S. M. SHAH, J. ( 1 ) THIS petition challenges the order dated 2/01/1996 passed by the Additional Registrar (Appeals), Co-operative Societies, under Sec. 155 of the Gujarat Co-operative Societies Act, 1961, (hereinafter referred to as the act) confirming the order dated 17/11/1995 passed by the District registrar, Co-operative Society, Mehsana, (respondent No. 3 herein) appointing a custodian for Ranuj Nagrik Sahakari Bank Limited (petitioner No. 1 herein) under sec. 74-D of the Act. ( 2 ) THE facts leading to the filing of the present petition, briefly stated, are as under. ( 3 ) THE petitioner-society has framed its bye-laws under the provisions of the act. As per original bye-law No. 28, the Board of Directors was to consist of 11 directors with a quorum of six Directors. One-third of the Directors were to retire every year. Accordingly, 11 Directors were elected on different dates, the details of which are given in the impugned order dated 17/11/1995 (page 33 of the paper book ). In a nutshell, the dates of election were as under : s. N. No. of Directors Date of Election 1 Four 11/08/1991 2 Four 14/06/1992 3 Three 9/05/1993 the aforesaid directors were elected for a term of three years. If there were no amendments of the bye-laws, the aforesaid Directors would have retired in 1994, 1995 and 1996 respectively. ( 4 ) HOWEVER, at the Annual General Meeting of the petitioner-society held on 27/06/1993 the General Body of the Society passed a resolution for amendment of the bye-laws including bye-law No. 28 which as amended reads as under : Translated into English, amended bye-law No. 28 reads as under :"28. The Board of Directors shall consist of 11 members. Eight Directors shall be from amongst the members from the limits of Ranuj Gram Panchayat and three directors shall be from the remaining areas. The quorum shall be six Directors. Of the Board so constituted, all Directors shall vacate their office every three years but, subject to the provisions of bye-law No. 29, they shall be eligible for re-election. The elections shall be held as per the rules framed by the General Body and approved by the Registrar and the results thereof shall be declared at the Annual General meeting. At the meeting of Board of Directors after the Annual General Meeting following the election, the Chairman, Vice-Chairman and Managing Director shall be appointed. The elections shall be held as per the rules framed by the General Body and approved by the Registrar and the results thereof shall be declared at the Annual General meeting. At the meeting of Board of Directors after the Annual General Meeting following the election, the Chairman, Vice-Chairman and Managing Director shall be appointed. Their term shall be co-extensive with the term of the elected members. "note : Upon coming into force of the amendment of this bye-law, the term of the present Board of Directors shall be for a period of three co-operative years after the date of amendment. (a) deleted (b) if, for any reason, the election of the Board of Directors postponed, the retiring directors shall continue as Directors till the election is held. " the aforesaid amendment to bye-law No. 28 and other bye-laws was approved by the District Registrar (respondent No. 3) and the approval was communicated vide his letter dated 30/08/1993 (Annexure-A at page No. 20 of the paper book.) ( 5 ) THEREAFTER by order dated 27/10/1995 (Annexure-E at page 25) respondent No. 3 appointed respondent No. 4 as the Custodian of the petitionersociety in exercise of the powers conferred by Sec. 74-D of the Act. Respondent no. 4 took over the charge as Custodian of the society on 28/10/1995. The relevant portion of Sec. 74-D reads as under :"57-D. Appointment of Custodian in certain circumstances.- (1) Where in respect of any society. . . . . . . a new committee of management is, for any reason whatsoever, not elected or having been elected not functioning, within a period of six months after the expiry of the term of office of members of committee of management of such society, (not being a committee referred to in Sec. 80a) the Registrar may by an order in writing appoint a person or a committee of persons to be the Custodian of the society until a new committee of management is elected or, as the case may be, starts functioning. (2 ). The Custodian so appointed shall, subject to the control of the Registrar and to such instructions as he may from time to time give, have powers to exercise all or any of functions of the committee, and take all such actions as may be required in the interest of the society. (3 ). (2 ). The Custodian so appointed shall, subject to the control of the Registrar and to such instructions as he may from time to time give, have powers to exercise all or any of functions of the committee, and take all such actions as may be required in the interest of the society. (3 ). All acts done or purported to be done by the Custodian during the period when the affairs of the society are carried on by such Custodian, shall be binding on the new committee of management. " ( 6 ) RESPONDENT No. 3 gave the petitioners and other Directors an opportunity of being heard as per the intimation contained in the same order dated 27/10/1995 and the hearing was fixed for 16/11/1995. On that date, out of the 11 Directors, five Directors gave their consent for appointment of the Custodian but the remaining six, that is, the petitioners opposed the appointment of Custodian and requested for withdrawing the order dated 27/10/1995. ( 7 ) BY his order dated 17/11/1995 (Annexure-D at pages 32-38) respondent No. 3 confirmed the order dated 27/10/1995 after holding that elections to the Board of Directors were required to be held as per the amended bye-law No. 28 after 30/08/1993 and that the Directors had no right to continue beyond a period of three years from the date of their original election. Respondent No. 3 proceeded on the footing that since (8) eight out of the 11 Directors had already completed their three-year term by 14/06/1995, the petitioner-society was required to hold elections to the Board of Directors, but the petitioner-society had failed to do so and therefore, the power was required to be exercised under sec. 74-D of the Act. ( 8 ) AGGRIEVED by the above order, the petitioner had initially filed Special Civil application No. 9240 of 1995 which was withdrawn with a view to resort to the alternative remedy provided under the Act. The order granting the said permission is produced at Annexure-G to the reply-affidavit (at page 70 ). The petitioner thereafter preferred Revision Application No. 81 of 1995 before respondent No. 2 Additional Registrar, Co-operative Societies (Appeals), under Sec. 155 of the act. The order granting the said permission is produced at Annexure-G to the reply-affidavit (at page 70 ). The petitioner thereafter preferred Revision Application No. 81 of 1995 before respondent No. 2 Additional Registrar, Co-operative Societies (Appeals), under Sec. 155 of the act. After hearing the parties respondent No. 2 confirmed the orders dated 2 7/10/1995 and 17/11/1995 passed by respondent No. 3 and dismissed the revision application on 2/01/1996 as per his order at Annexure-F (at page 55 ). In the present petition, the petitioner has challenged the aforesaid orders at Annexure-B, D and F. ( 9 ) NOTICE was issued on 17/01/1996 after hearing the parties, Rule was made returnable on 29/02/1996. ( 10 ) THE respondents are served and three different affidavits-in-reply are filed. On behalf of respondent Nos. 1 to 3, affidavit-in-reply is filed by respondent No. 3. Respondent No. 5, one of the members of the petitioner-society has also filed his affidavit opposing the petition. Respondent No. 4 has filed his affidavit dated 22/02/1996 pointing out that he had taken over the charge as the Custodian of the society on 28/10/1995 and further stated that the election process of electing the Directors of the society can be completed within 45 days. Respondent no. 4 has further clarified that he had not proceeded further in view of the order of the status quo passed by this Court in the present petition on 17/01/1996 and that in any case the election process can be completed within 45 days. ( 11 ) AT the hearing of the petition, Mr. K. S. Jhaveri, learned Counsel for the petitioners, raised the following contentions : (i) Respondent Nos. 2 and 3 had no jurisdiction to pass the impugned orders inasmuch as the Directors had not completed their term as per amended byelaw No. 28 including the note below the same. The condition precedent for exercise of power under Sec. 74-D of the Act was not satisfied as their term would expire on 31/03/1996 and not prior thereto. (ii) The petitioners have alleged mala fides and contended that the impugned orders are passed for political considerations. ( 12 ) ON behalf of the respondents, the following submissions have been made : (i) The petition may not be entertained as the petitioners have an alternative remedy under Sec. 155 of the Act as a revision lies before the State government. ( 12 ) ON behalf of the respondents, the following submissions have been made : (i) The petition may not be entertained as the petitioners have an alternative remedy under Sec. 155 of the Act as a revision lies before the State government. (ii) The petitioner-bank was required to hold elections for the entire Board of directors after 30-8-1993 as per the amended bye-laws, but the same was not done. In any case, by June, 1995, eight out of the 11 Directors had already completed three-year term after their elections and therefore, they had no right to continue as Directors. Since the quorum required is minimum six Directors, fresh elections were required to be held after 14/06/1995 and since no elections were held thereafter by the petitioner-bank, necessary condition for exercise of power under Sec. 74-D was complied with. (iii) In any view of the matter, the continuance of as many as 8 Directors out of 11 beyond the three-year term was contrary to the democratic norms and therefore, elections were required to be held by the Custodian. (iv) The bye-laws of the society do not have statutory force and therefore, this court cannot issue a writ for enforcement of the note below bye-law No. 28. (v) The allegations of mala fides have been denied. On the contrary, respondent no. 5 has filed an affidavit contending that the petitioners were enrolling members in an illegal manner to manipulate the ensuing elections. ( 13 ) BEFORE taking up the contentions urged on behalf of the petitioners, it is necessary to deal with the preliminary contention raised by the respondents that the petitioners have an alternative remedy by way of revision under Sec. 155 of the act. It should be noted that respondent No. 3 passed order dated 27/10/1995, appointing the Custodian and thereafter gave a post-decisional hearing to the petitioners and other Directors on 16/11/1995 and confirmed the previous order by his order dated 17/11/1995. Against that order of respondent no. 3 the petitioners did prefer a revision application before the Registrar under sec. 155 of the Act. Mr. Against that order of respondent no. 3 the petitioners did prefer a revision application before the Registrar under sec. 155 of the Act. Mr. Jhaveri has, therefore, contended that now if the petitioners are again required to prefer a revision before the State Government, the petitioners term would expire by efflux of time and all their attempts for challenging the impugned orders would be futile and rendered infructuous even though the impugned orders can be shown to be patently illegal. There is no dispute about the fact that even as per the petitioners contention, their term would expire on 31/03/1996 and therefore, this is not a fit case for refusing to entertain the present petition merely on the ground that alternative remedy is available especially because defence put up by respondent Nos. 2 and 3 on merits is found to be patently untenable. ( 14 ) AS far as the petitioners first contention is concerned, all the respondents have all along proceeded on the footing that the amendment to bye-law No. 28 and note below the same were to be applied to the Board of Directors to be elected after 30/08/1993. Mr. Jhaveri has, therefore, contended that the respondents have grossly erred in not considering that note below bye-law No. 28 was inserted by the General Body of the petitioner-society to provide for the transitional stage as the system of election of Directors by rotation was being substituted by the system of simultaneous election of all Directors. In this connection, Mr. Jhaveri also invited my attention to the provisions of Sec. 161 of the Gujarat Co-operative Societies act and especially the notification No. CSA 5062/93128-A dated 6-11-1962 issued by the State Government in exercise of powers conferred by Sec. 161. The said notification reads as under :"the State Government has directed that the provisions of Secs. 77 and 78 of the Act shall apply to the societies registered under the said Act subject to the modification that notwithstanding anything contained in the bye-laws of society, if the members present at an Annual General Meeting or a special general meeting so decide by a resolution adopted at such a meeting, it shall not be necessary to hold the elections of office-bearers of committees of the society. " ( 15 ) WHILE substituting the system of election of Directors by rotation and providing for the system of simultaneous election of all Directors, the General Body of the petitioner-society could have provided for any of the following modes for the transitional period : (1) The society could have made a transitional provision to the effect that upon expiry of the period of three years from the date of election of the Directors under the original bye-laws the Directors shall retire and when there are more than stipulated number of vacancies, the elections should be held for all the 11 Directors simultaneously. (2) Society could have provided that the existing Board of Directors as on the date of approval of the bye-laws by the District Registrar be disbanded and simultaneous elections for all Directors be held immediately thereafter. (3) It was open to the society to provide that the existing Directors, i. e. , Directors holding the office on the date of amendment of the bye-laws by the society be treated as having been elected by the General Body of the petitioner-society at the Annual general Meeting at which the bye-laws were amended and to provide that their term of office shall be three years thereafter or atleast for three co-operative years. ( 16 ) IT is pertinent to note that the bye-laws were amended at the Annual General meeting of the General Body held on 27/06/1993 and note below bye-law No. 28 was also inserted as a part of the said amendment to provide for the transitional stage. It was open to the society to adopt any of the aforesaid alternatives and the petitioner-society chose to adopt the third alternative. As a bye-law framing authority, the petitioner-society made the said amendment and the District Registrar approved the same including the aforesaid note below bye-law No. 28 as far back as on 30th august 1993. The said amendments have been holding the field. It is true that the said amendment was challenged by way of an appeal before the Additional registrar by one of the members of the society. However, the said appeal was dismissed on 29-1-1994 on the ground that the appellant had no locus standi to file the appeal. The matter was not carried further and the bye-laws have, therefore, been holding the field. However, the said appeal was dismissed on 29-1-1994 on the ground that the appellant had no locus standi to file the appeal. The matter was not carried further and the bye-laws have, therefore, been holding the field. ( 17 ) IN view of the aforesaid discussion, it is clear that the decision of respondent nos. 2 and 3, holding that as per the bye-laws the petitioner-society was required to hold the elections immediately after 30/08/1993 or immediately after 1 4/06/1995 is based on a patently erroneous interpretation of the bye-laws and is such that no reasonable person would arrive at. It is clear that the Board of Directors which was existing on 27/06/1993/ 30/08/1993 was entitled to continue to hold the office till 31/03/1996 as per the note below bye-law No. 28 and, therefore, there was no question of holding elections immediately after 30th August or June 1995. ( 18 ) IN the instant case, what is challenged is the order of respondent No. 3 issued in exercise of powers under Sec. 74-D of the Act. The said power could not have been exercised unless the condition precedent for the exercise of such power was satisfied; the condition precedent being : a new committee of management is not elected or having been elected is not functioning within a period of six months after the expiry of the term of the members of the committee of the management. It is not the respondents case that the committee of management, that is, the Board of Directors of the petitioner-society was not functioning. The case of the respondents all throughout has been that the term of 8 Directors in the committee of management of the petitioner society expired by June 1995 but the elections were not held. Since the said finding is based on a patently erroneous reading of bye-law No. 28 and note below the same, the Court can certainly issue a writ of certiorari to quash and set aside the decision which is based on an absolutely erroneous interpretation of bye-laws which, no reasonable person could have arrived at. ( 19 ) HOWEVER, it was strenuously contended by the respondents that as per the decision of this Court in case of Rajabhai Ranmal Mori and Ors. v. Members of the managing Committee of Shri Una Taluka Sahakari Kharid Vechan Sangh Ltd. and ors. ( 19 ) HOWEVER, it was strenuously contended by the respondents that as per the decision of this Court in case of Rajabhai Ranmal Mori and Ors. v. Members of the managing Committee of Shri Una Taluka Sahakari Kharid Vechan Sangh Ltd. and ors. , reported in 1976 GLR 583 the bye-laws made by co-operative societies have their origin in contract and therefore, such bye-laws cannot be enforced by a writ under Art. 226 or 227 of the Constitution. Although there can be no quarrel with the principle laid down in the said decision, the respondents defence on the basis of the said decision is misconceived firstly because, in the case of Rajkot Nagrik sahakari Bank Limited v. Rajkot District Co-operative Bank, reported in 1977 GLR 692 , after considering the decision in Rajabhai Ranmal Mori (supra) this Court has held that a writ of certiorari can be issued in cases of illegal exercise of jurisdiction, that is, it can correct errors of law apparent on the face of record and that although the Court cannot issue a writ of mandamus for enforcement of such bye-laws the court can certainly issue a writ of certiorari to set aside an order which proceeds upon an erroneous legal proposition which is the basis of the impugned decision or if the authority has misread the relevant bye-laws. ( 20 ) THE next contention of the respondents was that even if bye-law No. 28 and the note below the same are required to be read as contended by the petitioners, the same are contrary to the democratic norm as persons elected as Directors for a period of three years have managed to continue beyond their original stipulated term and have continued much longer. In this connection, the respondents have relied on the judgment of this Court in the case of Mehsana District Central Co-operative bank Ltd. v. Mareda Seva Sahakari Mandali Ltd. , reported in 1990 (1) GLR 423 and particularly on the observations made in para 14 of the said judgment. In the said case, the bye-laws provided for rotation of 1/3 members of the Board of directors every year. However, at a particular point of time all the Directors had completed their stipulated three-year term once or twice over without elections having been held. In the said case, the bye-laws provided for rotation of 1/3 members of the Board of directors every year. However, at a particular point of time all the Directors had completed their stipulated three-year term once or twice over without elections having been held. It is pertinent to note that in that case the Directors continued to hold the office for five or even eight years without going to the General Body of the society. Under the circumstances, the Division Bench of this Court rightly held that the Directors could not have remained in office beyond the term for which they had obtained the mandate of the electorate and therefore, the Court directed simultaneous elections to be held for all the Directors notwithstanding the bye-law for rotational election of the Directors. The aforesaid judgment has no application to the facts of the present case as, admittedly on 27/06/1993 the General Body of the petitioner-society itself had amended the bye-laws and provided for the transitional stage by inserting note below bye-law No. 28. The Directors had obtained the mandate from the electorate to continue for three co-operative years after the amendment and therefore, petitioner Nos. 2 to 7 and other Directors were entitled to continue to hold office till 31-3-1996. . ( 21 ) IN view of the aforesaid discussion, the first contention of the petitioners that the Directors had not completed their term as per the amended bye-law No. 28 including the note below the same before 31/03/1996 is required to be accepted and therefore, it has got to be held that respondent No. 3 was not justified in passing the impugned order of appointing a Custodian under Sec. 74-D of the act on 27/10/1995 or even on 17th November 1995 when he confirmed the said order. The said orders dated 27/10/1995 and 17/11/1995 are, therefore, required to be quashed and set aside. So also the order passed by the revisional authority on 2/01/1996 must fail. ( 22 ) IN view of the above, it is not necessary to consider the second contention of the petitioners regarding the allegations of mala fides which are strongly denied by the respondents. It is not necessary to go into the said allegations in view of the decision on merits in respect of the first contention of the petitioners. ( 23 ) NOW the next question is what relief should be granted. It is not necessary to go into the said allegations in view of the decision on merits in respect of the first contention of the petitioners. ( 23 ) NOW the next question is what relief should be granted. On behalf of respondent No. 5, Mr. Gaurang Bhatt vehemently contended that the term of office of the Directors is going to expire on 31/03/1996 and, therefore, in any view of the matter the Court should not pass any orders in favour of the petitioners. Mr. Bhatt invited my attention to the affidavit of respondent No. 5 particularly the averments made in paragraphs 4 and 5 of the said affidavit dated 29/02/1996. As per the said averments, petitioner No. 2 and other Directors of his group are trying to manipulate the strength of voters by enrolling a large number of new members from a particular area and excluding prospective members from another area. It is further averred that members have been enrolled with false addresses and that even minors have been enrolled as members because, they happen to be near and dear relatives of petitioner No. 2 and other Directors. Specific details about 11 such persons alleged to be minors are given in paragraph 5 of the affidavit and their relationship with the Directors is also specifically mentioned. It is also further averred that as many as five Directors have tendered resignations in protest against such enrolment of voters and the said five Directors have voluntarily and willingly consented to the appointment of the Custodian of the Bank in their letter dated 1 6/11/1995. ( 24 ) AT the hearing of the petition, it transpired that only two out of the aforesaid five Directors have given their resignation and there was controversy whether those resignations were submitted in accordance with law. It is not necessary to go into the said question in the present petition. ( 25 ) THE consequence of setting aside of the impugned orders would be that the Directors will be restored to their original position prior to 27/10/1995. Even so, it is necessary to provide for certain safeguards to allay the apprehensions voiced by respondent No. 5 in his affidavit-in-reply and also to provide for free and fair elections which will have to be held now as the term of Directors is going to expire on 31/03/1996. Mr. Even so, it is necessary to provide for certain safeguards to allay the apprehensions voiced by respondent No. 5 in his affidavit-in-reply and also to provide for free and fair elections which will have to be held now as the term of Directors is going to expire on 31/03/1996. Mr. Jani for respondent No. 4 has stated that the elections can be held within 45 days. ( 26 ) MR. K. S. Jhaveri for the petitioners has also stated that the petitioners and other Directors of the petitioner-society have no objection to respondent No. 4 or any other officer nominated by respondent Nos. 1 to 3 preparing the voters list and holding the elections as per the Election Rules. Mr. Jhaveri has also invited my attention to the Election Rules for the petitioner-society which are in Schedule-A to the bye-laws of the petitioner-society and further to clause (b) below bye-law no. 28 to the effect that if, for any reason, the election of the Board of Directors is postponed, the retiring Directors shall continue to hold the office of the Directors till the elections are held. ( 27 ) IN view of the aforesaid discussion, the following order is passed : the impugned orders dated 27-10-1995 (Annexure-B), 17-11-1995 (Annexure- d) and 2-1-1996 (Annexure-F) are quashed and set aside. It is further directed that while handing over the management of the petitioner-society to the Board of directors including petitioner No. 2 and other Directors by 22/03/1996 respondent No. 4 shall not hand over the record relating to the members register and other records necessary for preparing the voters list and for holding the elections of the committee of management (Board of Directors) of the petitioner-society. Respondent No. 4 or any other officer nominated by respondent No. 3 shall hold elections to the Board of Directors of petitioner-society - Ranuj Nagrik Sahakari bank Limited, as per the Election Rules, latest by 31/05/1996. It is further directed that in any case, petitioner No. 2 and other Directors shall not hold the office of Directors of petitioner-society beyond 31/05/1996. 27-A. Rule is accordingly made absolute to the aforesaid extent with no order as to costs. Interim order passed earlier stands vacated. ( 28 ) AT this stage, Mr. It is further directed that in any case, petitioner No. 2 and other Directors shall not hold the office of Directors of petitioner-society beyond 31/05/1996. 27-A. Rule is accordingly made absolute to the aforesaid extent with no order as to costs. Interim order passed earlier stands vacated. ( 28 ) AT this stage, Mr. Gaurang H. Bhatt, for respondent No. 5, prays that the operation of this order be stayed to enable his client to obtain appropriate orders from the appellate Court. Mr. Jhaveri opposes the said request and states on behalf of the petitioners that the petitioner-society and its Directors shall not take back the charge from the Custodian before 22/03/1996. In view of the above statement made on behalf of the petitioners, it is not necessary to stay the operation of the order. .