The Shahjalal Mosque and Islamic Centre, Re

The constitution of a charitable unincorporated association operates contractually between its members. An executive committee may regulate the membership application process only within the powers conferred by the constitution. A rule requiring payment by cheque with the application, and automatically invalidating membership when the cheque is dishonoured, was inconsistent with constitutional provisions allowing a member 30 days from admission to pay the membership fee. Proper authorisation could not cure that inconsistency. The court’s role was to determine the parties’ contractual rights, rather than exercise general supervision over the charity’s affairs.

The claim concerned the membership process of an unincorporated mosque charity. In 2018, 608 applicants submitted membership forms with cheques drawn on the wife of the chairman’s account. The cheques were dishonoured, but the same sums were later paid by bank transfer.

The claimants argued that the applicants had not become members because the application form made payment by an honoured cheque a condition of valid membership. The defendants argued that the applicants’ membership was governed by the constitution, which allowed 30 days from admission to pay the membership fee, and that the application-form condition was invalid if inconsistent with it.

The principal issues were whether the payment condition had been authorised and whether it was consistent with the constitution. The court also considered whether declaratory relief should be refused because the dispute had become academic.

1. Nature of the court’s jurisdiction. The constitution governed the relationship between members as a contract. The court was concerned with determining contractual rights and did not exercise a general supervisory jurisdiction over the mosque’s affairs.
2. Construction of the constitution. Clauses 4.3 and 4.5 required the membership fee to become due on admission and allowed a member 30 days from admission to pay it. Clause 4.7 operated so that membership applications were opened only once every two years. The constitution did not require payment to accompany the application as a precondition of admission.
3. Authority to issue additional conditions. The executive committee could adopt conditions going beyond the constitution where they were properly authorised and were not inconsistent with, or contrary to the provision and spirit of, the constitution. The payment condition had been authorised by delegation and subsequent executive committee approval. Agency principles could not, however, prevent members from relying on contractual rights under the constitution.
4. Inconsistency and consequence. The application-form condition rendered an application invalid if the accompanying cheque was dishonoured. It gave the applicant no period after admission to pay by another method. That was inconsistent with the mandatory 30-day payment period and therefore fell outside the executive committee’s power. The condition was of no effect.
5. Disposition. The claimants nevertheless failed because the relief sought depended on enforcing the invalid condition. The claim was dismissed. The judge stated that, had the claim succeeded, declaratory relief would not have been refused as academic, since it could have vindicated members’ contractual rights and the point had not been pleaded.

First-instance charity proceedings in the High Court (Chancery Division). No appeal history was stated in the judgment.