Holding

The Mayor has an implied statutory power to cancel or postpone a duly convened meeting before it begins, exercisable only bona‑fide and for a purpose within the scope of the Act.

Summary

The case concerned the election of a Mayor and Deputy Mayor of the Bhavnagar Municipal Corporation. The incumbent Mayor and Deputy Mayor issued a notice for a meeting on 1 June 1988, but the Mayor later cancelled the notice and directed a postponement, after which a minority of councillors met and elected new officers. The incumbents sought a declaration that the postponement was invalid and that the new officers were not lawfully elected, while the respondents relied on the power of the Mayor to rescind a notice under the Bombay Provincial Municipal Corporations Act and Section 21 of the Bombay General Clauses Act. The Supreme Court held that the Mayor does possess an implied statutory power to cancel or postpone a duly convened meeting before it commences, but that power must be exercised bona‑fide and for a proper purpose. The Court remanded the matter to the Gujarat High Court to determine whether the power was exercised in good faith. The appeal was allowed in part and the parties were ordered to bear their own costs.

Issues considered

Whether the Mayor of a municipal corporation has the statutory power to cancel or postpone a notice convening a meeting before the meeting commences under the Bombay Provincial Municipal Corporations Act and Section 21 of the Bombay General Clauses Act.
Whether such power can be exercised only bona‑fide and for a proper purpose.
Whether the observations in Chandrakant Khaire v. Dr. Shantaram Kale are binding on the present case.
Whether the meeting held by the minority after the cancellation was valid.
Whether the principles of Section 21 of the General Clauses Act apply to the Mayor’s powers.

Legislation cited

Advocates Act, 1961s. 15(2)
Bombay General Clauses Act, 1904s. 21
Bombay Provincial Municipal Corporations Act, 1949s. 19, s. 453
Gujarat Municipality Acts. 51
Representation of the People Act, 1951s. 153, s. 30, s. 57, s. 58

Subjects

municipal corporationmayor’s powerscancellation of noticeadjournmentSection 21 General Clauses Actbona fide exercise of powerelection of mayorstatutory interpretation

Judgment

A JAYANTBHAI MANUBHAI PATEL AND OTHERS
v.
ARUN SUBODHBHAI MEHTA AND OTHERS

MARCH 28, 1989

B [M.H. KANIA AND L.M. SHARMA, JJ.]

Bombay Provincial Municipal Corporation Act, 1949-Sections
··~·
19, 453 and Schedule Chapter 11 Clause l(c)-Mayor of Municipal
Corporation-Whether has power to cancel the notice and postpone the
meeting convened by him before meeting was held. -
c Bombay General Clauses Act, 1904--Section 21-Whether
Mayor has power to cancel the notice and postpone meeting convened ·+
by him before the meeting is held.

Appellants Nos. 1 and 2 were elected on June 30, 1987 as Mayor
D and Deputy Mayor respectively of the Municipal Corporation of
Bhavnagar, Gujarat for a period of one year. On May 21, 1988 a notice
was issued by them for convening a meeting of the members of the
Corporation on June 1, 1988 to elect a Mayor and Deputy Mayor and
for certain other business mentioned in the Agenda circulated. Subse-
quently, on May 31, 1988, appellant No. 1 gave instructions by a letter ;. .
E to the Deputy Secretary of the Corporation to postpone the meeting as
he had to go to Gandhinagar for urgent work of the Corporation. The
said instructions were given by appellant No. 1 after consulting 32
members of the Corporation. Pursuant to the said letter and the
instructions contained therein, appellant No. 3, the Secretary of the
Corporation, issued a letter addressed to all the members of the Cor-
-
f poration informing them that the meeting scheduled for June 1, 1988
had been postponed. In spite of the aforesaid letter postponing the
meeting, 19 members of the Corporation, presumably belonging to the
minority party or parties; assembled at the place indicated in the notice
dated May 21, 1988 and elected respondent Nos. 1 and 2 as Mayor and
Deputy Mayor. Neither the Commissioner of the Corporation nor its
G Secretary or Deputy Secretary was present at the said meeting, and the
minutes otthat meeting were not recorded.

As the appellants Nos. 1 and 2 did not hand over the charge to
respondents Nos. 1 and 2, the latter filed a writ petition in the High
Court for being declared as legally elected Mayor and Deputy Mayor
H and for an order that charge of the said posts should be handed over to
them.
110
J.M. PATEL v. A.S. MEHTA 111

)- The Single Judge dismissed the Writ Petition taking the view that
A
as the Mayor in exercise of the powers conferred upon him under sub-
clause (c) of clause (1) of Chapter II of the Schedule (under s. 453) in the
Bombay Provincial Municipal Corporations Act, 1949 can issue a notice
for convening the meeting, he is also entitled to the power to cancel or
rescind the notice under the provisions of section 21 of the Bombay
General Clauses Act, 1904. B
t
' Division Bench of the High Court, however, allowed the Letters
!· Patent Appeal filed by respond~nts Nos. 1 and 2 taking the view that it
was bound by the view taken by this Court in Chandrakant Khaire v.
"' Dr. Shantaram Kale and others, [1988) 4 sec 577 where it was
observed that a properly convened meeting could not be postponed. The
proper course to adopt is to hold the meeting as originally intended and
c
..... then and there adjourn it to a more suitable date .

In the appeal by special leave filed by the appellants before this
Court, it was contended on behalf of the appellants that the Division
Bench had committed an error in following the observations made in D
Chandrakant Khaire's case as that case could be distinguished on facts,
that the question raised in this appeal was practically covered on the
basis of analogy, by the ratio of the decision of this Court in Mohd.
Yunus Saleem v. Shiv Kumar Shastri and others, [1974) 3 SCR 738
~-
which dealt with analogous provisions of the Representation of the
People Act, 1951 and that in view of the provisions of Section 21 of the E

- Bombay General Clauses Act, 1904, which were applicable to the case,
since appellant No. 1 had the power to convene the meeting of the
members of the Corporation, it must be held that he also had the
implied power to cancel or postpone the meeting.

Respondent No. 1 contested the appeal and submitted that the F
"""'4 decision in Chandrakant Khaire's case was directly applicable to the
case and it must be held that the appellant No. 1 had no power to cancel
the notice convening the meeting and hence it must be held that the
meeting at which the supporters of respondent No. 1 which met and
elected respondent No. 1 as Mayor was validly held and the resolution
appointing respondent No. 1 was validly passed. G
b-
Partly allowing the appeal and remanding the matter back to the
High Court, this Court,

HELD: (1) Unless the object of the context or inquiry otherwise
warrants the term 'adjournment' in connection with a meeting should H
112 SUPREME COURT REPORTS [1989] 2 S.C.R.

be applied only to the case of a meeting which !Ias already been
A
convened and which is thereafter postponed and not to a case where
a notice convening a meeting is cancelled and subsequently, a notice
for holding the same meeting on a later date is issued, as in the instant
case. [ I20E-Fl

B (2) Mayor had the implied power to cancel a meeting or postpone
a meeting which was duly convened before the said meeting commenced
and to convene the same on a subsequent occasion. It is needless to say
that this power must be exercised by the Mayor bona fide and not for a
collateral purpose. The power must again be exercised for a proper
purpose. If the Mayor is unable to show this, then the postponement of
the meeting must be held to be bad. But it is not possible to say that the
c Mayor had no power to cancel a meeting duly convened and to direct
that the same should be held on a later day provided that the power was
exercised bona fide and for a justified purpose. I122G-H; 123A]

Chandrakant Khaire v. Dr. Shantaram Kale and others, [1988) 4
D SCC 577; AIR 1988 SC 1665, distinguished.

(3) The principles underlying section 21 of the Bombay General
Clauses· Act would be clearly applicable in considering the scope of the
powers of the Mayor of a Municipal Corporation set out in Clause l of
Chapter II of the said Schedule in the said Act and in particular, in
E sub-clause (c) of the said clause. The rules in the Schedule have been
framed under the statutory provisions of the said Act and section 453 of
the said Act provides that the rules in the Schedule as amended from
time to time shall be deemed to be part of that Act. The power of the
Mayor conferred under clause 1 of Chapter II of the said Schedule must
be regarded as a statutory power as distinguished from the powers of
F directors of a company which are derived strictly from the Articles of
Association of the Company which are contractual in nature. [125A-Cl

(4) There appears to be no reason to take the view that the princi-
ples underlying section 21 of the Bombay General Clauses Act would
not apply to the said powers of the Mayor. In the instant case, appellant
G No. 1, the Mayor of respondent No. 5, Corporation, had the power to
cancel the notice convening the meeting before the commencement of
the meeting with a view to convene a meeting on a later date. [l25D I

Smith v. Paringa Mines Ltd., [1906] 2 Ch. 103, distinguished.

H Mohd. Yunus Saleem v. Shiv Kumar Shastri and Ors., [1974) 3
SCR 738, relied on.
J.M. PATEL v. A.S. MEHTA \KANIA, J.\ 113

Babubhai Girdharbhai Patel v. Manibhai Ashabhai Patel &
A
Others, [1975] 16 Gujarat Law Reporter, 566, referred to.

R.K. Jain v. Bar Council of U.P. & Ors., AIR (1974) 61
Allahabad 211, approved.

Although the Mayor had the power to cancel the notice convening B
the meeting and to direct the Secretary to issue a notice to that effect,
the said power could be exercised only bona fide and for a purpose or
purposes within the scope of the said Act. If the power was exercised

- mala fide or for a collateral purpose, the exercise of the power would
certainly be bad. [125E-F]

CIVIL APPELLATE JURISDICTION: Civil Appeal No. 1994 c
of 1989.

From the Judgment and Order dated 28.10.88 of the Gujarat
High Court in L.P.A. 236 of 1988·.
D
G. Ramaswamy, Additional Solicitor General, P.H. Parekh and
M.K. Pandit for the Appellants.

_\· Respondent Nos. 1and3 in-person, Mukul Mudgal and G. Ven-
kateshwara Rao for the Respondents.

- The Judgment of the Court was delivered by

KANIA, J. Leave granted.

As a substantial point of law is involved in this case, we have
E

granted special leave and the Appeal is being taken up to hearing with F
the consent of the parties. The Appeal is directed against the judgment
~ of a Divi:sion Bench of the Gujarat Iligh Court, alloWing the writ
petition filed before i..

The facts of the case relevant for the disposal of this Appeal,
briefly stated, are as follows.
~-· G

Appellants Nos. 1 and 2 are persons elected in 1987 as Mayor
and Deputy Mayor respectively of the Municipal Corporation of
Bhavnagar, Respondent No. 5 herein (referred to in the judgment as
"the Corporation"). Appellant No. 3 is the Secretary of the said
Corporation. Respondents Nos. 1 and 2 are persons claiming to have H
114 SUPREME COURT REPORTS {1989] 2 S.C.R.

A been elected as Mayor and Deputy Mayor of the Corporation at a --f
meeting held on June 1, 1988, the validity of which is disputed before
us.

The Corporation came into existence in 1982. The elections to
the Corporation were duly held in 1985 and 51 members were elected.
B On June 30, 1987, appellants Nos. 1 and 2 were duly elected as Mayor ,_

•
and Deputy Mayor respectively of the Corporation for a period of one
year. On May 21, 1988, a notice was issued by appellants Nos. 1 and 2
to convene a meeting of the members of the Corporation at 5.00 p.m.
on June 1, 1988 to elect a Mayor and Deputy Mayor of the Corpora-
tion for the second term and for certain other business mentioned in
the Agenda circulated. On May 31, 1988, appellant No. 1 gave instruc-
c lions by a letter to the Deputy Secretary of the Corporation to post-
pone the meeting of the Corporation as appellant No. 1 had to go to +
Gandhinagar for a certain urgent work of the Corporation. It seems
clear from the record that the said instructions were given by appellant
No. 1 after consulting 32 members of the Corporation, presumably
D those belonging to his own party. Pursuant to the said letter and the
instructions contained therein appellant No. 3 issued a letter addressed
to the members of the Corporation that the meeting scheduled for
June l, 1988 had been postponed. The said letter was circulated to all
the members of the Corporation. In spite of the said letter postponing
the meeting, 19 members of the Corporation, presumably belonging to ""
E the minority party or parties assembled at the place indicated in the
notice dated May 21, 1988 and elected respondents Nos. 1 and 2 as
Mayor and Deputy Mayor of the Corporation respectively. At the said
meeting neither the Commissioner of the Corporation nor the Secre-
tary or Deputy Secretary was present and the minutes of the said
meeting were not recorded by the Secretary of the Corporation. As ,t·
-
F appellants nos. 1 and 2 did not hand over the charge to respondents
Nos. 1 and~' the latter filed a writ petition, being Writ Petition No. P--
2772 of 1988 in the Gujarat High Court for being declared as legally
elected Mayor and Deputy Mayor of the Corporation respectively and
for an order that charge of the said post should be handed over to
them. On June 9, 1988, the said writ petition was dismissed by a
G learned Single Judge of the Gujarat High Court. The learned Single
Judge, who dismissed the said writ petition, took the view that, as the -~~~
Mayor in exercise of the powers conferred upon him under sub-clause ~

(c) of Clause 1 of Chapter II of the Schedule (under Section 453) in the
Bombay Provincial Municipal Corporations Act, 1949 (hereinafter
referred to as "the said Act") can issue a notice for convening the
H meeting, he is also entitled to the power to cancel or rescind the notice
J.M. PATEL v. A.S. MEHTA [KANIA, J.] 115

~- under the provisions of Section 21 of the Bombay General Clauses
, Act, 1904. It was held that appellant No. 1, as the Mayor, was exercis-
A
ing a statutory power vested in him and could, therefore, cancel the
notice and postpone the meeting convened by him before the meeting
was held. It was pointed out by him that in the history of the Corpora-
tion meetings had been postponed by the Mayor in the same manner.
' The learned Single Judge further took the view that even assuming B
rl that appellant No. 1 had no right to postpone the meeting, even then
1 the election of respondents Nos. 1 and 2 as Mayor and Deputy Mayor
at the meeting held on June 1, 1988 could not be held legal and valid
.. as the majority of the members of the Corporation had been deprived
of the opportunity of exercising their right to elect a Mayor and Deputy
Mayor by reason of the notice for postponing the meeting. A Letters
Patent Appeal was preferred by respondents Nos. 1 and 2 against the c
....... decision of the learned Single Judge to a Division Bench of the Gujarat
High Court. The Division Bench of the said High Court took the view
that it was bound by the view taken by a Division Bench of this Court
in Chandrakant Khaire v. Dr. Shantaram Kale and others, [1988] 4
SCC 577; AIR (1988) S.C 1665 where it was observed as follows: D

"A properly convened meeting cannot be postponed. The
proper course to adopt is to hold the meeting as originally
intended and then and there adjourn it to a more suitable
date. If this course be not adopted, members will be
entitled to ignore the notice of postponement, and, if suffi-

-
E
cient to form a quorum, hold the meeting as originally
convened and validly transact the business thereat."

The Division Bench pointed out that the number of members present
at the said meeting on June I, 1988 was sufficient to constitute the
-~ quorum prescribed and hence, the meeting must be held to be valid and F
respondents Nos. 1 and 2 duly elected as Mayor and Deputy Mayor
respectively. The Division Bench took the view that even if the
aforesaid observations made by this Court constituted only an obiter
, dictum of this Court and not the ratio of the case, they were never-
:::::;:-
-,
theless binding as a precedent on the Division Bench. The learned
1 Judges constituting the Bench did note that the result and the conclu- G
sion arrived at by them would be a little •tartling inasmuch as the party
/I
::>. which is in the majority in the Corporation would not be having a
Mayor or Deputy Mayor from its own party but would have to suffer as
Mayor and Deputy Mayor persons belonging to the minority party but
observed that such a result could not be helped because the majority of
the councillors who had consented to the postponement of the said H
116 SUPREME COURT REPORTS [1989) 2 S.C.R.

A meeting to be held on June 1, 1988 had acted illegally and had thereby
mvtted the result. It is this decision which is sought to be assailed
before us.

It was contended by Mr. G. Ramaswamy, learned Additional
Solicitor General who appeared for the appellants, that the Division
B Bench had committed an error in following the observations made in
Chandrakant Khaire's case which we have already set out above as that i
I
case could be distinguished on facts. It was submitted by him that, on ~
the other hand, the question raised in this Appeal was practically
covered, on the basis of analogy, by the ratio of the decision of this
Court in Mohd. Yunus Saleem v. Shiv Kumar Shastri and others, I1974 I
c 3 SCR 738 which dealt with analogous provisions of the Representa-
tion of the People Act, 1951. It was further submitted by him that in
view of the provisions of Section 21 of the Bombay General Clauses +
Act, 1904, which were applicable to the case, since appellant No. 1,
Mayor, had the power to convene the meeting of the members of the
Corporation, it must be held that he also had the implied power to
D cancel or postpone the meeting.

In order to appreciate these contentions, it is necessary to refer
to certain provisions of the said Act.

The relevant clauses of Section 19 of the said Act runs as follows: f
E
"19. Mayor and Deputy Mayor

(1) The Corporation shall at its first meeting after
general elections and at its first meeting in the same month
in each succeeding year elect from amongst the councillors
F one of its members to be the Mayor and another to be the
Deputy Mayor.

(2) The Mayor and the Deputy Mayor shall hold
office until a new Mayor and a new Deputy Mayor have
been elected under sub-section (1) and, in a year in which
G general elections have been held, shall do so notwithstand-
ing that they have not been returned as councillors on the
results of the elections

x x x x x"
H Chapter XXIX of the said Act which deals with the subjects of rules,
J.M. PATEL v. A.S. MEHTA (KANIA, J.) 117

+ by-laws, regulations and standing orders. Section 453 in the said Chap- A
ter provides that the rules as amended from time to time shall be
deemed to be part of the said Act.

Chapter II of the Schedule (under section 453) of the said Act
deals with the proceedings of the Corporation, Transport Committee,
Standing Committee, etc. Sub-clauses (a) to (c) of Clause lofthe said B
Chapter are as follows:

- "l. Provisions regulating Corporation proceedings.

(a) There shall be in each month at least one or-
dinary meeting of the Corporation which shall be held not
later than the twentieth day of the month;
C

+-
(b) the first meeting of the Corporation after general
elections shall be held as early as conveniently may be on a
day and at a time and place to be fixed by the Commis-
sioner, and if not held on that day shall be held on some D
subsequent date to be fixed by the Commissioner;

(c) the day, time and place of meeting shall in every
other case be fixed by the Mayor or in the event of the
office of Mayor being vacant, or of the death or resignation
of the Mayor or of his ceasing to be a councillor, or of his E
being incapable of acting, by the Deputy Mayor, or failing
both the Mayor and the Deputy Mayor, by the Chairman of
the Standing Committee."

Sub-clause (f) of Clause 1, briefly put, provides that one-third of
the whole number of councillors constitutes the quorum. Sub-clause F
(h) provides that at least seven clear days' notice shall ordinarily be
given of every meeting, other than an adjourned meeting, but in cases
of urgency any such meeting may be called on a shorter notice except
for certain other purposes with which we are not concerned here.

Section 21 of the Bombay General Clauses Act, 1904 runs as G
\ follows:

"21. Power to make to include power to add to, amend,
vary or rescind, orders, etc.

Where, by any Bombay Act, or Maharashtra Act, a H
118 SUPREME <;:OURT REPORTS [1989] 2 S.C.R.

power to issue notifications, orders, rules or by-laws is con-
-f
A
ferred, then that power includes a power, exercisable in the
like manner and subject to the like sanction and conditions,
if any, to add to, amend, vary or rescind any notifications,
orders, rules or by-laws, so issued."
.
B It is clear from the judgment of the Division Bench of the
J
•
Gujarat High Court the correctness of which is challenged before us
that the Division Bench considered itself bound by the observations in
Chandrakant Khaire's case set out by us earlier. The facts of that case
were that the first meeting of the Municipal Corporation of Auranga- ~

bad after election was held on May 6, 1988 at 2.00 p.m. as scheduled.
The Municipal Commissioner presided over the said meeting. At the
c said meeting, not only the councillors but many outsiders were also
present in the hall when the meeting was being held. There were also a +
large number of supporters of the rival parties, spectators and
journalists. The Municipal Commissioner was surrounded by some
20-25 persons apart from the councillors belonging to the rival parties,
D one group, comprising of the supporters of Shiv Sena, insisted upon
the meeting being adjourned for the day while the other group con-
sisting of the supporters of the Congress (I) party demanded that the
meeting should be continued. There was total confusion inside the
hall. The Municipal Commissioner informed the Collector, who was -+-
present in the hall, that he could not hold the meeting in the unruly
E and disorderly situation prevailing and complained that his repeated
requests to the councillors to maintain peace, had no effect and they
.lll<
kept on shouting, raising slogans and fighting amongst themselves.
The Commissioner announced that the potting for the offices of
Mayor, Deputy Mayor and Members of the Standing Committee .
would commence from 2.30 p.m. onwards. Some members belonging / "
F to Shiv Sena Party sat on the ballot boxes and others belonging to that )).
party and its supporters surrounded the Municipal Commissioner
demanding the meeting be adjourned to a subsequent date. There-
upon, the councillors belonging to a Party-in-Power, namely, Con-
gress (I), started shouting at him that the meeting should be held later
on that day. This was followed by shouting of slogans, hurling of
G abuses and thumping of tables and even throwing of chairs. It appears -1
that the Superintendent of Police and the Collector asked the outsiders
to clear out of the hall and requested the councillors to take their
places to enable the Municipal Commissioner to transact the business
for the day and brought the situation under control. The affidavit filed
by the said officers, namely, the Superintend~nt of Police and the
H Collector, showed that the atmosphere then calmed down and the
J.M. PATEL v. A.S. MEHTA {KANIA, J.] 119
,.._
order was restored and they left the hall. It was thereafter that the
Municipal Commissioner announced on the mike that the meeting A
would continue and the elections would be held at 4.30 p.m. It was at
this ·election, that respondents nos. 1 and 2, namely, Dr. Shantaram
Kale and Takiqui Hassan, were declared elected as Mayor and Deputy
Mayor respectively. This election which was challenged in Court and it
is in the context of these facts that the observations set out earlier were
-* B

•
made. The contention of the appellant was .that the meeting was
adjourned for the day or sine die by the Municipal Commissioner and
hence the holding of the adjourned meeting later on the same day
.• without fresh notice was bad in law .

It was submitted by the learned Additional Solicitor General of
India, counsel for the appellants, that the Division Bench which c
+- delivered the impugned judgment, erred in taking the view that it was
bound by the observations set out earlier by us in the judgment in
Chandrakant Khaire's case. It was submitted by him that in that case
the meeting of the Aurangabad Municipal Corporation had already
commenced and the question was as to whether the Municipal Com- D
missioner could on his own adjourn the meeting for the day or sine die
or whether this could be done only by a resolution passed at the meet-
ing. It was submitted by him that that was a case which dealt with the
--\· question of adjournment of a meeting which had commenced whereas
in the present case, a meeting which had been convened was cancalled
and, later on, another meeting was fixed on a different date. The E
question in Chandrakant Khaire's case was relating to an adjournment
of a meeting whereas in the present case the question related to the
cancellation of a notice convening the meeting. It was urged by him
that in view of the provisions of Section 21 of the Bombay General

.
/\ Clauses Act and sub-clause (c) of Clause 1 of the said Schedule set out
earlier, the Mayor who had the power to convene the meeting must be
held to have the implied power to cancel the meeting which was con-
vened. It was, on the other hand, submitted by respondent No. 1, who
F

appeared in person, that the decision in Chandrakant Khaire's case is
directly applicable to the case before us and in view of the same, it
must be held that the Mayor, namely, appellant No. 1, had no power
~- to cancel the notice convening the meeting and hence it must be held G
that the meeting at which the supporters of respondent No. 1 which
met and elected respondent No. 1 as aforesaid was validly held and the
resolution appointing respondent No. 1 was validly passed.

As we have pointed out earlier in Chandrakant Khaire's case, the
meeting which was convened had already commenced and the conten- H
120 SUPREME COURT REPORTS [1989] 2 S.C.R.

tion of the appellant was that in view of the riotous behaviour of the ~
A
councillors as well as the outsiders who had got into the meeting, the
Commissioner had adjourned the meeting sine die. It was common
ground that no resolution was passed at the meeting regarding its
adjournment. It was in those circumstances that the aforesaid observa-
tions have been made by the Division Bench of this Court which
B decided the case. The Bench in that case was not really concerned with ~
a situation where a meeting had not commenced at all and the notice
convening the meeting had been cancelled by the person authorised to •
issue the notice convening the meeting. In this connection, we may
refer to the meaning of the term 'adjournment' given in certain
dictionaries. It has been observed in Stroud's Judicial Dictionary, Fifth
Edition, Volume I at page 61 that the word 'adjournment' must be
c construed with reference to the object of the context, and with refe-
rence to the object of the enquiry. In Webster's Comprehensive +
Dictionary, International Edition, at page 18 the term 'adjournment'
has, inter alia, been defined as "(l) To put off to another day or place,
as a meeting or session; postpone (2) To put off to the next session, as
D the decision of a council (3) To postpone or suspend proceedings for a
specified time.". In Concise Oxford Dictionary, Sixth Edition, the
word 'adjournment' has been defined, inter alia, as "(l) Put off, post-
pone; break off for later resumption". The definitions of the aforesaid
term 'adjournment' in Chambers Twentieth Century Dictionary, -f-
Revised Edition (1964) and Collins English Dictionary are more or
E less similar so the aforestated definition of the said term in Webster
Comprehensive Dictionary, International Edition. It appears to us
that strictly speaking, unless the object of the context or inquiry
otherwise warrants the term 'adjournment' in connection with a meet-
ing should be applied only to the case of a meeting which has already
convened and which is thereafter postponed and not to a case where a ,J---
F notice convening a meeting is cancelled and subsequently, a notice for ~
holding the same meeting on a later date is issued, as in the case before
us.

It seems that the passage in the judgment in Chandrakant
Khaire's Case which has been strongly relied upon by the respo::ident
G No. 1 has been taken substantially from the observations at page 156 in ~--1
Shackleton on the Law and Practice of Meetings (Seventh Edition).
Shackleton has based those observations on the decision of a single
case, namely, Smith v. Paringa Mines Ltd., [1906] 2 Ch. 103. In that
case, a company had two directors and there was disagreement among
them regarding the appointment of an additional director. The
H ag;;rieved director commenced an action and after this a notice was
J.M. PATEL v. A.S. MEHTA [KANIA, J.J 121

.t- issued postponing a general meeting already called but, in the belief
that the attempted postponement was illegal, the aggrieved dlfector A
advertised the meeting in the press for the same day as previously
arranged. On that day, he whh certain other shareholders attended the
meeting and at that meeting resolutions were approved re-electing
himself as a director and refusing to re-appoint the other director. It
was held that the resolutions were valid, for, in the absence of express B
+· authority in the articles, the directors of a company have no power to
,. t postpone a general meeting properly convened. It appears, therefore,
that these observations are based on a decision which dealt with the
powers of the directors of a company which are derived from the articles
of association of the company which essentially are in the nature of a
compact or an agreement. The only powers which the directors of a
company have, are such as have been conferred upon them by articles c
+-of association of the company. The powers of the Mayor of the Cor-
. poration, on the other hand, are statutory in nature and they are
derived from the Bombay Municipal Corporation Act. As set out by us
earlier, sub-section (1) of Section 19 of the said Act provides for the
election of a Mayor of a Municipal Corporation. The Mayor has D
various powers conferred under the said Act. Sub-clause (c) of Clause
1 in Chapter II of the said Schedule in the Municipal Corporation Act
provides that except for the first meeting for a new Corporation which ·
. has been duly elected, the time, day and place of meeting shall be fixed
A- by the Mayor. The powers of the Mayor regarding the holding of
meetings of the Corporation, therefore, are not derived from any com- E
pact as in the case of directors of a company but are essentially
statutory in nature. We do not think, with respect, that, in these
circumstances, it would be proper to apply the aforestated observa-
tioins of Shackleton to the present case. Moreover, as we have already
J.. pointed out, the case before this Court in Chandrakant Khaire v. Dr.
• \Shantaram Kale and Ors., was not a case where a notice convening a F
.4meeting was cancelled and later a notice convening another meeting
was issued but it was a case where a meeting duly convened had com-
menced and it was alleged that the Municipal Commissioner had
adjourned it without there being any resolution to that effect. We are,
therfore, of the view that the aforesaid observations in the decision of
Chandrakant Khaire' s case are not applicable to the case before us. G
\-
We can derive some support to our view from a decision of this
Court in Mohd. Yunus Saleem v. Shiv Kumar Shastri and Ors. In that
case, the facts were that a parliamentary constituency from which
election to Lok Sabha took place in 1971 consisted of five assembly
constituencies. The polling at two of these was scheduled to take place H
122 SUPREME COURT REPORTS [1989] 2 S.C.R.

A
on March 1 and at the other three on March 3, 1971. The polling at the
first two constituencies took place as scheduled but on March 2 there
-+
was a communal riot, as a result of which the Election Commissioner
postponed the poll at the other three constituencies from March 3 to
March 9. The polling took place in the said constituencies on the
postponed date and the first respondent was declared elected. The
B appellant challenged the election in an election petition. It was con-
tended by him, inter alia, that the Election Commissioner had no t
power to alter the date of the poll at the remaining constituencies. The
election petition was dismissed by the High Court. On appeal to this •
Court, this Court took the view that Section 153 of the Representation
of the People Act, 1951 on which reliance had been placed by the High
Court iu taking the view that the Election Commissioner had power to
c postpone the poll was not applicable because it dealt only with the
-
question of extending time for completion of the election and not for
altering the date of the poll; Sections 57 and 58 of the Representation
+
of the People Act, 1951 could not be invoked by the Election Commis-
sioner for this purpose. It was, however, held that section 30 of the
D. Representation of the People Act read with Section 21 of General
Clauses Act gives necessary powers to the Election Commissioner to
alter the date of the poll. We may point out that we do not propose to
set out the provisions of Section 30 of the Representation of the
People Act because it is not necessary to do so. Suffice it to note that
the said section provides that the Election Commissioner shall by 1-
E notification in the official gazette appoint inter alia the date or dates on
which a poll shall, if necessary, be taken and also the date before
which the election shall be completed. Section 153 confers upon the
Election Commissioner the power to extend the time for the comple-
tion of election. Section 21 of the Central General Clauses Act is in
pari materia with Section 21 of the Bombay General Clauses Act which
F was applicable in the case before us and which we have already set out .f-
earlier. It is true that the ratio of this case is not directly applicable to ~
the case before us. However, it does appear to us that, on a parity of
reasoning, it must be held that the Mayor had the implied power to
cancel a meeting or postpone a meeting which was duly convened
before the said meeting commenced and to convene the same on a
G subsequent occasion. It is needless to say that this power must be
exercised by the Mayor bona fide·and not for a collateral purpose. The j
power must again be exercised for a proper purpose. If the Mayor is
unable to show this, then the postponement of the meeting must be
held to be bad. But it is not possible to say that the Mayor had no
power to cancel a meeting duly convened and to direct that the same
H should be held on a later day provided that the power was exercised
J.M. PATEL v. A.S. MEHTA [KANIA, J.J 123

+ bona fide and for a justified purpose. A
We may now refer to certain other decisions which are cited
before us. Our attention was drawn by respondent No. 1 to the deci-
sion of a learned Single Judge of the Gujarat High Court in Babubhai
Girdharbhai Patel v. Manibhai Ashabhai Patel & Others, [1975] 16
Gujarat Law Reporter, 566. In that case, the facts were inpari materia B
I
"i · with the facts before us. It was held by the learned Single Judge of that
Court that on a plain reading of sub-section (11) of Section 51 of the
.j Gujarat Municipality Act it is clear that a meeting can be adjourned
only provided a majority of the councillors accord their consent to
such adjournment. It was also held that it is not open to the President
to cancel or adjourn the meeting if he personally considers it necessary
or desirable to do so before the councillors assemble. It was observed
c
+-that the President of the Municipality does not have unrestricted
' power to cancel or adjourn a meeting at his humour or pleasure or
caprice. No assistance can be arrived at by respondent No. 1 from this
judgment because that decision has been reversed in respect of the
aforestated conclusions by a Division Bench of the Gujarat High Court D
in Letters Patent Appeal No. 183 of 1974 decided on November 20,
1974 by B.J. Divan, C.J., and T.U. Mehta, J., the judgment having
been delivered by Divan, C.J. In that case, it was held that it is obvious
that the President of the municipality in whom the power to call a
~ meeting of the municipality had been vested by section 51(1) of the
Gujarat Municipalities Act, 1963 must also be conferred the power to E
adjourn the meeting if, because of certain extraordinary circumstances
like civil commotion or act of God or any other unusual event, it
becomes necessary to adjourn the holding of the meeting. The learned
Judges constituting the Division Bench held that they were unable to
_J.., agree with the view of the learned Single Judge to the effect that the
'- doctrine that he who has such power to convene a meeting has also the F
4' power to adjourn the meeting, if the circumstances so demand, cannot
· be read into the provisions of the Gujarat Municipalites Act. The
learned Judges, however, agreed with the learned Single Judge that the
President of the Municipality had no power to adjourn the meeting at
his.will or caprice. They also pointed out that unless unusual circums-
tances beyond the control of the President of the Municipality prevail, G
'>-- he cannot utilise this power to adjourn a meeting which has once been
notified. Taking into account all the facts and circumstances of the
case, it was held that the adjournment of the meeting of the munici-
pality by the President was not warranted in law and was, therefore,
invalid. We may, however, point out that neither the learned Single
Judge who delivered the judgment in Babubhai Girdharbhai Patel v. H
124 SUPREME COURT REPORTS [1989] 2 S.C.R.

A
Manibhai Ashabhai Patel & Ors., nor the Division Bench, which -+
reversed this decision to the extent set out by us have taken into
account the provisions of section 21 of the Bombay General Clauses
Act, which we have already referred to. That section fortifies the view
taken by the Division Bench.

B We may now refer to the decision of the Allahabad High Court
in R.K. Jain v. Bar Council of U.P. & Ors., AIR (1974) 61 Allahabad
211. In that case, the Bar Council of U .P. in exercise of its power •
r
under section 15(2) of the Advocates Act, 1961, framed rules which
regulate the manner and procedure of holding the election of the mem-
bers to the Bar Council. These rules are known as Bar Council of Uttar
Pradesh Election Rules, 1968. Rule 4 lays down that the election of
c members to the Bar Council shall be held at such place or places, on
such date or dates, and during such hour or hours as the Council may
appoint. Rule 6 provides that notice of the time and place of election
+
shall be given by publication in the manner prescribed under.the rules.
The learned Single Judge (K.N. Singh, J., as he then was) who decided
D the case held that the principles laid down in section 21 of the General
Clauses Act are fully applicable in construing Rules 4 and 6 of the said
Election Rules, 1968. On the facts of the case it was held that the Bar
Council had the full jurisdiction to change the date of an election and
to postpone the election or to fix dates for holding the election afresh
till the elections were completed. 7-
E
In our view, the learned Judges of the Gujarat High Court who
delivered the judgment under consideration before us need not have
considered themselves bound by the aforesaid observations in
Chandrakant Khaire's case, as they have done. In the first place, these

F
observations do not constitute the ratio of the judgment in that case.
The question in that case was whether a meeting which was duly con-
vened and had commenced could have been adjourned by the Munici-
t
~
pal Commissioner and not whether a notice convening a meeting is-
sued by the Municipal Corporation could be cancelled by him before
the commencement of the meeting with a view to 'have the meeting
held on a subsequent date. We are of the view that the Division Bench
G was not really called upon to consider the situation in such a case, as we
have pointed out earlier. Moreover, it appears that the Division Bench i
has not taken into account the provisions of section 21 of the Bombay
General Clauses Act or the principles underlying that section. No
argument was advanced before the Division Bench on the basis of that
section at all. The attention of the Division Bench was not drawn to
H the judgment of this Court in Mohd. Yunus Saleem's case. Had that
J.M. PATEL v. A.S. MEHTA (KANIA, J.] 125

been done, we feel that the Division Bench which decided the A
Chandrakant Khaire's case, might not have made the aforestated
observations at all. In our view, the principles underlying section 21 of
the Bombay General Clauses Act would be clearly applicable in con-
sidering the scope of the powers of the Mayor of a Municipal Corpora-
tion set out in Clause 1 of Chapter II of the said Schedule in the said B
Act and in particular, in sub-clause (c) of the said clause. We may
point out that the rules in the Schedule have been framed under the
statutory provisions of the said Act and section 453 of the said Act
provides that the rules in the schedule as amended from time to time
.... shall be deemed to be part of that Act. In our view, the power of the
Mayor conferred under Clause 1 of Chapter II of the said Schedule
must be regarded as a statutory power as distinguished from the c
powers of directors of a company which are derived strictly from the
Articles of Association of the Company which are contractual in
nature. There appears to be no reason to take the view that the princi-
ples underlying section 21 of the Bombay General Clauses Act would
not apply to the said powers of the Mayor. In our view, appellant No. D
1, the Mayor of respondent No. 5, Corporation, had the power to
cancel the notice convening the meeting before the commencement of
the meeting with a view to convene the meeting on a later date. The
question, however, whether he has exercised the power within its true
ambit is a different question altogether. In this regard, in our opinion,
although the Mayor had the power to cancel the notice convening the
E
meeting and to direct the secretary to issue a notice to that effect, the
said powe"r could be exercised only bona fide and for a purpose or
purposes within the scope of the said Act. If the power was exercised
ma/a fide or for a collateral purp6se, the exercise of the powet would
certainly be bad. In the present case, there is considerable factual
controversy as to whether, even on the footing that appellant No. 1 F
had the power to cancel the notice convening the meeting, that power
was exercised bona fide for a purpose within the scope of the said Act
or whether it was exercised for collateral or impermissible purposes.
We remand the matter to the Gujarat High Court for the determina-
tion of that question. In view of the urgency of the matter, we would
request the Gujarat High Court to dispose of the writ petition latest by G
30th April, 1989 as far as possible. The interim order granted by this
Court on November 16, 1988 shall continue upto 5th May, 1989, sub-
ject to any orders which may be passed hereafter by the Gujarat High
Court. From that date, it will be for the parties to apply for appro-
priate interim orders to the Gujarat High Court till the case is finally
disposed of by that Court. H
126 SUPREME COURT REPORTS [1989] 2 S.C.R.

A The Appeal is allowed to the extent aforesaid. Taking into
account the facts and circumstances of the case, the parties shall bear
and pay their own costs.

R.P.D. Appeal allowed.

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,
+

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