ORDER : V.D. Tulzapurkar, J. The prayer of respondent No I seeking directions not to fill up the vacancies created by the retirement of Dr K B Lai, Mr S Bhootalingam, Mr S N Bilgrami and Mr Parmeshwar Sahai at the next AGM of respondent No I is granted. 2. In accordance with the provisions of section 256 of the Companies Act, the respondent No 1, Escorts Ltd. and its directors will move an express resolution at the next ensuing annual general meeting to be held in June 1985, to the effect that the vacancies caused by the retirement of Dr K B Lal, Mr S Bhootalingam, Mr S N Bilgrami and Mr Parmeshwar Sahai shall not be filled. 3. This is without prejudice to the rights and contentions of all parties to the appeal no 4598 of 1984 and connected appeals. 4. The board of directors of Escorts Ltd. shall comprise of Mr H P Nanda, Mr Rajan Nanda, Mr Anil Nanda, Mr S Hariharan, Mr D N Dawar, Mr K N Atmara-mani, Mr S A Naik, Mr S Shanker, Mr C 0 Parikh and Mr C Irmler as hitherto- fore, and shall function in accordance with the orders of this Hon'ble Court dated 31st July, 1984 and 10th December, 1984. 5. The vacancies on the board of directors of respondent No 1 shall not be filled up by appointment of additional directors or directors appointed in a casual vacancy except with the leave of this Hon'ble Court. 6. Upon disposal of the civil appeal No 4598 of 1984 and connected appeals and subject to the orders as may be passed by this Hon'ble Court, the shareholders will be entitled to increase the number of directors within the limits fixed in that behalf in accordance with section 258 of the Companies Act, 1956, and appoint directors at the general meeting of respondent No 1, notwithstanding the resolution that may have been passed at the AGM of June, 1985, expressely resolving not to fill the vacancies caused upon the retirement of Dr K B Lal, Mr S Bhootalingam, Mr S N Bilgrami and Mr Parmeshwar Sahai. 7. There will be no order as to costs. 8. Parties are at liberty to apply to the Court for directions, if necessary, in accordance with the order dated 31st July, 1984 and 10th December, 1984. CMP is disposed of accordingly.