The letter and the law
The resignation letter of Bombay Parsi Punchayet (BPP) trustee Noshir Dadrawala following a stormy meeting of the trustees on April 24, 2018 has placed the trust in a quandary. Dadrawala has addressed his letter to the trustees and not to the chairman of the BPP as specified by the trust’s election scheme. In a letter addressed to "my once fellow trustees," Dadrawala notes, "I am aware that the scheme of election states that a letter of this nature should be addressed to ‘the chairman.’ But, sorry, that is a position he holds by ‘default’ (senior most) and not because he deserves it."
An incorrectly addressed letter is one of the reasons the resignation of BPP trustee Muncherji Cama (pictured) was put aside by the Assistant Charity Commissioner (ACC) C. R. Umredkar. In her ruling of April 18, 2018 on Cama’s purported resignation, the ACC noted, "the scheme has specifically provided that the trustee shall address his resignation to the chairman only. In the present case (Cama) addressed his resignation to the trustees… Moreover, the other procedure followed by the reporting trustee (then BPP trustee, now chairman Yazdi Desai) for accepting the resignation is totally contradictory with the provision of the scheme. Therefore the change has not occurred in (a) valid sense," wrote Umredkar.
Umredkar quoted clause 52 of the BPP election scheme which states "a trustee desirous to resign from his office shall address his letter of resignation to the chairman. If the chairman himself is desirous of resigning his office as trustee, he shall address his letter of resignation to all other trustees. A meeting shall be convened urgently of all the other trustees to table any such resignation. Such resignation shall become effective as and when the same is accepted in the meeting so convened. A trustee shall be at liberty to withdraw his letter of resignation at any time prior to such resignation becoming effective as provided herein."
In the 18-page judgment she noted that Cama’s resignation submitted on June 12, 2015 did not appear on the agenda of the meeting held on June 16, 2015. According to Desai, the majority of the five trustees who attended the meeting placed the item on the agenda and accepted the resignation. Cama was not present but after the meeting "withdrew his resignation through email and a copy of (the) withdrawal was forwarded to all trustees."
Former BPP chairman Dinshaw Mehta who filed the objection to Cama’s change report being filed by the trustees stated that the additional item of accepting the resignaion could not be taken up without his permission as chairman. He contended "the meeting dated June 16, 2015 had been already terminated. Therefore the resolution written and signed after termination (had) no legal force. Therefore the change report is liable to be rejected."
Umredkar pointed out, "No one can give a go-by to the procedure laid down by the Hon’ble High Court in the scheme. It is imperative for the proper procedure to be followed and for the trustee who is seeking to resign to correctly address his letter of resignation to the chairman as mandated by the said scheme…
"In order to determine the issues to be discussed at the meeting, it is essential for the agenda of that meeting to be circulated to the trustees prior to the meeting… It is also admitted that agenda for the meeting held on June 16, 2015 did not contain the item for consideration of resignation…"
"Plain reading of clause 52 is that the item of resignation should be circulated to all the trustees including (the) trustee who resigns. The object behind such provision is that if the trustee wants to withdraw his resignation he is not prevented by this opportunity…
"The Hon’ble Supreme Court held that a specific provision will always prevail over a general provision," Umredkar pointed out. Due to all these lacunae Cama’s resignation was not "valid," she ruled.