No-Confidence Motion In Housing Societies Fails If 2/3 Majority Not Met; Fractions In Voting Threshold Cannot Be Rounded Down: Bombay High Court

"Since the consequences are drastic, and a stigma gets attached to the person removed from office of the society, strict compliance with statutory provisions would become mandatory," Bombay High Court, in a significant judgment dated June 12, 2026, has held that the two-third majority required to pass a no-confidence motion against an officer of a Co-operative Housing Society must be strictly calculated based on the members present and entitled to vote.

A bench of Justice Sandeep V. Marne observed that if the two-third calculation results in a fraction, that fraction cannot be ignored or rounded down to validate the removal of an office bearer, as such actions carry a professional stigma.

The dispute arose within the Padmavati Nagar Co-operative Housing Society in Goregaon, Mumbai, following a conflict over a stalled redevelopment project. Petitioner No. 2, the then-Chairman, was removed via a no-confidence motion passed in a special meeting on April 15, 2026, where six out of nine attending members voted against her. The Petitioners challenged this removal, arguing that a tenth member had been validly appointed prior to the meeting but was deliberately excluded from the process, thereby vitiating the mandatory statutory majority.

The primary question before the court was whether the no-confidence motion was validly adopted under Section 154B-24 of the Maharashtra Co-operative Societies Act, 1960. The court was also called upon to determine whether the Deputy Registrar was required to include a newly appointed committee member in the voting strength and if the mandatory two-third majority could be rounded down.

Court Explains Distinction Between General And Housing Societies Under MCS Act

The Court highlighted a marked distinction between the general provisions of Section 73-ID and the specific provisions for housing societies under Section 154B-24 of the MCS Act. While the former requires a majority based on the "total number" of committee members, the latter—introduced via the 2019 amendments—requires a majority of two-thirds of those members who are "present and entitled to vote" at the meeting.

The bench noted that this specific language in Section 154B-24(1) means the threshold must be computed with reference to the members actually eligible to participate in the meeting. In the present case, while the requisition originally involved nine members, a tenth member (Petitioner No. 1) had been validly appointed by the General Body on April 12, 2026, three days before the special meeting was held.

"The expression 'Committee Members who are present and entitled to vote' is required to be interpreted to mean such committee members who are invited to attend the meeting."

Exclusion Of Validly Appointed Member Renders Meeting Illegal

The Court observed that Petitioner No. 1, having been appointed with immediate effect, was legally entitled to vote in the meeting held on April 15. The failure of the Deputy Registrar to issue her a notice, despite being informed of her appointment, created a "statutory vacuum" that the Court interpreted in favor of the office bearer sought to be removed.

Justice Marne held that holding a meeting "behind the back" of an entitled member is an illegal act that cannot be cured by the fact that other members failed to raise an objection at the time. The Court emphasized that the right to participate in such a meeting is not an empty formality but a substantive legal requirement.

Strict Construction Of Two-Third Majority Requirement

Relying on the precedent in Radhakishan Sadarangani v. Deepa Rohera, the Court reiterated that statutory provisions governing the removal of elected officers must be construed strictly. The Court noted that when the legislature intends for fractions to be ignored, it provides so expressly in the statute, as seen in other sections of the MCS Act.

Since Section 154B-24 contains no such provision for rounding down, the Court held that the fraction of 0.67 must be accounted for. With ten members entitled to vote, the two-third majority required was 6.67 votes, meaning a minimum of seven positive votes was necessary to pass the motion.

"In my view, the fraction of 0.67 cannot be ignored and only 6 votes in favour of the motion would not constitute two-third majority required."

Court Refuses To Go Into Merits Of 'Wisdom' Of The Committee

While the Respondents argued that the Chairman had lost the confidence of the committee due to her alleged interference in redevelopment, the Court clarified that it would not adjudicate the "wisdom" or merits of the no-confidence motion itself. The law does not require reasons to be cited for such a motion; however, the procedural and numerical requirements must be satisfied for the decision to be legally sustainable.

The bench found that the unique situation where the General Body supported the Chairman’s stance on the developer while the Managing Committee opposed it was irrelevant to the technical legality of the vote. Once the motion fails to meet the numerical threshold of two-thirds of those entitled to vote, the entire proceeding becomes ab initio void.

Final Directions and Restoration of Chairman

The High Court set aside the Resolution dated April 15, 2026, and the subsequent certificate issued by the Deputy Registrar. Consequently, the Court declared that the position of Chairman never fell vacant and Petitioner No. 2 continues to occupy the post validly. The subsequent election of a new Chairman on May 2, 2026, was also rendered illegal and set aside.

The Court concluded that the Petitioners were entitled to relief as the denial of the opportunity for the tenth member to vote was a deliberate act that rendered the resulting majority insufficient under the law. However, the Court clarified that other members remain at liberty to sign a fresh requisition for a no-confidence motion in accordance with the law.

Date of Decision: 12 June 2026