ORDER : The petitioners in these writ petitions are persons who seek to be appointed as Directors in the 2nd respondent Bank which is a private sector banking company incorporated under the Companies Act, 1956. 2. The prayers in W.P.(C).No.19758 of 2021 are as follows; i. Issue a writ in the nature of mandamus commanding the respondents 2nd, 3rd and 8th to place the petitioner's candidature, before the General Body of the 2nd respondent scheduled to be held on 29.9.2021, under Section 160(2) of the Companies Act, within such time as may be fixed by this Hon'ble Court. ii. Declare that petitioners have a right under Section 160 of the Companies Act, 2013 to place their candidature before the members during the AGM (Annual General Body Meeting) of the 2nd respondent scheduled to be held on 29.9.2021. iii. Call for the records leading to Ext.P3 and issue a writ in the nature of certiorari quashing Ext.P3. iv. Declare that the petitioners are fit and proper candidates meeting the criteria laid down by the 1st respondent. v. Issue such other orders, writs or directions as are deemed fit by this Hon'ble Court.” 3. The prayers in W.P.(C).No.20425 of 2021 are as follows; 1. Direct the 1st respondent, the 13th respondent and the 14th respondent to issue appropriate directions to the 2nd respondent Bank and the 3rd respondent Board to comply with the Corporate Governance requirements while conducting the 94th AGM. 2. Direct 1st respondent and 13th respondent to decide issues raised by the petitioner in Ext.P6 and Ext.P7 and pass appropriate direction if need be. 3. Direct the 1st respondent, the 13th respondent and the 14th respondent to issue appropriate directions to the 2nd respondent Bank, the 3rd respondent Board and the 9th respondent Committee to identify appropriate candidates and place their recommendations before the members during the 94th AGM. 4. Direct the 13th respondent and the 14th respondent to issue appropriate directions to the 2nd respondent and the 3rd respondent to reassess the performance of the petitioner and recommend the petitioner for appointment as Director to be placed before the 94th AGM by way of writ of mandamus. 5. Direct the quashing of the impugned letter dated 20.09.2021 rejecting the application of the petitioner under Section 160 of the Companies Act, 2013.” 4. A preliminary objection was raised regarding the maintainability of the writ petitions. 5. Direct the quashing of the impugned letter dated 20.09.2021 rejecting the application of the petitioner under Section 160 of the Companies Act, 2013.” 4. A preliminary objection was raised regarding the maintainability of the writ petitions. On 29.9.2021, when the writ petitions came up for admission, a learned Single Judge admitted the writ petitions and after considering the decisions in Federal Bank Ltd. v. Sagar Thomas & Ors reported in [ (2003) 10 SCC 733 ] and Sulochana Gupta & Anr. v. RBG Enterprises Pvt. Ltd. reported in [(2020) SCC OnLine KER 4153], held that it is trite law that a writ petition can be entertained even against a private body when it becomes necessary to compel such body to enforce any statutory obligations or such obligations of public nature. This Court found that the writ petitions are instituted for enforcing a statutory obligation of the Bank and found that it is for enforcing obligations of public nature as well. After noting the above findings, this Court held that prima facie, the writ petitions are maintainable. The order passed by the learned Single Judge was challenged in W.A.Nos.1322 of 2021 and 1325 of 2021 by the Bank. By order dated 20.10.2021, the Division Bench noticed that the opinion expressed by the learned Single Judge was only prima facie and after taking note of the submission of counsel on either side that the question of maintainability can be heard as a preliminary issue and decided finally, remitted back the matter for consideration of the question of maintainability of the writ petitions. The writ petitions are placed before me in the above circumstances. 5. Heard Sri P. Chidambaram, Senior Advocate Sri Renjith Thampan, Senior Advocate and Sri Chinmoy Pradip Sharma, Senior Advocate, instructed by Sri Shivshankar R. Panicker, on behalf of the petitioners in W.P. (C) No.20425 of 2021 and 19758 of 2021, Sri Rafiq Dada, Senior Advocate instructed by Sri Santhosh Mathew on behalf of respondents 2, 3, 8 and 9 in W.P.(C).No.19758 of 2021 and respondents 2, 3 9 and 10 in W.P.(C).No.20425 of 2021, Smt. Sumathi Dandapani, Senior Advocate instructed by Sri Millu Dandapani on behalf of the Reserve Bank of India, who is the 1st respondent in both these cases and Sri K.M. Jamaludheen on behalf of the 13th respondent in W.P. (C).No.20425 of 2021, which is the Securities Exchange Board of India. Arguments advanced by Sri P. Chidambaram, Senior Advocate in W.P.(C) No.20425 of 2021. 6. The counsel referred to paragraph 3 of the judgment of the Division Bench. It is submitted that one of the main grounds to contend that the writ petitions are not maintainable is that the Dhanlaxmi Bank is a private bank and hence no writ will lie. The counsel points out that the respondents 1, 13 and 14 in the writ petition are the Reserve Bank of India(RBI for short), the Securities and Exchange Board of India (SEBI for short) and the Registrar of Companies, against whom the prayers 1 to 4 in the writ petition are made, are statutory authorities amenable to writ jurisdiction. Prayer No.5 is for a direction to quash the letter dated 20.9.2021, whereby the application submitted by the petitioner under Section 160 of the Companies Act, 2013 (hereinafter referred to as the 2013 Act) was rejected. It is submitted that as far as prayer No.5 is concerned, it would be necessary to go into the facts to a certain extent. 7. The Senior counsel, referring to the facts in W.P. (C) No.20425 of 2021 submitted that the petitioner was involved in the management of the Company. It has been stated in paragraph 4 of the writ petition that the petitioner was the Chairman of 5 committees and member of 6 committees, and he had attended all meetings of the committees and was part of the 3rd respondent Board's meetings. It is pointed out that as per the minutes of the 3rd respondent Board's meeting and the 9th respondent Committee's meeting, it is abundantly clear that the petitioner was the best performing Director of the Board. It is submitted that with effect from 30.1.2021, Sri Sivan J.K., who is the 5th respondent assumed charge as the Managing Director and Chief Executive Officer of the Bank for a period of three years. During the meeting dated 29.5.2021, an assessment of the existing Directors including the petitioner was conducted as mandated under the Fit and Proper Scheme issued by the 1st respondent and it was declared that the petitioner was fit and proper to hold Office as a Director of the 2nd respondent Company. During the meeting dated 29.5.2021, an assessment of the existing Directors including the petitioner was conducted as mandated under the Fit and Proper Scheme issued by the 1st respondent and it was declared that the petitioner was fit and proper to hold Office as a Director of the 2nd respondent Company. He states that he was a part of the Nomination and Remuneration Committee (NRC for short) and had raised concerns during the Board meetings regarding the 1st respondent's directions being disregarded by the Company, which had given rise to dispute among members of the Board. It is stated that the petitioner on noticing that the nominee Directors of the Reserve Bank of India were overreaching their roles and responsibilities, filed a complaint before the Deputy Governor of 1st respondent. Copy of the complaint is produced as Ext.P6. It is stated that the 2nd respondent's Board was functioning with just 6 Directors including the petitioner till the end of his tenure in September, 2021 and that the Board was functioning without a Chartered Accountant Director. It is further submitted that though the 9th respondent Committee had repeatedly proposed the names of various fit and proper candidates on multiple occasions, the same have been rejected by the 3rd respondent Board, which is stated to be under pressure from the 11th respondent RBI Additional Director. The 9th respondent Committee convened on 27.3.2021 for conducting a due diligence of the candidates which was chaired by the 7th respondent and included respondents 4, 6, 8 and the petitioner. It is stated that all members of the 3rd respondent Board except the two RBI nominee Directors were present during the meeting. The petitioner submits that the names that were recommended were Sri P. Mohanan (Risk Management) with first preference and Sri K. Ajithkumar and Sri B.V. Upadyay to be the 2nd and 3rd preference; Sri D.L. Prakash (Finance) to be first preference and Sri K. Sivasubramania Prasad to be second preference; and Sri B. Ravi Pillai. It is submitted that even though the recommendations were made on 23.7.2021, the same were not considered at the meeting held on 28.7.2021 by the Board of Directors. On 3.9.2021, the Board of Directors convened a meeting to consider the names and to evaluate the performance of the existing Directors. The evaluation has been stated in paragraph 29 of the writ petition. On 3.9.2021, the Board of Directors convened a meeting to consider the names and to evaluate the performance of the existing Directors. The evaluation has been stated in paragraph 29 of the writ petition. Since this Court is not going into the merits of the candidature of the petitioners at this stage, it is not necessary to extract the same and consider the correctness of the same. The petitioner's grievance is that even though he was found to be fit and proper on 24.5.2021, his name was not recommended for reappointment. In the above circumstances, the petitioner applied under Section 160 of the 2013 Act, for placing his name for appointment as Director before the Members during the Annual General Body Meeting. On 16.9.2021, the petitioner submitted a complaint before the 13th respondent regarding the way the performance evaluation was conducted. On 20.9.2021, the 2nd respondent Board rejected the application filed by the petitioner under Section 160 of the 2013 Act. It is further stated that the names of 4 other candidates who had also applied under Section 160 had been rejected by the Board. It is in these circumstances that the writ petition is filed. The petitioner submits that when an application is submitted by a person under Section 160 or a name is proposed under Section 160 by a member, for post of Director, along with the prescribed deposit, it has necessarily to be placed before the Annual General Body Meeting and it is for the General Body to decide on the candidature and not the Board of Directors as has been done in this case. The contention is that there is a statutory duty cast under Section 160 to place the nomination/application before the Annual General Body and if there is a violation of such a statutory requirement, a writ petition is maintainable. The counsel referred to Section 152(2) of the 2013 Act and submitted that every Director shall be appointed by the company in the general meeting. It is submitted that it is this requirement which makes it a statutory duty under Section 160, to place the applications/proposal or nomination before the General Body. Section 162 is relied on to submit that separate resolutions are required for appointment of each Director. It is submitted that it is this requirement which makes it a statutory duty under Section 160, to place the applications/proposal or nomination before the General Body. Section 162 is relied on to submit that separate resolutions are required for appointment of each Director. The counsel points out that under the Companies (Appointment and Qualification of Directors) Rules, 2015 (hereinafter referred to as the Rules), there is a requirement that at least 7 days before the meeting, the members are informed by way of individual notices regarding the candidature of a person for appointment as Director. It is hence submitted that there is absolutely no authority for the Board of Directors to reject a candidature even before the issue is considered at the General Meeting. It is submitted that in fact the Board decided not to place the notice before the Annual General Meeting, as seen from Ext.P3. 8. The Senior Counsel submits that the question of maintainability must be addressed in the above said factual background. The Senior Counsel submits that Dhanlaxmi Bank need not be a public sector bank for the purpose of maintainability. It is submitted that Dhanlaxmi Bank is regulated by the RBI, SEBI and the Registrar of Companies who are all having statutory powers and duties as regards companies and amenable to writ jurisdiction. The statutory duty under Section 160 read with Rule 13, if not complied with, would give the right to the affected person to approach the Court under Article 226 of the Constitution of India; is the contention. Reference is made to various provisions of the RBI Act and the preamble to the Act and to the Reserve Bank of India (Board for Financial Supervision) Regulations 1994, the Banking Regulation Act, 1949(BR Act for short) and the 2013 Act, to contend that even Private Sector Banks have several statutory duties which needs to be complied with and which can be enforced by other statutory authorities and in case of failure, it is always open for the affected person to challenge such failure to perform statutory duties before a court of law. Reliance is placed on the decisions in Sagar Thomas (supra), Binny Ltd. & Anr. v. V. Sadasivan & Ors. Reliance is placed on the decisions in Sagar Thomas (supra), Binny Ltd. & Anr. v. V. Sadasivan & Ors. reported in [ (2005) 6 SCC 657 ], John Kuriakose v. State of Kerala reported in [ 2015 (1) KLT 720 (FB)], Andi Mukta SMVS SJMS Trust v. V.R. Rudani reported in [ 1989 (2) SCC 691 ], Praga Tools Corporation v. C.A. Imanuel reported in [ (1969) 1 SCC 585 ], Dwarak Nath v. ITO reported in [ AIR 1966 SC 81 ], The President, Peechi Service Co-operative Bank v. Tessy Varghese reported in [ 2015 (4) KLT 919 ], Yasodhara Shroff & Ors. v. Union of India & Ors. reported in [ILR 2019 Karnataka 3768], and SEBI v. Franklin Templeton Trustees Services Pvt. Ltd. reported in [2020 SCC OnLine Karnataka 1650], in support of his contentions. Arguments advanced by Sri Rafiq Dada, Senior Advocate appearing for the respondent Bank 9. The Senior Counsel submits that there is no public duty involved in the case entitling the petitioners to approach this Court under Article 226 of the Constitution of India. It is submitted that internal affairs of a private banking company cannot be subject matter of a challenge under Article 226. It is contended that Section 160 of the Companies Act will not apply on all fours to a banking company and as far as banking companies are concerned, the Board of Directors are not duty bound to place all the applications for appointment as Director, before the General Body. It is submitted that merely because the Reserve Bank of India and SEBI are made parties to the writ petition, it does not make the writ petition maintainable. Reference was made to prayers 1 to 4 in W.P.(C) No.20425 of 2021 to submit that none of the representations which have been filed before the statutory authorities are statutory representations and hence there is no statutory duty on the part of the Reserve Bank of India or the SEBI to dispose of the same. In such circumstances, it is submitted that a writ of mandamus cannot be sought for. Detailed reference was made to the facts to submit that the NRC has considered the case of the petitioners and found them not fit to be appointed as Directors. In such circumstances, it is submitted that a writ of mandamus cannot be sought for. Detailed reference was made to the facts to submit that the NRC has considered the case of the petitioners and found them not fit to be appointed as Directors. It is submitted that even an application under Section 160 does not give an absolute right to the applicant to have his candidature considered by the General Body and such cases also must be considered by the NRC for assessing the fitness. The counsel referred to Section 1(4)(c) of the 2013 Act to submit that the provisions will apply only except insofar as the provisions are not inconsistent with the provisions of the Banking Regulation Act, 1949(hereinafter referred to as the BR Act). Section 5B of the BR Act which defines 'banking' and Section 5C which defines the 'banking company' were also referred to, to submit that as far as Banking Companies are concerned, Section 160 cannot be made applicable on all fours. It is submitted that Section 160 is only subject to Section 35A of the BR Act. Provisions of the SEBI Regulations regarding listing obligations were also referred to. It is further argued that Section 160 itself can only be subject to Section 178 of the 2013 Act. It is submitted that every application under Section 160 must go through the procedure prescribed in Section 178. Section 160 does not require a proposer and even a non-shareholder can apply. It is further submitted that the RBI Circulars which require that the declaration must be gone into can only mean that it must be considered by the NRC. Even though arguments were advanced regarding the candidature of the petitioners in the writ petition, as already observed, I do not think the said arguments should be considered at this stage when the Court is considering only the question of maintainability of the writ petition and not the decision whereby the candidatures were rejected. The counsel submits that circulars are issued under Section 35A under the BR Act in the interest of banking and the banking company must necessarily follow the same. The counsel submits that circulars are issued under Section 35A under the BR Act in the interest of banking and the banking company must necessarily follow the same. On the question of public duty, public authority and public law element, it is submitted that one must go into the identity of the person whose action is challenged and the cause that is put forward to find out, if what is challenged is purely an action which results in negating a private right or it involves the non-performance of a public duty. The counsel referred to the decisions in LIC v. Escort Ltd. reported in [ (1986) 1 SCC 264 ], Binny (supra), Sagar Thomas (supra), Y. Sleebachan v. State of Kerala & Anr. reported in [2020 SCC OnLine Kerala 3781], Chanda Kochhar v. ICICI Bank reported in [2020 5 Maharashtra Law Journal 219], K.K. Saksena v. International Commission on Irrigation and Drainage reported in [ (2015) 4 SCC 670 ], Ramakrishna Mission v. Kago Kunya reported in [ (2019) 16 SCC 303 ], Rajendra Menon v. Cochin Stock Exchange Ltd. reported in [1989 SCC OnLine Kerala 539], Yasodhara Shroff (supra), Saraswati Industrial Syndicate Ltd. & Ors. v. Union of India reported in [ (1974) 2 SCC 630 ], Begum Sahiba Sultan v. Nawab Mohd. Mansur Ali Khan & Ors. reported in [ (2007) 4 SCC 343 ] and Sree Sankara National Institute for Educational Trust v. Union of India reported in [2021 SCC Online Ker 3594] in support of the contentions. 10. Smt. Sumathi Dandapani, Senior Advocate appearing on behalf of the Reserve Bank of India submits that Section 160 only makes a person eligible for appointment and a consideration under Section 178 on the question of identifying the persons who are qualified and recommending them for appointment is also required. It is submitted that Section 160 must be considered along with other statutory provisions and the difference between a normal company and a banking company has also to be kept in mind. Reference is made to Section 152 and Section 1(4)(c) of the 2013 Act and Sections 10A and 35A of the BR Act. It is submitted that it is well within the powers of the RBI to direct Banking Companies to function in a certain manner. Ext.P5 in W.P.(C) No.19758 of 2021 is referred to. Reference is made to Section 152 and Section 1(4)(c) of the 2013 Act and Sections 10A and 35A of the BR Act. It is submitted that it is well within the powers of the RBI to direct Banking Companies to function in a certain manner. Ext.P5 in W.P.(C) No.19758 of 2021 is referred to. It is further submitted that what is put forward is only a private grievance which is made to appear as containing a public law element. The counsel refers to Sagar Thomas case (supra) and Chanda Kochhar (supra) in support of the contentions. It is submitted that the RBI is not concerned as to who is appointed as the Director. Regarding the application which is pending before the RBI it is submitted that it was not considered since the writ petition was pending before this Court and the matter was subjudice. 11. Sri Chinmoy Pradip Sharma, Senior Advocate appearing for the petitioner in W.P.(C) No.20425 of 2021 submits that the SEBI Regulations 4(2)(a)(v) identifies the right of shareholders in the matter of appointment of Directors. Section 164 of the Companies Act is referred to, to point out disqualifications of Directors. The counsel refers to the judgments in Sagar Thomas (supra), Franklin Templeton (supra) and Chanda Kochhar (supra) and submits that SEBI is also a welfare legislation and hence there is a statutory duty to place the application under Section 160 before the General Body. Sri Jamaludheen appearing for the SEBI referred to Section 24 of the Companies Act regarding the powers of the SEBI and Regulations framed under Section 24. It is submitted that the representation has been received by the SEBI and SEBI is of the opinion that there has been violation of the provisions of the Companies Act and that they have intimated the Registrar of Companies. 12. Sri P. Chidambaram, Senior Advocate appearing on behalf of the petitioners submitted in reply that as per Ext.P8, the petitioner was found fit by the NRC. By Ext.P15, the NRC had recommended six more names. The Board does not even consider the recommendations. None of the applicant's case was placed before the AGM and the action can only be termed as a dishonest action. Section 2 of Banking Regulation Act is referred to, to say that the provisions are in addition to what is contained in other laws. The Board does not even consider the recommendations. None of the applicant's case was placed before the AGM and the action can only be termed as a dishonest action. Section 2 of Banking Regulation Act is referred to, to say that the provisions are in addition to what is contained in other laws. Section 162 of the Companies Act is referred to submit that every voter has an exclusive right when it comes to appointment of Directors. It is further submitted that even if Section 160 is to be made subject to Section 178, it must be noted that Section 178 does not say anything about scrutinising applications submitted under Section 160. It is submitted that Section 160 is a self-contained provision which must be read along with Section 179. It is further submitted that if Regulation 19(3) is to be understood as a requirement of the NRC to assist the Annual General Body in case of applications or proposals under Section 160, it would be the death knell of Corporate Governance. It is submitted that such an interpretation would result in giving an undesirable option to the Board of Directors not to place any name before the Annual General Body. Sri Renjith Thampan, Senior Advocate appearing for the petitioner in W.P.(C) No.19758 of 2021 submits that even the opinion of the NRC cannot be termed as absolute and the matter has to be placed before the Board when it comes to the question of appointment of a Director. Relevant provisions of the Companies Act, 2013 13. Section 1(4) of the 2013 Act states that the provisions of the Act shall apply to banking companies, except in so far as the said provisions are inconsistent with the provisions of the BR Act. Section 2(9) defines a “banking company” to mean a banking company as defined in clause (c) of section 5 of the BR Act. Section 2(80) defines the “scheduled bank” to mean the scheduled bank as defined in clause (e) of section 2 of the Reserve Bank of India Act, 1934 (2 of 1934). Section 118 (10) requires that every company shall observe secretarial standards with respect to general and Board meetings specified by the Institute of Company Secretaries of India constituted under Section 3 of the Company Secretaries Act, 1980 (56 of 1980), and approved as such by the Central Government. Section 118 (10) requires that every company shall observe secretarial standards with respect to general and Board meetings specified by the Institute of Company Secretaries of India constituted under Section 3 of the Company Secretaries Act, 1980 (56 of 1980), and approved as such by the Central Government. Section 152 of the Act deals with appointment of Directors of a company. Section 152(2) categorically says that save as otherwise expressly provided in the Act, every director shall be appointed by the company in general meeting. 14. Section 160 of the Companies Act, the application of which is the moot issue in this case reads thus : “Section 160: Right of persons other than retiring directors to stand for directorship.— (1) A person who is not a retiring director in terms of section 152 shall, subject to the provisions of this Act, be eligible for appointment to the office of a director at any general meeting, if he, or some member intending to propose him as a director, has, not less than fourteen days before the meeting, left at the registered office of the company, a notice in writing under his hand signifying his candidature as a director or, as the case may be, the intention of such member to propose him as a candidate for that office, along with the deposit of one lakh rupees or such higher amount as may be prescribed which shall be refunded to such person or, as the case may be, to the member, if the person proposed gets elected as a director or gets more than twenty-five per cent. of total valid votes cast either on show of hands or on poll on such resolution. (2) The company shall inform its members of the candidature of a person for the office of director under sub-section (1) in such manner as may be prescribed.” 15. Section 162 of the Act provides that at a general meeting of a company, a motion for the appointment of two or more persons as Directors of the company by a single resolution shall not be moved unless a proposal to move such a motion has first been agreed to at the meeting without any vote being cast against it and that a resolution moved in contravention of the above shall be void, whether or not any objection was taken when it was moved. It further says that a motion for approving a person for appointment, or for nominating a person for appointment as a Director, shall be treated as a motion for his appointment. Section 164 of the Act lists out the disqualifications for appointment of Director. As per the Section a person shall not be eligible for appointment as a Director of a company, if he is of unsound mind and stands so declared by a competent court, or is an undischarged insolvent or has applied to be adjudicated as an insolvent and his application is pending or has been convicted by a court of any offence, whether involving moral turpitude or otherwise, and sentenced in respect thereof to imprisonment for not less than six months and a period of five years has not elapsed from the date of expiry of the sentence, or a Court or Tribunal has passed an order disqualifying him for appointment as a Director and the order is in force or has not paid any calls in respect of any shares of the company held by him, etc. 16. Section 172 of the Act states that in case of contravention of the provisions of Chapter XI of the Act dealing with appointment and qualifications of Directors, for which no specific punishment is provided therein, the company and every officer of the company who is in default shall be punishable with fine which shall not be less than fifty thousand rupees but which may extend to five lakh rupees. 17. Section 178 of the Act provides for constitution of the Nomination and Remuneration Committee (hereinafter referred to as NRC) and Stakeholders Relationship Committee. As per the Section, the Board of Directors of every listed company and such other class or classes of companies shall constitute the Nomination and Remuneration Committee consisting of three or more non-executive directors, for identifying persons who are qualified to become Directors and who may be appointed in senior management in accordance with the criteria laid down, and to recommend to the Board their appointment and removal and to carry out evaluation of every Director's performance. The NRC shall formulate the criteria for determining qualifications, positive attributes and independence of a Director and recommend to the Board a policy, relating to the remuneration for the Directors, key managerial personnel and other employees. The Section provides guidelines for the NRC to carry out its functions. The NRC shall formulate the criteria for determining qualifications, positive attributes and independence of a Director and recommend to the Board a policy, relating to the remuneration for the Directors, key managerial personnel and other employees. The Section provides guidelines for the NRC to carry out its functions. Section 179 deals with the powers of the Board of Directors. It says that the Board of Directors of a company shall be entitled to exercise all such powers, and to do all such acts and things, as the company is authorised to exercise and do. The proviso to the Section however, prohibits the Board from exercising any power or do any act or thing which is directed or required, whether under this Act or by the memorandum or articles of the company or otherwise, to be exercised or done by the company in general meeting. Section 205 of the Act deals with the functions of the Company Secretary, which shall include submitting report to the Board about compliance with the provisions of the Act, the rules made thereunder and other laws applicable to the company, ensuring that the company complies with the applicable secretarial standards and discharging such other duties as may be prescribed. The explanation to the Section says that the expression “secretarial standards” means secretarial standards issued by the Institute of Company Secretaries of India constituted under Section 3 of the Company Secretaries Act, 1980 (56 of 1980) and approved by the Central Government. Relevant provisions of the Banking Regulation Act, 1949 18. As per Section 2 of the BR Act, the provisions of the Act shall be in addition to, and not, save as expressly provided, in derogation of the Companies Act, 1956 (1 of 1956), and any other law for the time being in force. Section 5(c) defines" banking company" to mean any company which transacts the business of banking in India. Section 5(c) defines" banking company" to mean any company which transacts the business of banking in India. As per Section 5A of the BR Act, save as otherwise expressly provided in the Act, the provisions of the Act shall have effect notwithstanding anything to the contrary contained in the memorandum or articles of a banking company, or in any agreement executed by it, or in any resolution passed by the banking company in general meeting or by its Board of Directors, whether the same be registered, executed or passed, as the case maybe, before or after the commencement of the Banking Companies (Amendment) Act,1959 (33 of 1959). It also says that any provision contained in the memorandum, articles, agreement or resolution aforesaid shall, to the extent to which it is repugnant to the provisions of the Act, become or be void, as the case may be. Section 10A says that notwithstanding anything contained in any other law for the time being in force, in every banking company, not less than fifty-one per cent, of the total number of members of the Board of Directors of a banking company shall consist of persons, who shall have special knowledge or practical experience in accountancy, agriculture and rural economy, banking, co-operation, economics, finance, law, small-scale industry, or any other matter the special knowledge of, and practical experience in, which would, in the opinion of the Reserve Bank, be useful to the banking company. It further says that out of the above, not less than two shall be persons having special knowledge or practical experience in respect of agriculture and rural economy, co-operation or small-scale industry. As per Section 10A(3) if the above requirements are not fulfilled at any time, the Board of Directors of such banking company are bound to re-constitute the Board so as to ensure that the said requirements are fulfilled. As per Section 10A(3) if the above requirements are not fulfilled at any time, the Board of Directors of such banking company are bound to re-constitute the Board so as to ensure that the said requirements are fulfilled. As per Section 10A(5) where the Reserve Bank is of opinion that the composition of the Board of Directors of a banking company is such that it does not fulfill the requirements above stated, it may, after giving to such banking company a reasonable opportunity of being heard, by an order in writing, direct the banking company to so re-constitute its Board of Directors as to ensure that the said requirements are fulfilled and, if within two months from the date of receipt of that order, the banking company does not comply with the directions made by the Reserve Bank, the Reserve Bank is empowered to constitute the Board with such suitable persons as required. Section 10BB empowers the Reserve Bank to appoint the Chairman of the Board of Directors of a banking company in certain circumstances. Section 12A of the BR Act provides for election of new Directors. It says that the Reserve Bank may, by order, require any banking company to call a general meeting of the shareholders of the company within such time, not less than two months from the date of the order, as may be specified in the order or within such further time as the Reserve Bank may allow in this behalf, to elect in accordance with the voting rights permissible under this Act fresh Directors, and the banking company shall be bound to comply with the order. Section 22 of the BR Act deals with licensing of banking companies. It says that no company shall carry on banking business in India unless it holds a licence issued in that behalf by the Reserve Bank and any such licence may be issued subject of such conditions as the Reserve Bank may think fit to impose. Section 22 of the BR Act deals with licensing of banking companies. It says that no company shall carry on banking business in India unless it holds a licence issued in that behalf by the Reserve Bank and any such licence may be issued subject of such conditions as the Reserve Bank may think fit to impose. Some of the aspects that are considered by the Reserve Bank while granting licence are whether the public interest will be served by the grant of a licence to the company to carry on banking business in India and whether the company satisfies any other condition, the fulfillment of which would, in the opinion of the Reserve Bank, be necessary to ensure that the carrying on of banking business in India by the company will not be prejudicial to the public interest or the interests of the depositors. The Section also empowers the Reserve Bank to cancel a licence issued to a banking company and such cancellation can be challenged by the banking company before the Central Government. Section 30 of the Act requires that previous approval of the Reserve Bank is obtained before appointing, reappointing or removing the Auditor of the banking company. 19. Section 35A of the BR Act, the effect of which is again a moot issue in this case reads thus : “Section 35A: Power of the Reserve Bank to give directions (1) Where the Reserve Bank is satisfied that- (a) in the public interest; or (aa) in the interest of banking policy; or (b) to prevent the affairs of any banking company being conducted in a manner detrimental to the interests of the depositors or in a manner prejudicial to the interests of the banking company; or (c) to secure the proper management of any banking company generally, it is necessary to issue directions to banking companies generally or to any banking company in particular, it may, from time to time, issue such directions as it deems fit, and the banking companies or the banking company, as the case may be, shall be bound to comply with such directions. (2) The Reserve Bank may, on representation made to it or on its own motion, modify or cancel any direction issued under sub-section (1), and in so modifying or canceling any direction may impose such conditions as it thinks fit, subject to which the modification or cancellation shall have effect.” 20. As per Section 35B, in the case of a banking company, no amendment of any provision relating to the maximum permissible number of directors or the appointment or re-appointment or termination of appointment or remuneration of a chairman, a managing director or any other director, whole-time or otherwise or of a manager or a chief executive officer by whatever name called, whether that provision be contained in the company's memorandum or articles of association, or in an agreement entered into by it, or in any resolution passed by the company in general meeting or by its Board of Directors shall have effect unless approved by the Reserve Bank and no appointment or re-appointment or termination of appointment of a chairman, a managing or whole-time director, manager or chief executive officer by whatever name called, shall have effect unless such appointment, re-appointment or termination of appointment is made with the previous approval of the Reserve Bank. Section 36 of the BR Act deals with further powers and functions of Reserve Banks. It says that the Reserve Bank may at any time, if it is satisfied that in the public interest or in the interest of banking policy or for preventing the affairs of the banking company being conducted in a manner detrimental to the interests of the banking company or its depositors it is necessary so to do, by order in writing and on such terms and conditions as may be specified therein, require the banking company to call a meeting of its directors for the purpose of considering any matter relating to or arising out of the affairs of the banking company or require an officer of the banking company to discuss any such matter with an officer of the Reserve Bank. The Section also says that the Reserve Bank may require the banking company to make, within such time as may be specified in the order, such changes in the management as the Reserve Bank may consider necessary. Relevant provisions of the RESERVE BANK OF INDIA ACT, 1934 (hereinafter referred to as the RBI Act) 21. The Section also says that the Reserve Bank may require the banking company to make, within such time as may be specified in the order, such changes in the management as the Reserve Bank may consider necessary. Relevant provisions of the RESERVE BANK OF INDIA ACT, 1934 (hereinafter referred to as the RBI Act) 21. Section 2(e) of the RBI Act defines “scheduled bank” to mean a bank included in the Second Schedule. Section 17 of the RBI Act details the business that may be transacted by a Scheduled Bank. Chapter IIIA of the Act deals with collection and furnishing of credit information. Section 45A(a) coming under the said chapter defines ‘‘banking company’’ to mean a banking company as defined in section 5 of the Banking Regulation Act, 1949, and includes the State Bank of India, any subsidiary bank as defined in the State Bank of India (Subsidiary Banks) Act, 1959, any corresponding new bank constituted by Section 3 of the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970, and any other financial institution notified by the Central Government in this behalf. Section 45B authorises the Reserve Bank to collect, in such manner as it may think fit, credit information from banking companies and furnish such information to any banking company in accordance with the provisions of Section 45D. Relevant provisions of the SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 22. Chapter II of the Regulations narrates the principles governing disclosures and obligations of listed entity. Regulation 4 (1) says that the listed entity which has listed securities shall make disclosures and abide by its obligations under these regulations, in accordance with the well laid out principles. Regulation 4(2) says that the listed entity which has listed its specified securities shall comply with the corporate governance provisions as specified in Chapter IV. The Regulation spells out the rights of the shareholders, which includes the right to participate in, and to be sufficiently informed of, decisions concerning fundamental corporate changes, the opportunity to participate effectively and vote in general shareholder meetings, the opportunity to ask questions to the Board of Directors, to place items on the agenda of general meetings, and to propose resolutions, subject to reasonable limitations, to have effective shareholder participation in key corporate governance decisions, such as the nomination and election of members of Board of Directors, etc. The regulation also requires the listed entity to provide timely information to shareholders on several aspects, equitable treatment of all shareholders, ensure timely and accurate disclosure on all material matters including the financial situation, performance, ownership, and governance of the listed entity, etc. The regulation spells out the responsibilities of the Board of Directors, which includes disclosure of all necessary information, ensuring a transparent nomination process to the Board of Directors with the diversity of thought, experience, knowledge, perspective and gender in the Board of Directors, acting in good faith, with due diligence and care, and in the best interest of the listed entity and the shareholders, etc. 23. Regulation 17 deals with the composition of Board of Directors of the listed entity. Regulation 30 requires that every listed entity shall make disclosures of any events or information which, in the opinion of the Board of Directors of the listed company, is material. Schedule III of the Regulation lists out disclosures to be made to stock exchange. One of the aspects that needs to be disclosed is change in directors, key managerial personnel (Managing Director, Chief Executive Officer, Chief Financial Officer, Company Secretary etc.), Auditor and Compliance Officer. Section 15HB of the Securities and Exchange Board of India Act, 1992 says that whoever fails to comply with any provision of the Act, the rules or the regulations made or directions issued by the Board thereunder for which no separate penalty has been provided, shall be liable to a penalty which shall not be less than one lakh rupees but which may extend to one crore rupees. ANALYSIS 24. A reading of Section 160 of the 2013 Act would show that a notice under the section or a proposal only needs only to be “left at the registered office” of the company. The Section begins with the words “subject to the provisions of the Act”. At the same time it says that on leaving the notice or proposal at the registered office, the person becomes “eligible” for appointment at a “general meeting”. There can be no dispute that eligibility does not mean entitlement. However, there is a requirement for consideration in a general meeting. At the same time it says that on leaving the notice or proposal at the registered office, the person becomes “eligible” for appointment at a “general meeting”. There can be no dispute that eligibility does not mean entitlement. However, there is a requirement for consideration in a general meeting. This aspect is evident since the Section further says that the amount deposited along with the application will be refunded if the candidate either gets appointed as a director or gets more than 25% of the total votes cast, either on show of hands or on poll. There is hence a statutory requirement that the candidature must be considered in a general meeting, put to vote and either accepted or rejected. The provision must be read along with Section 152(2) which requires that unless otherwise provided all directors are to be appointed at the general meeting and Section 179 which prohibits the Board of Directors from exercising any of the functions which are required to be performed in the general meeting. One of the contentions put forward is that Section 160 is subject to Section 178. On a reading of Sections 160 and 178 of the Act, I am unable to agree with such a proposition. Section 178 deals with constitution of the NRC, prescribing qualifications for appointment as directors, identifying eligible persons, performance appraisal of directors, etc. and to place the recommendations before the Board. Section 178 does not say anything about the way an application under Section 160 is to be processed, which is self-contained in Section 160 itself. Even if Section 160 is to be made subject to Section 178, it could only mean that the application or proposal regarding a candidature must be placed before the General Meeting, along with the opinion of the NRC. The statute does not permit the Board of Directors to take an independent decision regarding the appointment of a Director or rejection of an application for appointment as Director. There is yet another provision which also supports the above statutory mandate. Rule 13 of the Companies (Appointment and Qualification of Directors) Rules, 2015 requires that the members should be informed at least 7 days prior to the meeting, through individual notices, about the candidature of a person for the post of Director. If the Board of Directors are empowered to reject the candidature, many of the statutory provisions will be rendered otiose. If the Board of Directors are empowered to reject the candidature, many of the statutory provisions will be rendered otiose. It is also to be noted that the very fact that Section 172 prescribes a punishment for contravention of the provisions of the Chapter makes it abundantly clear that Section 160 is a mandatory provision. Once we understand Section 160 and 178 in the above manner, the other provisions of the 2013 Act, like Sections 1(4), 118, 164 and 205, will all fall in line. 25. The contention that the provisions of the BR Act will override the provisions contained in Section 160 also does not appear to be correct. Section 2 of the BR Act says that the provisions shall be in addition and not in derogation of the provisions of the 2013 Act, except otherwise provided. None of the provisions of the BR Act says that Section 160 of the 2013 Act will not apply for the appointment of Directors in a banking company. A reading of the provisions of the BR Act only shows that in case of banking companies the Board of Directors should also contain experts in certain fields allied to banking business etc. and the pervasive regulatory control of the RBI over the affairs of the banking company, which includes directions regarding reconstitution of the Board of Directors. As a matter of fact, Section 12A of the Act dealing with appointment of new Directors specifically says about calling a general meeting, thus acknowledging the fact that the Directors are to be appointed in a general meeting as mandated in Section 152(2) of the 2013 Act. The provisions of the SEBI Act and Regulations which have been extracted earlier also support the view that the appointment of Director in a company is primarily within the domain of the Annual General Body, which alone represents the owners of the company. 26. Based on the above findings, I shall proceed to consider the issue whether, a violation of the mandate aforesaid will entitle a person to approach this Court with a writ petition under Article 226 of the Constitution of India. 27. I must first note the difference between the two questions i.e., whether a writ petition is maintainable and whether a relief should be granted in a writ petition in case of every statutory violation. 27. I must first note the difference between the two questions i.e., whether a writ petition is maintainable and whether a relief should be granted in a writ petition in case of every statutory violation. The first question alone really needs to be gone into at this stage. Whether or not the writ jurisdiction should be exercised in the peculiar set of fact, must be considered while considering the writ petition on merits, if it is found on the preliminary issue that the writ petition is maintainable. The question revolves on whether a writ petition is maintainable against a private banking company, on a matter relating to its administration. 28. In Sagar Thomas (supra), the Hon'ble Supreme Court considered the question whether a writ petition is maintainable against the Federal Bank. The Hon'ble Supreme Court held that private companies would normally not be amenable to the writ jurisdiction under Article 226 of the Constitution, but that in certain circumstances, a writ may be issued to such private bodies or persons as there may be statutory provisions which need to be complied with by all concerned including private companies. Quoting the example of the legislations like the Industrial Disputes Act, the Minimum Wages Act, the Factories Act, the Air (Prevention and Control of Pollution) Act, 1981 and Statutes of like nature, which fasten certain duties and responsibilities statutorily upon such private bodies, which they are bound to comply with, the Apex Court held that if there is a violation of such a statutory provision, a writ would certainly be issued for compliance with those provisions. The example stated by the Hon'ble Supreme Court is not exhaustive and there can be other legislations as well which cast some statutory obligations on private bodies including private banks. The private bank which owes its existence to registration under the Companies Act, has necessarily to comply with the requirements of the said Statute, and, as far as its Banking and other activities are concerned, it must comply with its obligations under the Statutes like the RBI Act, the BR Act, etc. Regarding a banking company, the Hon'ble Supreme Court held that a private company carrying on business of banking as a scheduled bank cannot be termed as an institution or company carrying on a statutory or public duty. Regarding a banking company, the Hon'ble Supreme Court held that a private company carrying on business of banking as a scheduled bank cannot be termed as an institution or company carrying on a statutory or public duty. It is further stated that regulatory provisions to ensure commercial activity carried on by the private bodies work within a discipline, neither confers any status upon the Company nor put any obligation upon it which may be enforced through issuance of a writ under Article 226 of the Constitution. The case that was being considered by the Hon'ble Supreme Court was one in which disciplinary action was taken against an employee of the private sector bank and the Court held that it was not a case where any statutory duty was being enforced. In the case on hand, what is challenged is not any activity of a private bank in its banking operations or regarding its relationship with its employees. What is sought to be enforced is a mandatory duty of the banking company, which has a bearing on its very constitution. 29. In Binny Ltd. & Anr. v. V. Sadasivan & Ors. reported in [ (2005) 6 SCC 657 ], the Hon'ble Supreme Court considered the question whether a writ petition under Article 226 is maintainable against private parties. The Court held that a writ of mandamus or remedy under Article 226 though pre-eminently a public law remedy is available against a private body or person, if such private body is discharging a public function, or the decision sought to be corrected or enforced is in discharge of a public function or a public duty has been imposed, which is not of a discretionary character, contractual duties cannot be enforced by way of a writ of mandamus. The Hon'ble Supreme Court referred to the judgment in Sagar Thomas (supra) in paragraph 22 of the judgment. 30. In John Kuriakose v. State of Kerala reported in [ 2015 (1) KLT 720 (FB)] rendered by a Full Bench of this Court, the Court was considering the question whether a writ petition will be maintainable against a private minority institution which is affiliated to the Mahatma Gandhi University on an issue relating to the appointment to the post of Principal. In paragraphs 15, 16 and 18 of the judgment, this Court held that a private body on which public duty has been imposed by a Statute can be commanded to perform the statutory duty and any violation in performance of statutory duty can be challenged in writ proceedings. This Court held that where allegation of statutory violation is made, writ petition is clearly maintainable under Article 226 of the Constitution. The Full Bench had referred to several earlier decisions of the Hon'ble Supreme Court and this Court as well as a few English decisions before arriving at the conclusion. In Andi Mukta (supra), Praga Tools (supra) and Dwarak Nath (supra), the Hon'ble Supreme Court has considered the authorities against whom a writ can be maintained under Article 226. In Praga Tools (supra), it had been held that it is not necessary that the person or authority on whom the statutory duty is imposed need be a public official or an official body and a mandamus can issue to an official of a society to compel him to carry out the terms of the Statute under or by which the Society is constituted or governed and also to companies or corporations to carry out duties placed on them. In fact, the judgment in Praga Tools (supra) itself is an answer to the question as to maintainability, since in this case also we are concerned with a private banking company, which must carry out mandatory duties placed on them by certain Statutes. A Division Bench of this Court in Peechi (supra), in a challenge to the proceedings initiated by the Bank for expulsion of the appellants from the primary membership of the bank, considered whether the action complained of was amounting to a statutory violation to bring it within the scope of an enquiry under Article 226 and finally held that on facts, there is no violation of the Statute. In the case on hand this Court is concerned primarily with the right of a shareholder to participate in the governance of the company, and also with the right of a person to be considered to appointment as Director, and the actions of the Company in this respect is governed by at least three Statutes. The question is whether there is a statutory duty and a public duty in such cases. The question is whether there is a statutory duty and a public duty in such cases. Sri P. Chidambaram, Senior Counsel points out the consequence of permitting the Board of Directors to reject an application for Directorship under Section 160. It is submitted that it will create a situation where all applications are scanned by the Board of Directors at the first instance and the applications may never reach the General Body to take a decision as warranted by the Statute. The Board of Directors will thus be able to effectively prevent or control the persons who may get elected to be the Board of Directors. It is submitted that such a situation is neither contemplated by the Statute, nor is it in accordance with the democratic principles, which ultimately governs such issues. Reference is made to the decision in Yasodhara Shroff (supra) rendered by the High Court of Karnataka. The issues relating to corporate governance was discussed in detail in the said decision. Dealing with Section 160 of the Companies Act, it was observed that Section 160 of the Act deals with the right of persons other than the retiring Directors to stand for Directorship while Section 161 deals with the appointment of Additional Director, Alternate Director and Nominee Director. The Court observed that the manner of appointment of Directors is prescribed in Section 162 of the Act, while the option to adopt principle of proportional representation for appointment of Directors is prescribed in Section 163 of the Act. The duty of the Directors is prescribed in Section 166 of the Act, while resignation of Directors and removal of Directors are prescribed in Sections 168 and 169 respectively of the Act. 31. After referring to the provisions of the statute, the Court held that the principles of corporate governance involves/includes disclosure and transparency especially of finance and operating results, major share ownership and voting rights. Board of Directors have an important responsibility of overseeing the process of disclosure communication which is to ensure transparency and accountability and to bring about a disciplined approach in the financial affairs of the Company. It is also the duty of the Board of Directors to ensure that the object of the Company is achieved in the most ethical manner and one of the ways is adhering to disclosure procedure as stipulated in Section 164(2)(a) of the Act. It is also the duty of the Board of Directors to ensure that the object of the Company is achieved in the most ethical manner and one of the ways is adhering to disclosure procedure as stipulated in Section 164(2)(a) of the Act. The Senior Counsel emphasised on the requirement of good corporate governance which is also an aspect having a public law element in it. Reference is also made to the judgment in SEBI v. Franklin Templeton Trustees Services Pvt. Ltd. reported in [2020 SCC OnLine Karnataka 1650] rendered by a Division Bench of the Karnataka High Court. Reference was made to paragraph 254 of the judgment wherein the question of maintainability of writ petition under Article 226 was considered. The Division Bench observed that a writ petition under Article 226 may be maintainable against a private body discharging public duty or positive obligation of public nature or against a person or a body under a liability to discharge any function under any Statute, to compel it to perform such statutory function. The Court held that if a private body or a person violates a statutory provision like the ones contained in Industrial Disputes Act, Minimum Wages Act, Factories Act and Laws Relating to Environment, a writ could certainly be issued for compliance with those statutory provisions. After observing that the above-said legislations are welfare legislations, the Court further held that even the SEBI Act is a welfare legislation. In paragraph 260 of the judgment, the Division Bench concluded that a writ of mandamus could be issued against any private body or person discharging a public duty or discharging positive obligation of a public nature and can be issued when such person fails to comply with the provisions of any Statutes which needs to be complied with by all concerned, including a private company. The Division Bench had rendered the judgment in a case where the respondent Trust had issued notices declaring that it had decided to wind up six schemes of Franklin Templeton Mutual Fund. 32. In K.K. Saksena (supra), the Hon'ble Supreme Court held that for the mere fact that a private entity is regulated by a Statute is not sufficient to bring the entity within the purview of Article 226 of the Constitution. It is true that the banking company is not constituted under the Statute, but is governed by the Statute. 32. In K.K. Saksena (supra), the Hon'ble Supreme Court held that for the mere fact that a private entity is regulated by a Statute is not sufficient to bring the entity within the purview of Article 226 of the Constitution. It is true that the banking company is not constituted under the Statute, but is governed by the Statute. It has been held that every business has to act in compliance with law which does not make every entity or activity an authority under Article 226 of the Constitution. So also it has been held that a private sector bank, merely because it is regulated by the Reserve Bank of India, SEBI or the Registrar or Companies, does not automatically become amenable to writ jurisdiction and what is to be looked into is whether the subject matter in the given case is amenable to writ jurisdiction which has to be determined with reference to the particular action that is complained of. [See Ramakrishna Mission (supra) and Sree Sankara National Institute for Educational Trust (supra)]. In Sree Sankara (supra) the Court was concerned with refusal of a public sector bank to pay the amounts due under a fixed deposit. 33. In Rajendra Menon (supra), it was held that a right under Section 257 of the Companies Act, 1956 was a purely individual right, not even impacting the corporate rights of the Company and a violation thereof would only attract jurisdiction of Civil Courts and not within the Company Court. The above said decision cannot be applied in the context of Section 160 which is not in pari materia with Section 256. In Chanda Kochhar (supra), it was held that a dispute relating to the Managing Director to a Bank (ICICI Bank) was not amenable to writ jurisdiction and was purely a private dispute between the Managing Director and the Bank. In the case on hand, it cannot be said to be a private dispute between the petitioners and the Bank. The Bank does not mean its Board of Directors alone. The Bank can only be understood to be a composite unit, which includes the entire shareholders and its representative body, which is the Board of Directors. In the case on hand, it cannot be said to be a private dispute between the petitioners and the Bank. The Bank does not mean its Board of Directors alone. The Bank can only be understood to be a composite unit, which includes the entire shareholders and its representative body, which is the Board of Directors. In the case on hand, the complaint itself is that the representative body refused to place the application for appointment as a Director submitted by the petitioners, before the Body which they represent, that is, the Annual General Body. That is a case akin to an agent surpassing the principal which is not statutorily permissible. The said judgment also will not apply to the facts of this case. In Escorts (supra), the Five Judge Bench of the Hon'ble Supreme Court held that actions of the State if they pertain to the public law domain are amenable to the jurisdiction but those in private law field will not be amenable. 34. The discussions above lead to situation where it must be found that there is a mandatory statutory duty to consider the application/proposal for appointment as directed in a general meeting. The power of the general body under Section 160 has not been delegated to the Board of Directors. Such a delegation would necessarily affect the very constitution of the Board, which ultimately is a representative body which must conduct the affairs of a banking company. A banking company, whether in the private sector or in the public sector, is handling public money, public finance and also has to necessarily comply with several statutory requirements including conducting business in accordance with certain national policies. It cannot hence be said that there is no public law element at all in the functioning of a Bank. There can be cases where individual actions relating to contract with a depositor or a customer who has taken a loan may arise which necessarily is in the field of a private contract. We are not concerned here with a singular business transaction, but with the very functioning of the company and its conduct of the business through a properly constituted Board of Directors. Actions in this regard cannot be termed to be purely in the private field. It is the constitution of the Board which finally determines the way the Bank functions in the public domain. Actions in this regard cannot be termed to be purely in the private field. It is the constitution of the Board which finally determines the way the Bank functions in the public domain. There can be no controversy as regards the fact that a Bank is functioning in the public domain. Its activities are not confined to identified private persons. 35. In such circumstances, I am of the opinion that where the constitution of the Board of Directors is mandated to be in a particular form by the Statutes which govern the very existence of the banking company, it cannot be said to be an affair in a private field, which is not amenable to writ jurisdiction. Hence, I am of the considered opinion that the writ petitions are maintainable to challenge such statutory violations. It is made clear that all the findings rendered on facts are rendered only for the purpose of determining the question of maintainability and will not in any way prejudice any of the parties at the time of final hearing of the writ petitions.