Judgment : 1. These appeals assail the order dated 11.08.2011, passed by the learned Single Judge, dismissing several writ petitions challenging the Government Order dated 02.02.2009 bifurcating the South Canara District Central Co-operative Bank, which was/is one of the writ petitioners/appellants before us. 2. It is contended by the learned Senior Counsel that the learned Single Judge has passed a very brief order and all the arguments raised have not been duly considered. 3. The provisions that have been cited before us are Section 14, the deleted Section 14A and Section 30-B of the Karnataka Co-operative Societies Act, 1959. We reproduce these provisions for facility of reference: “14.) Amalgamation transfer of assets and liabilities and division of co-operative societies – (1) A co-operative society may, by a resolution passed by a two-thirds majority of the members present and voting at a general meeting of the society. (a) Divide itself into two or more cooperative societies: or (b) Transfer its assets and liabilities in whole or in part to any other co-operative society which by a like resolution agrees to such transfer. (2) Any two or more co-operative societies may, by a resolution passed by a two-thirds majority of the members present and voting at a general meeting of each such society amalgamate themselves and form a new co-operative society. (3) The resolution of a co-operative society under sub-section (1) or sub-section (2) shall contain all particulars of the transfer, division or amalgamation, as the case may be, and no such resolution shall have any effect unless approved by the Registrar; [Provided that in the case of a co-operative bank, the Registrar shall not approve such resolution without the previous sanction in writing of the Reserve Bank.] (4) When a co-operative society has passed any such resolution, and it has been approved by the Registrar, the co-operative society shall give notice thereof in writing to all its creditors and such members of the society as did not vote in favour of the resolution land, notwithstanding any bye-laws or contract to the contrary, any creditor or any member to whom such notice is given shall during the period of one month from the date of service of the notice upon him, have the option of withdrawing his shares deposits or loans, as the case may be. (5) Any member or creditor who does not exercise his option within the period specified in sub-section (4) and every member who has voted in favor of the resolution shall be deemed to have assented to the proposals contained in the resolution. (6) A resolution passed by a co-operative society under this section shall not make effect until either- (a) The assent thereto of all the members and creditors has been, or deemed to have been, obtained under this section or; (b) All claims of members and creditors who exercise the option referred to in subsection (4) within the period specified therein, have been met in full. (7) Where a resolution passed by a co-operative society under this section involves the transfer of any assets and liabilities, the resolution shall, notwithstanding anything contained in any law for the time being in force, be a sufficient conveyance to vest the assets and liabilities in the transferee without any further assurance. 14. A POWER TO DIRECT AMALAGAMATION, DIVISION AND RE-ORGANISATION IN PUBLIC INTEREST- (1) Notwithstanding anything contained in this act or the rules made thereunder and the bye-laws of the Co-operative Societies concerned. Where the Registrar is satisfied that it is essential in public interest or in the interest of Co-operative Societies should be amalgamated to form a single Co-operative Society or any Co-operative should be divided or any Co-operative Society should be recognized, then the Registrar shall order the amalgamation, division or re-organisation of such Co-operative Societies. Provided that in the case of a Co-operative Bank no order under this sub-section shall be made without the previous sanction in writing of the Reserve Bank. “(1-A) Before making an order under sub-section (1) it shall not be necessary for the Registrar or any other officer to give any Co-operative Society or person likely to be affected by such order an opportunity of making representation or of being heard.” (2) The order shall – (a) Provided for the devolution of the assets and liabilities of the Cooperative Society or Societies amalgamated, divided or re-organised and the date on which the devolution takes effect; (b) Specify:- (i) The composition, strength, names and terms of office of the member (including the Chairman) of the first committee; (ii) “Subject to section 111-A”. Who shall be the managing Director/Secretary of the new Co-operative Society or each of the new Co-operative Societies as the case may be and (iii) The bye-laws which the new Co-operative Society of each of the new Co-operative Societies shall until amended in accordance with the act and the rules, follows. Provided that the Registrar may be order curtail the term specified under sub-section (i) and take necessary steps to hold the general meeting of Co-operative Society and elections before the expiry of the terms so curtailed. (3) Every such order shall be published in the official Gazette and shall. Unless otherwise specified in the order, come into force on such publication. (4) The order referred to in sub-section (3) may contain such incidental, consequential and supplemental provisions as may in the opinion of the Registrar, be necessary to give effect to amalgamation, division or re-organisation as the case may be. (5) Notwithstanding anything contained in the Transfer of Property Act, 1882 (Central Act 4 of 1882) or the Registration Act 1908 (Central Act 19 of 1908). In the event of amalgamation the registration of the amalgamated Co-operative Society and in the event of division, the registration of new Co-operative Societies shall with effect from the date specified in the order of amalgamation or division in each case be sufficient conveyance to vest the assets and liabilities of the amalgamating Co-operative Societies or the original Co-operative Society in the amalgamated Co-operative Society or the new Co-operative Societies as the case may be. (6) The amalgamation of Co-operative Societies or division of re-organisation of a Cooperative Society shall not effect any right or obligation of the Co-operative Societies so amalgamated or the Co-operative Society so divided or re-organised or render defective an legal proceedings which might have been continued or commenced by or against the Co-operative Societies which have been amalgamated or re-organised and accordingly such legal proceedings may be continued or commenced by or against the amalgamated Co-operative Society the re-organised Co-operative Society or the new co-operative Societies as the case may be. [30-B Powers to give direction in public interest – (1) Where the State Government is satisfied that in public interest and for the purpose of securing proper implementation of Co-operative and other development programmes approved or undertaken by the State Government or for specially safeguarding the interest of the members belonging to the Scheduled Castes, Scheduled Tribes and other Backward classes and ensuring reservation to persons belonging to such Castes, Tribes or Classes in the services under the Co-operative Societies, it is necessary to issue directions to any class of Co-operative Societies generally or to any Co-operative Society or Co-operative Societies in particular, it may issue directions from time to time and all such Co-operative Societies or the Co-operative Society concerned shall be bound to comply with such directions. (2) The State Government may modify or cancel any directions issued under subsection (1) and in modifying or canceling such directions may impose such conditions a it may deem fit. (3) The State Government may by notification, delegate its power under this section to the Registrar subject to such restrictions and conditions as may be specified in the notification. 4. So far as Section 14 is concerned, this provision has, no doubt, not been complied with by the State Government. However, we are of the opinion that Section 14 would apply only where the Co-operative Society itself is desirous of amalgamating with any other body or transferring its assets and liabilities and/or dividing itself. In such a contingency, Section 14 must mandatorily be complied with meticulously. 5. Section 14-A is no longer on the statute book. Learned Senior Counsel contends that this can only be indicative of the position, that, consequent upon the deletion, there is no power to direct amalgamation, division and re-organisation in public interest. Section 14-A stands omitted by Act, 25 of 1998 with effect from 15.08.1998. We are, however, unable to be persuaded by the arguments of learned senior counsel, instead , we favour the view that the deletion of Section 14-A power to direct amalgamation, division and reorganisation in public interest is now totally untrammeled. In any case, it is Section 30B, which is of relevance so far as the factual matrix before us is concerned. In any case, it is Section 30B, which is of relevance so far as the factual matrix before us is concerned. This is for the reason that it vests power in the State Government to issue direction to any class of cooperative societies and these directions are bound to be complied with. There is, however, no substance and weight in the contention of learned senior counsel that the language of Section 30B may indicate that in addition to public interest, the directions of the State Government must also be for the purpose of secured implementation of cooperative and other development programmes approved or undertaken by the State Government. In the case in hand, the impugned order is a detailed one and it would be advisable to reproduce for ease of reference: ‘PROCEEDINGS OF THE GOVERNMENT OF KARNATAKA Sub: Establishment of a new district central co-operative bank at Udupi after bifurcating the South Canara District Central Cooperative Bank-re. Read: 1) Letter No.Ka/Yo and a/7814/08-09 dated 20.10.2008 from the Secretary, Karnataka State Co-operative Apex Bank, Ltd. 2) Letter No.AE/A2-73/2008-09 dated 08.12.2008 from the Managing Director of the South Canara District Central Co-operative Bank. 3) Letter No. CRD/44/KMC-1/2008-09 dated 09.01.2009 from the Registrar of Cooperative Societies. 4) Letter No. CRD/44/KMC-1/2008-09 dated 13.01.2009 from the Registrar of Cooperative Societies. PREAMBLE; By his letter read under (1) supra, the Secretary, Apex Bank, has stated that Sri. R. Sundaravardan, a banking expert, had been appointed in 1998 to make a study about the financial position of the new banks, and about the economic feasibility to establish a new District Central Co-operative Bank at Udupi after bifurcating the South Canara District Central Co-operative Bank and to establish District Central Co-operative banks in the same manner in seven new districts, and he has made a report dated 23.02.1999 that there is such economic feasibility to establish a new District Central Co-operative Bank at Udupi after bifurcating the South Canara District Central Co-operative Bank. With his letter read under (2) supra, the Managing Director of the South Canara District Central Co-operative Bank has sent the proceedings of the meeting of the general body of the Bank held on 01.12.2008. With his letter read under (2) supra, the Managing Director of the South Canara District Central Co-operative Bank has sent the proceedings of the meeting of the general body of the Bank held on 01.12.2008. In his letter read under (3) supra, the Registrar of Co-operative Societies has addressed a letter to NABARD and requested for securing the approval of the Reserve Bank of India to bifurcate the South Canara District Central Cooperative Bank in Udupi. The Registrar of Co-operative Societies has by his letter read under (4) above requested that a direction may be issued to the Management Committee of the South Canara District Central Co-operative Bank under Section 30-B of the Karnataka Co-operative Societies Act, 1959 in the matter of starting a new District Central Co-operative Bank in Udupi District in the interest of public. In the State of Karnataka, in the interest of development and in the interest of effective administration, seven new districts were formulated in 1997 and 2007 two more new districts were formed. Pursuant to this, Zilla Panchayaths and offices of the District Officers of various Departments have also been opened. In this backdrop, in the District of Udupi, which has newly come into existence, a separate Zilla Panchayath and district offices of different departments have been opened and they have been functioning. Apart from this, the Committee constituted in 1998 under the chairmanship of Sri. R. Sundaravaradan, a banking expert, to make a study about the economic feasibility to establish new District Central Co-operative Banks at Udupi and other new district centers which have newly come into existence, has made a report opining that if a new District Central Co-operative Bank to establish at Udupi, that would have the possibility of functioning with financial stability. If any D.C.C. bank is to be bifurcated and new D.C.C. banks have to be established, such division should have the approval of the general body by means of a resolution by 2/3rd majority, under Section 14 of the Karnataka Co-operative Societies Act, 1959, and the proposal should be submitted to the reserve Bank of India through NABARD enclosing therewith the economic feasibility study report obtained from persons possessing banking expertise. Udupi District falls within the jurisdiction of the South Canara District Central Cooperative Bank, Ltd., Mangalore. Udupi District falls within the jurisdiction of the South Canara District Central Cooperative Bank, Ltd., Mangalore. The proposal to bifurcate this Bank and to open a new D.C.C. bank in Udupi District was placed before the general body meeting held on 22.08.1999 and on 25.9.2004 and the bifurcation was not approved. Again on 01.12.2008 a special general body meeting of the South Canara District Central Co-operative Bank was convened on 01.12.2008, and it is stated that out of the 574 members present and voting 162 votes were cast in favour of a separate cooperative bank for Udupi District while 412 votes were cast against it. When the proceedings of the meeting of the general body dated 01.12.2008 were carefully examined in detail, those who cast their votes opposing the establishment of a separate district central co-operative bank for Udupi, expressed the opinion that if the South Canara District Central Co-operative Bank is bifurcated and a separate DCC bank is established at Udupi, both the banks would be weakened and because of paucity of capital it would not be possible to make sufficient advances for development of cooperative societies and as such it would be better of a single district central co-operative bank functions for both the districts. It is the view of those who support the establishment of the separate district central co-operative bank for Udupi that there is every possibility of the bank proposed to be newly established at Udupi after bifurcating the South Canara District Central Co-operative Bank functioning successfully and that there will not difficulty at all. However, there appears to have been no discussion or decision taken either as regards the existing South Canara District Central Co-operative Bank becoming weakened if it is bifurcated and a separate bank is established for Udupi or about the newly established Udupi DCC bank not functioning with economic stability. Districts have been constituted for the purpose of comprehensive development of the State and each district is considered as a unit of development. Districts have been constituted for the purpose of comprehensive development of the State and each district is considered as a unit of development. It is the stand of the State Government that in each district there should be a DCC bank functioning with economic stability and from the viewpoint of ensuring proper implementation of the development programmes undertaken by the State Government in the districts, it is necessary to establish a separate district central co-operative bank at Udupi and thereby to protect the interest of the co-operative societies and their members in Udupi District. Moreover, it appears that if the existing South Canara District Central Cooperative Bank in bifurcated and if two banks as Dakshina Kannada District Central Cooperative bank (residual bank) and Udupi District Central Co-operative Bank are established, there is every possibility of both the banks running with economic stability. In this background, the resolution passed by the general body of South Canara District Central Co-operative Bank on 01.12.2008 appears to be prejudicial to the interests of the co-operative societies and their members in both the districts. Since 1998 apart from placing before its annual general body meeting the subject of establishment of a separate DCC bank in Udupi District, the South Canara District Central Co-operative Bank has not taken any other steps. The Government is convinced that in there interest of comprehensive development of Udupi District and in the interest of the co-operative societies and their members as also in the interest of the general public, it is necessary to bifurcate the existing South Canara District Central Cooperative Bank and to establish a separate district central co-operative bank for Udupi District. Therefore, the following order is issued: Government Order No. CO 254 CRC 2008, Bangalore, Dated 02.02.2009 In the backdrop of the points explained in the preamble and in exercise of the power conferred on the Government under Section 30-B (1) of the Karnataka Co-operative Societies Act, 1959, the following directions are given to the South Canara District Central Co-operative Bank Management Committee and the Managing Director: 1) The existing South Canara District Central Co-operative Bank shall be bifurcated and Dakshina Kannada District Central Co-operative Bank (residual bank) with Mangalore as its headquarters and Udupi District Central Co-operative Bank with Udupi as its headquarters shall be established. 2) The co-operative societies of the respective districts shall be affiliated to the proposed Dakshina Kannada District Central Co-operative Bank and Udupi District Central Co-operative Bank respectively. The accounts and ledger accounts of the cooperative societies of the respective districts shall be transferred to the respective District Central Co-operative Banks. 3) The assets and liabilities shall be separated in respect of the proposed Dakshmina Kannada District Central Co-operative Bank (residual bank) and Udupi district Central Co-operative Bank, and as on 31-03-2009 separate books of account shall be prepared and the approval of the registrar of Co-operative Societies shall be obtained in respect of such books of account. The assets and liabilities shall be transferred in accordance with the approved books of assets and liabilities. If any dispute arises over distribution or transfer of assets and liabilities, the decision of the Registrar of Co-operative Societies shall be final. 4) The assets and liabilities statements as on 31-03-2009 shall be got audited by a competent auditor. In such audit, if any difference arises, the resultant reconciliation entries shall be made at the level of both banks. 5) The present Managing Director of the South Canara District Central Co-operative Bank shall submit proposals for approval of the reserve Bank of India through NABARD. 6) The proposed Dhakshina Kannada District Central Co-operative Bank (residual bank) and Udupi district Central Co-operative Bank shall separately start functioning from 01-04-2009 or from the date of obtaining approval from the Reserve Bank of India, whichever occurs later. 7) The officers and members of the staff working in the existing South Canara District Central Co-operative Bank shall be provided with an option to render service according to their willingness in the new District Central Co-operative Banks. When it is so done, security of their jobs and other amenities shall be continued. 8) The Managing Director of the existing South Canara District Central Co-operative Bank shall take all steps necessary to implement these directions. 9) The Registrar of Co-operative Societies/ the Director of Audit shall take all necessary steps to implement these directions. By order and in the name of the Governor of Karnataka Sd/-(R.S. Hutchachari) Special Officer on Duty and Ex-officio Joint Secretary to Government Department of Cooperation”. 6. As the name of the concerned co-operative bank would itself indicate. 9) The Registrar of Co-operative Societies/ the Director of Audit shall take all necessary steps to implement these directions. By order and in the name of the Governor of Karnataka Sd/-(R.S. Hutchachari) Special Officer on Duty and Ex-officio Joint Secretary to Government Department of Cooperation”. 6. As the name of the concerned co-operative bank would itself indicate. It was formed at the time when the District Udupi and Mangalore were a composite part of erstwhile South Canara District (Dakshina Kannada). Consequent upon a decision to carve two districts from Dakshina Kannada, the impugned decision obviously follows. It seems to us that despite the use of the word “and” in between the words “in public interest and for the purpose of securing proper implementation of co-operative and other development programmes.” It is necessary to read the word “and” as “or” instead. In the matter of interpretation of conjunctive and disjunctive words, the word ‘and’ is normally conjunctive, while the word ‘or’ is normally disjunctive, but at times, they are read vice versa to give effect to the manifest intention of the legislature as disclosed from the context in which they occur. If a literal reading of the words produces an unintelligible or absurd result ‘and’ may be read for ‘or’ and ‘or’ for ‘and’ even though the result of so modifying the words is less favaourable to the subject provided that the intention of the legislature is otherwise quire clear. In this context, the following three decisions of the Supreme Court where the word ‘and’ has been read disjunctively as ‘or’ can be usefully cited, namely Ishwar Singh Bindra V/s State of U.P. ( AIR 1968 SC 1450 ) at page 1454, Joint Director of Mines Safety Vs M/s Tandur and Nayandgi Stone Quarries (P) Ltd (1987) 3 SCC (208 ) at page 211 and in Samee Khan V/s Bindu Khan ( AIR 1998 SC 2765 ) at page 2769. In Stroud’s Judicial Dictionary, it is stated that the word ‘and’ has generally cumulative since, but sometimes it is by force of a context read as ‘or’. Such a technique of reading is necessary in order to carry out the interpretation of the legislation. In other words, directions can be issued by the State Government in public interest alone. Obviously, such a public interest may include securing proper implementation of development programmes, but it need not necessarily be so. Such a technique of reading is necessary in order to carry out the interpretation of the legislation. In other words, directions can be issued by the State Government in public interest alone. Obviously, such a public interest may include securing proper implementation of development programmes, but it need not necessarily be so. Public interest is undoubtedly involved where a district has been divided into two other districts. There can be no gainsay that the creation of a district is only ordained if it is found necessary for better administration, which eventually is in public interest. Decisions of this nature do not broach interference by courts. 7. We need not go beyond the decision in Ugar Sugar Works Ltd. V/s. Delhi Administration and Others (2001) 3 SCC (635 ) wherein their Lordships have observed as follows: “18.) The challenge, thus, in effect, is to the executive policy regulating trade in liquor in Delhi. It is well settled that the courts, in exercise of their power of judicial review, do not ordinarily interfere with the policy decisions of the executive unless the policy can be faulted on grounds of mala fide, unreasonableness, arbitrariness or unfairness etc. Indeed, arbitrariness, irrationality, perversity and mala fide will render the policy unconstitutional. However, if the policy cannot be faulted on any of these grounds, the mere fact that it would hurt business interests of a party, does not justify invalidating the policy. In tax and economic regulation cases, there are goods reasons for judicial restraint, If not judicial deference, to judgment of the executive. The courts are not expected to express their opinion as to whether at a particular point of time or in a particular situation any such policy should have been adopted or not. It is best left to the discretion of the State. 19.) In T.N. Education Department, Ministerial and general Subordinate Services Association v/s State of Tamil Nadu noticing the jurisdictional limitations to analyse and fault a policy, this Court opined that : “The court cannot strike down a GO, or a policy merely because there is a variation or contradiction. Life is sometimes contradiction and even consistency is not always a virtue. What is important is to know whether mala fides vitiates or irrational and extraneous factor fouls.” 8. Life is sometimes contradiction and even consistency is not always a virtue. What is important is to know whether mala fides vitiates or irrational and extraneous factor fouls.” 8. Our attention has also been drawn to the subsequent judgments in Ekta Shakti Foundation V/s Government of NCT of Delhi (2006) 10 SCC 337 ), which was decided without reference to Ugar Sugar case. In para 11 of the judgment, their Lordships have opined that : “Policy decision must be left to the Government as it alone can adopt, which policy should be after considering all the points from different angles. In the matter of policy decisions or exercise of discretion by the Government so long as the infringement of fundamental rights is not shown the courts will have no occasion to interfere and the court will not and should no substitute its own judgment for the judgment of the executive in such matters.” 9. In assessing the rationale of a decision of the Government, court cannot interfere even is a second view is possible from that of the Government. We must, immediately record, in fairness the submission of learned Senior Counsel for the appellant that he does not dispute this position of law and therefore, did not contend that the impugned decision should be judicially reviewed. 10. Learned Senior Counsel for the appellant has relied on observations contained in paras 9 and 10 of J.K. Cotton Spinning & Weaving Mills Co. Ltd. V/s State of Uttar Pradesh & Other ( AIR 1961 SC 1170 ) to the effect that a specific provision prevails over a general provision. In the view that we have taken above, these observations of their Lordships do not advance the case of the appellants. This is for the reason that Section 14 operates in a field totally different to that of Section 30(B) of the Act. 11. It is in this analysis, we do not find any merit in these appeals. The well-considered and articulated decision has kept all factors in mind, which follows from the decision of the State of Karnataka to carve out two smaller districts from the erstwhile Dakshina Kannada District. There can be no criticism of such a decision as subsequent events have shown. The State would be better administered after the bifurcation into the Districts of Udupi and Dakshina Kannada (Mangalore). There can be no criticism of such a decision as subsequent events have shown. The State would be better administered after the bifurcation into the Districts of Udupi and Dakshina Kannada (Mangalore). It is not necessary to speculate about the division of the South Canara District Central Co-operative Bank Ltd. The plausible rationale for the bifurcation of the erstwhile Dakshina Kannada District into two smaller districts would equally apply to the division of South Canara District Central Cooperative Bank Ltd., into Dakshina Kannada District Central Co-operative Bank with Mangalore as it is head quarters and Udupi District Central Co-operative bank with Udupi as it is head quarters. 12. We also do not find merit in the arguments that the impugned decision should have preceded by clearance of the Reserve Bank of India. As is manifest from the perusal of the order, it clarifies that the separated co-operative banks shall start functioning from 01.04.2009 or from the date of approval from the Reserve Bank of India whichever occurs later. This language palpably expects that the approval of the Reserve Bank would have been obtained prior to 01.04.2009 or either in the financial year. During the course of hearing of the writ petition as well as the appeal, interim orders had been passed, which must be a reason as to why the Reserve Bank of India has not accorded its approval or disapproval as the case may be. 13. The appeals are dismissed, but with no order as to costs.