules. In pursuance thereto, notices were issued for
holding the AGM as well as the elections therein. The
Respondent No.4 had also issued an order on 08.09.2023 fixing

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the date of nomination including venue fixed by the Society. The
date of nomination was fixed on 14.09.2023 and the date of
election was on 24.09.2023.
5. It may not be out of place to mention that the total
shareholders of the Cooperative Society were 3065 members,
and therefore, there was a requirement in terms with Section 34
of the Assam Cooperative Societies Act, 2007, (for short, ‘the Act
of 2007’) that there should be at least 10% of the shareholders
present to constitute the quorum. However, on the date and time
so fixed for holding the AGM/election only 123 shareholders were
present, and as such, on account of inadequate quorum in terms
with Sub-section (1) of Section 34 of the Act of 2007 the
AGM/elections could be held.
6. Section 34(2) of the Act of 2007 stipulates that the
adjourned meeting cannot be held prior to 7 days in as much as
the language so employed in Section 34(2) of the Act of 2007 is
that the meeting shall be adjourned ordinarily to the same day in
the next week at the same time and place. Additionally, the
discretion which is otherwise available to the Chairman of the
meeting was only to the extend the said period of 7 days to a
period not exceeding 15 days. Under such circumstances, the
AGM/ election could not have been held on or before
30.09.2023.

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7. It is under such circumstances, the Respondent No.4 passed
the impugned order dated 03.10.2023, the dissolution of the
Board on account of not holding the AGM/election within
30.09.2023 was confirmed and further directed appointment of a
One Man Committee in terms with Section 41(6) of the Act of
2007.
8. The Petitioners, in that respect, is not aggrieved. The
grievance of the Petitioners is that the Respondent No.4 could
not have observed in the impugned order that the Board of
Directors cannot be termed disqualified in as much as it is the
case of the Petitioners that the Board of Directors having failed
to hold the AGM/Election, they were disqualified by operation of
law in terms with Section 40(4)(a) of the Act of 2007.
SUBMISSIONS MADE ON BEHALF OF THE PARTIES
9. Mr. B. Sinha, the learned counsel appearing on behalf of the
Petitioners submitted that as the AGM/election could not be held
on or before 30.09.2023, by virtue of Section 40(4)(a) of the Act
of 2007, the Directors of the existing Board disqualified to
participate for a period of five years and this statutory injunction
incorporated in Section 40 of the Act of 2007 was totally
disregarded by the Respondent No.4 in passing the impugned
order.

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10. Per contra, Mr. M. J. Quadir, the learned counsel who
appears on behalf of the Private Respondents submitted that it is
not a case wherein Section 40(4)(a) of the Act of 2007 would be
applicable. The learned counsel submitted that the dissolution of
the Board was on account of not holding the meeting in terms
with Section 39 of the Act of 2007. However, as arrangements
were made to hold the AGM/election by the Board of Directors
on the basis of the resolution adopted on 20.08.2023; directions
were issued to the Secretary of the Cooperative Society to take
effective steps and steps were taken for holding the
AGM/election on 24.09.2023, but could not be completed on
account of lack of quorum. The learned counsel submitted that it
would not be a case wherein the Private Respondents who were
the Directors of the Board would be disqualified. The learned
counsel appearing on behalf of the Private Respondents further
submitted that Clause (c) of Section 40(4) was inserted by the
amendment made to the Act of 2007 w.e.f. 28.05.2019, and
therefore, Legislature had carefully taken into consideration that
wherein arrangements were made for holding the elections, the
Directors of the Board cannot be disqualified. In that regard, the
learned counsel submitted that the issue involved in the instant
proceedings is also covered by the judgment of the learned
Coordinate Bench of this Court in the case of Uttar Bajani

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Akhanda Bahumukhi Samabai Samity Limited vs. State of Assam and
Four Others , reported in 2020 GAU-AS..7393 and specifically
referred to paragraph No.13 of the said judgment.
11. Mr. G. Bordoloi, learned counsel appearing on behalf of the
Cooperation Department supporting the order dated 03.10.2023
submitted that the Petitioners ought to have resorted to the
alternative and efficacious remedy available by preferring an
Appeal before the Registrar, Cooperative Societies. The learned
Standing Counsel further submitted that on merits that the
impugned order dated 03.10.2023 cannot be said to be contrary
to the provisions of the Act of 2007 in as much as arrangements
were made for the purpose of holding the AGM/elections, and
therefore, the Private Respondents herein who were the Board of
Directors, should not be held to be disqualified. The learned
counsel further submitted that Section 40(4)(a) of the Act of
2007 would apply in circumstances where AGM is not conducted
or wrongly conducted, but in the instant case, steps for holding
the AGM/election were taken, but on account of lack of quorum,
the said AGM could not be proceeded with.
ANALYSIS AND DETERMINATION
12. The materials on record reveal that there was an attempt
made for holding the AGM/election on 24.09.2023. This aspect is
apparent from a perusal of the resolution adopted by the Board

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of Directors on 20.08.2023 whereby the date as well as the
venue for holding the elections were fixed. The Resolution of the
Board of Directors of the Cooperative Society dated 20.08.2023
thereupon was forwarded to the Respondent No.4 and this very
aspect would be apparent from the order of the Respondent
No.4 dated 08.09.2023 whereby the Assistant Returning Officers
were duly appointed and the AGM as well as the election were
duly notified including the date of submission of the nomination.
13. The records further reveal that on the appointed date and
time, the AGM was organized. However, on the said date, the
AGM could not be proceeded with on account of the lack of
quorum as required in terms with Section 34(1) of the Act of
2007.
14. It is also pertinent at this stage to take note of that in
terms with Section 34(2) of the Act of 2007, the AGM/election
organized on 24.09.2023 could not have been deferred to a date
within 30.09.2023 in as much as it is the mandate of Section
34(2) of the Act of 2007 that the meeting would stand adjourned
to the next week at the same venue and same time.
15. The question arises as to whether it can be said that it
amounts to not conducting the meeting or wrongly conducting
the meeting which is the requirement of Section 40(4)(a) of the

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Act of 2007.
16. It is the case of the Respondents that the dissolution in the
present case was neither on account of not conducting or
wrongly conducting the Annual General Meeting. In the instant
case, though steps were taken for holding the AGM/Election, it
could not be held due to lack of quorum. The learned counsel for
the Respondents submitted that the amendment made to Section
40(4) of the Act of 2007 by the Assam Cooperative Societies
(Amendment) Act, 2019 has to be taken note of.
17. It would be relevant to reproduce Section 40(4) of the Act
of 2007. Sub-section (4) of Section 40 is reproduced herein
under:-
“ 40 (4) the period of [five] years has elapsed from the date such
member ceased to be a Director for the following reasons:-
(a) not conducting or wrongly conducting the Annual General
Meeting under Section 39 or Special General Meeting under sub-
section (3) of Section 33 and Board meetings under sub-section (3)
of Section 43;
(b) non submission of annual report of activities, annual financial
statement of accounts to the general body under sub-section (4) of
Section 30;
(c) not conducting the meetings of the Board under sub-section (3)
of Section 43 of delegates or representative under sub-section (4) of

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Section 41;
(d) absence from Board meetings under sub-section (7) of Section
43;
(e) automatic dissolution under sub-section (4) of Section 41;
(f) for failure to take follow up action on audit report as specified in
Section 85.”
18. From a perusal of the above quoted Section, it would show
that to be eligible for being chosen as a Director of the
Cooperative Society, there is requirement of a cooling period of
five years when a person ceases to be a Director for the reasons
mentioned in Clauses (a) to (f) of Section 40(4) of the Act of
2007. In other words, if a Director of a Cooperative Society
ceases to be a Director for any of the reasons mentioned in
Clauses (a) to (f) of Section 40(4) of the Act of 2007, he/she
would not be eligible to contest for a period of five years from
the date of cessation of the Directorship. In the backdrop of the
above, let this Court analyze Clauses (a) to (f) of Section 40(4)
of the Act of 2007 which have been quoted hereinabove.
19. Clause (a) of Section 40(4) of the Act of 2007 envisages a
situation where no AGM was conducted or if the AGM was
conducted but wrongly conducted. The said Clause specifically
refers to Section 39, Section 33(3) and Section 43(3) of the Act
of 2007. It is relevant for the purpose of the instant case to take

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note of Section 39 of the Act of 2007 which stipulates that it is
the mandate of law that the AGM of the registered Cooperative
Society shall be held at least once in every cooperative year
within a period of six months of the close of the financial year to
transact the business as provided in the Act of 2007. It is also
mandated that the Board would be automatically dissolved for
not holding the AGM within six months from the expiry of every
financial year. Therefore, it is clear that the AGM is required to be
held at least once in every cooperative year. The term
"cooperative year" had been defined in Section 2(h) of the Act of
2007. In other words, there is a requirement of holding AGM of a
Cooperative Society in every cooperative year.
It is also relevant to take note of Section 30 of the Act of
2007 which stipulates about the matters to be dealt with in the
AGM. Amongst many, Clause (a) of Section 30 of the Act of 2007
clearly stipulates that the election of the delegates and
representatives, if fallen due is one of the matters to be dealt in
the AGM. The phrase "if fallen due" is of relevance in as much as
Section 31 of the Act of 2007 specifically mentions that the term
of the Board shall be five cooperative years from the date of
election of the Directors. In other words, elections are to be held
in AGM whereas in all AGM’s, election may not be a matter to be
dealt with. This aspect is of importance to understand the scope

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and ambit of Clause (a) of Section 40(4) of the Act of 2007 in as
much as the said Clause only refers to not conducting the AGM
or wrongly conducting the AGM. In the opinion of this Court, one
could have arrived at a conclusion that the Private Respondents
would have suffered disqualification if only Clause (a) of Section
40(4) of the Act of 2007 was there as there was no AGM
conducted. However, the insertion of Clause (e) to Section 40(4)
of the Act of 2007 changes the entire scenario in as much as
Clause (e) of Section 40(4) of the Act of 2007 specifically deals
with a situation where there is automatic dissolution under
Section 41(4) of the Act of 2007.
20. Section 41 of the Act of 2007 specifically deals with
Elections. Section 41(4) of the Act of 2007 being relevant is
reproduced herein under:-
“ 41(4) Where a Board fails to arrange for holding election of the Directors
or delegates, as the case may be, before the expiry of the term of their
office in accordance with the Act and bye-laws, all Directors shall cease to
be Directors on the expiry of the period as specified in Section 42(1).”
21. The above quoted provision stipulates the circumstances
when all the Directors shall cease to be Directors on the expiry of
the period as specified in Section 42(1) of the Act of 2007 which
is five years from the date of election. The circumstance when
such Directors cease to be Directors is when the Board fails to

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arrange for holding election of the Directors or delegates before
the expiry of the period mentioned in Section 42(1) of the Act of
2007.
22. Clauses (b), (c), (d) and (f) of the Section 40(4) of the Act
of 2007 is not relevant for the purpose of the present dispute
and as such this Court is not dealing with the same.
23. This Court finds it pertinent to take note of the legal maxim
"Generalia Specialibus Non Derogant” which means that General
provision cannot override special provision. In the context of the
instant case as Section 40(4)(e) of the Act of 2007 specifically
deals with dissolution under Section 41(4) of the Act of 2007,
therefore when a circumstance arises that the elections could not
be held which led to the cessation of Directorship then the
disqualification as mentioned in Section 40(4)(e) of the Act of
2007 would be applicable else and not the general provisions,
i.e. Section 40(4)(a) of the Act of 2007.
24. It is of importance to note that Section 41(4) of the Act of
2007 would come into play when the Board fails to arrange for
holding the elections. However, if arrangement were made,
Section 41(4) of the Act of 2007 would not apply. The cessation
of the Directorship would then automatically happen by efflux of
time as mandated in Section 42(1) of the Act of 2007.

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25. In the present facts, it cannot be said that the Board did
not arrange for holding the elections. There was a resolution
adopted on 20.08.2023 to hold the AGM/elections on
24.09.2023. The Respondent No.4 was duly informed. Steps
were taken for organizing the AGM/Election and it was on
account of the quorum being not there, the AGM/Elections could
not be conducted. Under such circumstances, it is the opinion of
this Court that the Private Respondents who were the Directors
could not have been disqualified vide Section 40(4)(e) of the Act
of 2007.
26. The said opinion of this Court is further supported by the
judgment of the learned Coordinate Bench of this Court in the
case of Uttar Bajani Akhanda Bahumukhi Samabai Samity Limited
(supra), and more particularly, to the observations made at
paragraph No.13 of the said judgment which is reproduced
herein under:-
“ 13. Apparently, the provisions of Section 41(4) and 41(6) are applicable
when a Board of Directors had failed to arrange for holding of election
before expiry of the term of their office in accordance with the Act and
the bye-laws. The condition precedent to invoke the powers under
Sections 41(4) and 41(6) would be that the existing Board of Directors
must have failed to arrange the holding of the election before expiry of
the term. As we have already taken note of that the Board of
Management of the existing Board of Directors in their meeting dated

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16.05.2020 had taken the resolution that the AGM to elect the new Board
of Directors would be held on 25.06.2020. Therefore, it cannot be said
that the existing Board of Directors had failed to arrange for holding of
the election of the Board of Directors. It is another reason that the
election that had not taken place as because the District Administration
had not given the permission. The act of the District Administration in not
giving the permission cannot be construed that the Board of Directors
had failed to hold the meeting, in as much as all the endeavour that are
required to be made under the Act and bye-laws to hold the meeting had
been performed by them in taking the resolution dated 16.05.2020 to
hold the AGM on 25.06.2020.”
27. In that view of the matter, this Court does not find any
infirmity in the order dated 03.10.2023 which has been
impugned in the instant proceedings.
28. It however surprises this Court to take note of that in terms
with Section 41(6) of the Act of 2007, the permissible period for
the Executive Officer to conduct the affairs of the Cooperative
Society is limited to 90 days. This period of 90 days, the
legislature had provided to the Executive Officer to take
appropriate steps for holding the AGM/elections. It shocks and
surprises this Court that even after a passage of more than two
and a half years, no steps in that regard have been taken by the
Cooperation Department in as much as it has been informed to
this Court during the course of the hearing that the Executive
Officer appointed by the order dated 03.10.2023 is still

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controlling the affairs of the Cooperative Society. It is in the
opinion of this Court that the said aspect is in negation of the
democratic principles behind the running of the Cooperative
Society.
29. Accordingly, the instant writ petition stands disposed of with
the following observations and directions:-
(i) This Court for the reasons aforesaid is not inclined to
interfere with the order dated 03.10.2023.
(ii) The Board of Directors of the Cooperative Society who
were there in the management prior to the dissolution vide
the impugned order dated 03.10.2023 shall not be subject
to disqualification in terms with Section 40(4) of the Act of
2007. However, they may be subject to any other
disqualifications under the Act of 2007, which would be
taken into consideration by the Returning Officer so
appointed.
(iii) The Registrar, Cooperative Societies is directed to
instruct the Executive Officer to take effective steps for
holding the AGM/election of the Cooperative Society and the
same should not be later than 90 days from the date of the
present judgment.
(iv) Mr. G. Bordoloi, the learned counsel who appears on

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behalf of the Cooperation Department shall duly intimate
the Registrar, Cooperative Societies, Government of Assam
to do the needful as per the directions given herein above.
(v) No costs.

JUDGE
Pradip Kumar Kalita
Digitally signed by Pradip Kumar Kalita
Date: 2026.06.26 13:38:39 +05'30'
Comparing Assistant