JUDGMENT By the Court.—The petitioner challenges an order dated 10 July 2018 in terms of which the fifth respondent has cancelled the registration of the petitioner co-operative society by exercise of powers conferred by Section 76 of the U.P. Co-operative Societies Act, 1965 (1965 Act). By the very same order, the respondent has also ordered the winding up of the petitioner society. The order impugned refers to an audit conducted in respect of the petitioner co-operative society and the report submitted pursuant thereto on 3 July 2018. Upon receipt of the audit report various shortcomings were noticed in the conduct of the business and affairs of the petitioner and it was accordingly called upon to explain why further action be not taken for its winding up under Section 72(2) of the 1965 Act. It further appears that the fifth respondent thereafter proceeded to pass the impugned order simultaneously winding up the petitioner society and also cancelling its registration. It is this action which is impugned in the instant writ petition. 2. Sri H.R. Mishra, learned Senior Counsel appearing in support of this petition has submitted that the fifth respondent has clearly erred in cancelling the registration of the petitioner society since no order of winding up had been formally passed till that date. Sri Mishra submit that the provisions of Section 76 of the 1965 Act can kick into play only once an order of winding up has been passed. According to Sri Mishra before passing an order of winding up the respondents are obliged to follow the procedure prescribed under Chapter XX of the U.P. Co-operative Societies Rules, 1968 (1968 Rules). Referring to the provisions enshrined in Rules 270 and 271 Sri Mishra submitted that the petitioner society was not afforded even reasonable time to show-cause why it be not wound up. Sri Mishra further submitted that the above contention is without prejudice to his principal submission that there could be no simultaneous exercise of powers conferred under Sections 72 and 76 of the 1965 Act. Sri Mishra also underlines the fact that no order of winding up has been published in accordance with the provisions of Rule 271 till date. This he submits is clearly indicative of no winding up order either existing or having come into operation against the petitioner. 3. Sri Mishra also underlines the fact that no order of winding up has been published in accordance with the provisions of Rule 271 till date. This he submits is clearly indicative of no winding up order either existing or having come into operation against the petitioner. 3. Sri Ramanand Pandey, the learned Standing Counsel on the other hand sought to impress upon us that the impugned order itself effects the winding up of the petitioner society and that therefore, it would be incorrect for the petitioner to contend that no order of winding up existed. Sri Pandey further contends that in terms of the impugned order, the fifth respondent has simultaneously affected the winding up and the cancellation of the registration of the petitioner society and that such a procedure would clearly not fall foul of the provisions of Sections 72 and 76 of the 1965 Act. 4. In order to appreciate the rival submissions, it would be apposite to notice the relevant provisions of the 1965 Act and the 1968 Rules in the backdrop of which the contentions raised are liable to be answered. Section 72 which provides for the winding up of a co-operative society reads thus: “72. Winding-up of co-operative societies.—(1) If the Registrar, after an inquiry has been held under Section 65, or an inspection has been made under Section 66, or on receipt of an application made by not less than three-fourth of the members of a co-operative society is of the opinion that the society ought to be wound up, he may pass an order directing it to be wound up. (2) The Registrar may of his own motion and after giving such notice as may be prescribed pass an order directing the winding up of a co-operative society - (a) where the registration of the co-operative society was obtained by fraud or mistake; or (b) where the number of ordinary members has been reduced to less than such minimum as provided in Section 6 for the registration of such society; or (c) where the co-operative society has not commenced working within a reasonable time or has ceased to function; or (d) where the co-operative society is no longer fulfilling its objects or complying with the requirements of clause (d) of sub-section (1) of Section 7.” 5. Section 76 is framed in the following manner. “76. Section 76 is framed in the following manner. “76. Cancellation of registration of a co-operative society.—Where in respect of co-operative society which has been ordered to be wound up under Section 72, the Registrar is of opinion that it is not necessary to appoint a liquidator, or where the affairs of a co-operative society in respect of which a liquidator has been appointed under Section 73, have been wound up, the Registrar shall make an order cancelling the registration of the society and the society shall be deemed to be dissolved and shall cease to exist as a corporate body from the date of such order of cancellation.” 6. For our purposes it would also be relevant to notice the procedure proscribed under Rule 270 and the same is extracted herein below: “270. (a) The Registrar, before passing an order directing a co-operative society to be wound up, shall, except when an application has been made by not less than three-fourth of the members of the society for its being wound up, issue a notice by registered post or by personal delivery under acknowledgment to the Chairman or Secretary of the society to show-cause within the time specified in the notice, as to why the society may not be wound up under Section 72. (b) The society shall consider the notice mentioned in sub-rule (a) and shall send a reply to the Registrar within the time specified in the notice. (c) If the society fails to send the reply within the time specified in the notice, or the reply received is unsatisfactory, the Registrar may pass order directing the society to be wound up.” (emphasis supplied) 7. An order of winding up is liable to be published and made known in the manner prescribed under Rule 271. The said Rule is extracted herein below: “271. An order of winding up is liable to be published and made known in the manner prescribed under Rule 271. The said Rule is extracted herein below: “271. Any order under Section 72, directing that a co-operative society be wound up, and an order, under sub-section (1) of Section 73 appointing a liquidator and an order removing or changing a liquidator, shall be published in the Gazette or in any one or more of the modes mentioned herein below, as may, having regard to the circumstances of the case, be decided by the Registrar- (i) by publication in the newspaper, having circulation in the area of operation of the society; (ii) by affixing a copy of the order at the registered address of the society; and (iii) by proclamation by beat of drum in the area of operation of the society.” (emphasis supplied) 8. It would also be pertinent to notice the provisions of Rule 286 which reads thus: “286. (a) The winding up proceedings of a co-operative society shall ordinarily be closed within a period of three years from the date the order of winding up takes effect, unless the period is extended by the Registrar. Provided that the Registrar shall not grant any extension for a period exceeding one year at a time and the total period of such extension shall not, without the approval of the Stale Government, exceed four years. (b) As soon as winding up proceedings are completed, the Registrar shall pass orders cancelling the registration of the co-operative society.” (emphasis supplied) 9. Section 72 which deals with the winding up of a co-operative society envisages such action being initiated by the Registrar either after an enquiry held under Section 65 or an inspection made under Section 76 or on receipt of an application made by not less than three-fourth of the members of the co-operative society. Sub-section (2) then prescribes that the Registrar may of his own motion direct the winding up of a co-operative society upon forming the opinion that the contingencies enumerated in clauses (a) to (d) exist. On a plain reading of Section 76 it is evident that the same is stimulated only when a co-operative society has been ordered to be wound up under Section 72. On a plain reading of Section 76 it is evident that the same is stimulated only when a co-operative society has been ordered to be wound up under Section 72. Moreover the power to cancel registration as embodied in Section 76 is not made dependent merely on an order of winding up being passed by the Registrar. As is manifestly clear from a reading of the said provision, the Registrar must additionally also be of the opinion that it is not necessary to appoint a liquidator or where he finds that the affairs of a co-operative society in respect of which a liquidator has been appointed under Section 76 has in fact been wound up. 10. It cannot possibly be disputed that an order of winding up would have serious civil consequences and outcome upon a co-operative society. It is perhaps bearing this aspect in mind that a detailed procedure in consonance with the principles of natural justice and fair play stands incorporated in Rule 270. In terms of clause (a) of Rule 270, the Registrar where he is proceeding of his own motion is required to issue a notice by registered post or deliver the same personally under acknowledgment to the Chairman or Secretary of the society to show-cause why the society be not wound up. The society is thereafter provided the opportunity to submit a reply and represent against the proposed winding up in terms of clause (b). Clause (c) thereafter prescribes that if the society fails to send the reply within the time specified in the show-cause notice or where the reply submitted is found to be unsatisfactory the Registrar is empowered to direct the winding up of the society. An order of winding up or an order passed under Section 73(1) appointing a liquidator as well as an order removing or changing a liquidator is to be published in the gazette or through one or more of the modes specified in clauses (i), (ii) or (iii) of Rule 271. 11. Rule 286 (b) also assumes significance in the facts of the present case since it prescribes that the Registrar shall proceed to cancel the registration of the co-operative society only when winding up proceedings are completed. 11. Rule 286 (b) also assumes significance in the facts of the present case since it prescribes that the Registrar shall proceed to cancel the registration of the co-operative society only when winding up proceedings are completed. This provision is of significance since after proclamation of the order of winding up under Rule 271 various duties and obligations are placed upon the Registrar enumerated under Rules 272 to 285 for the purposes of settling the affairs of the co-operative society and effecting closure. By virtue of the provisions of Rules 272 to 285, the Registrar is obliged to ascertain the total funds available in the hands of the co-operative society as also to identify the liabilities, settle all claims and thereafter distribute proceeds amongst the creditors so as to ensure that all liabilities have been paid off. It is on a culmination of this exercise that the Registrar ultimately proceeds to cancel the registration. 12. The dilation on the scheme of the 1963 Act and the 1968 Rules was necessitated in order to appreciate the submission of Sri Mishra that there could be no simultaneous winding up and striking of registration. This issue itself arises since it is not disputed inter partes that no winding up order came to be passed prior to the making of the impugned order. We, therefore, now proceed to evaluate the correctness of this submission. However before doing so, it would be apposite to notice certain additional facets relating to the power of winding up as conferred upon the Registrar. This, in our considered view, is relevant bearing in mind the manner in which the impugned order has come to be framed and passed. 13. The first and foremost aspect which comes to light upon a reading of the provisions of Section 72 is the requirement of the Registrar forming the opinion that the society is liable to be wound up. When the statute requires the formation of opinion, it is incumbent for the Registrar to duly apply his mind to the facts gathered in the course of the enquiry, inspection or audit and be satisfied that the winding up of the society is justified. It is incumbent upon him to be convinced that the factors enumerated in the statute exist in respect of the society in question thus justifying it being wound up. 14. It is incumbent upon him to be convinced that the factors enumerated in the statute exist in respect of the society in question thus justifying it being wound up. 14. Secondly, the recognition of the consequences of a winding up order clearly requires the order bearing reasons for the decision, evidencing a due application of mind and reflect the factors based upon which the opinion is formed. 15. The third facet which must inform the exercise of this power relates to the principle of fair action and due process. An order of winding up undisputedly has grave ramifications. It is in this light that Rule 270 lays down the detailed procedure which must be adhered to in order for the society to have an opportunity to show-cause against the proposed action. The procedure so prescribed is in tune with the requirement of the settled tenet of fairness in action that must inform all acts of a statutory authority. 16. Judged on the anvil of the aspects of the power to wind up conferred upon the Registrar enunciated above, it is evident that the impugned order fails to meet these requirements. It has been passed in a wholly perfunctory manner, rests solely upon an audit report and fails to spell out the factors which weighed with the Registrar to order winding up. Ordinarily this would have sufficed to set aside the order but for the fact that the Registrar in the present case has gone even further and by one order simultaneously ordered winding up and cancellation of registration of the society. 17. Undisputedly, the trigger for Section 76 is the passing of an order of winding up or at least one which is pre-existing. It is only after the formation of opinion that the society is liable to be wound up and an order to that effect being passed that the Registrar then proceeds to order the cancellation of registration of the society in terms of Section 76. In the facts of the present case we find that the respondent has proceeded to direct the winding up and the cancellation of registration by a singular stroke. The procedure so adopted and embodied in the impugned order cannot possibly receive sanction in light of the interpretation of the statutory scheme noticed by us above. In the facts of the present case we find that the respondent has proceeded to direct the winding up and the cancellation of registration by a singular stroke. The procedure so adopted and embodied in the impugned order cannot possibly receive sanction in light of the interpretation of the statutory scheme noticed by us above. Neither the Act nor the Rules contemplate or envisage the powers conferred by Sections 72 and 76 being exercised simultaneously. It is evident from the submissions of Sri Pandey, the learned Standing Counsel, that on the date when the order cancelling registration came to be made, no order of winding up had been passed prior thereto. An order of winding up was not pre existing on the date when the impugned order came to be passed. This since it is the admitted position that both actions stand embodied in the singular impugned order. The phrase “....which has been ordered to be wound up under Section 72..” as employed in Section 76 cannot possibly be interpreted as envisaging a concurrent exercise of power under Sections 72 and 76. 18. The impugned order is liable to be struck down for the following additional reasons. 19. An order of winding up having been passed is not the solitary pivot upon which rests the invocation of Section 76. The Registrar must additionally form the opinion that there is no need to appoint a Liquidator. The impugned order does not establish such an opinion being formed. It is also not the case of the respondents that in this matter a Liquidator had earlier been appointed under Section 73 and winding up effected. 20. As noted herein above Rules 272 to 284 then lay down the procedure to be adopted by the Registrar to effectively bring the affairs of the society to a close and settle all claims made against it by creditors and other parties. It is only after the proceedings envisaged under the set of rules referred to above are completed that it can be said that the winding up proceedings have concluded and stand completed. It is only thereafter that in terms of rule 286 (b) that the Registrar proceeds to cancel the registration of the society. The respondents have not held that the procedure prescribed under the Rules aforementioned was not liable to be complied with and gone through before effecting cancellation of registration. 21. It is only thereafter that in terms of rule 286 (b) that the Registrar proceeds to cancel the registration of the society. The respondents have not held that the procedure prescribed under the Rules aforementioned was not liable to be complied with and gone through before effecting cancellation of registration. 21. On an overall consideration of the aforesaid we find ourselves in agreement with the submissions advanced in challenge to the impugned order and hold that it cannot be sustained. 22. We accordingly allow the writ petition and quash the order dated 10 July 2018 passed by the fifth respondent. However we leave it open to the respondents to draw up fresh proceedings if circumstances so warrant. If the respondents do choose to initiate fresh proceedings, they shall proceed further in light of the observations made herein above and in accordance with law.