JUDGMENT

ORDER:— Leave granted.

2. An ad interim order of stay passed by the High Court of Delhi has been challenged before us in this appeal. We should have hesitated to interfere with an interlocutory order following the usual practice in this Court. But, where repercussions are incalculable and the basis of the direction, though interlocutory, is obsecure, the ends of justice dominate and we may interfere if public interest so dictates.

3. Here is an order of the Company Law Board under Sec. 408 (1) of the Companies Act, 1956, which gives a wealth of facts and a variety of reasons to support an ultimate direction which runs thus:

"Since all the three conditions referred to in sub-sec. (1) of Sec. 408 of the Companies Act, 1956, are established on the facts and circumstances of the case, the Company Law Board hereby appoint officers for three years, in addition to the existing directors of the company:-

1. Shri B.N. Kaul Member, Railway Board (Retd.) 5-3-4 Jawahar Nagar, Jaipur.

2. Shri A. K. Mazumdar, Chief Secretary, Orissa Govt. (Retd.) 26/2, Dover Road, Apartment No. 4, Calcutta-19.

3. Shri P.K. Choksi, Senior Partner, Price Waterhouse Pest & Co., B-4 Gillander House, Calcutta-1.

4. Shri S. K. Mitra, President, Institute of Cost & Works Accounts of India, 14-A/6 Western Extension Area, Karol Bagh, New Delhi-5.

5. Shri P. A. S. Rao, Formerly President of the Institute of Company Secretaries of India, C-7/7, Vasant Vihar, New Delhi.

6. Shri M.C. Bhatt Joint Secretary, Govt. of India (Retd.) B-22, Defence Colony, New Delhi-24.

7. Shri Triloki Nath Sharma, Business Executive, 247, Mohan Nagar, G.T. Road, Sahaibad, Ghaziabad (U.P.).

The Company Law Board direct further under sub-sec. (6) of Sec. 408 of the Act that Shri B.M. Kaul will act as Chairman of the Board of Directors of the Company.

In accordance with the order passed by the Delhi High Court on 24th August, 1977, referred to hereinbefore the implementation of this order will be subject to any order that may be passed by the Delhi High Court in the matter pending before it."

4. This order, which inducted seven additional directors was based on the ground that the affairs of the company in question "are being conducted in a manner which is prejudicial to the interests of the company and to public interest." The High Court after hearing counsel on both sides, passed a laconic order that:

"We consider that the proper order to be made, in view of the circumstances of the case, is to stay the operation of the order of the Company Law Board, dated 17th December, 1977, except as regards Shri P.K. Choksi, Shri S. K. Mitra and Shri P.A.S. Rao and also to direct that the said three gentlemen will not vote at the meetings of the Board of Directors till the disposal of the writ petition. We order accordingly."

5. A company of considerable financial dimensions and involved in operations using public resources as investment, naturally becomes the concern not merely of the Company Law Board but also of the economic process of the country. The specialised body with responsibility to watchdog corporate process, is the Company Law Board. When it investigates and reaches a definite conclusion and makes a consequential directions, it is entitled to prima facie respect unless there are glaring circumstances to the contrary. We do not wish to make any observations on the merits of the matter since the High Court is seized of the case. It may well be that the order of the Board may be vitiated by infirmities, legal or other. It may also be that the reasoning of the Board and the factual foundation for it is sound. In such situations, acting at an interlocutory stage, the benefit of reasonable doubt belongs to the specialised body. Of course, as stated earlier, if there are good grounds to shoot down the order, certainly the High Court has jurisdiction to stay its operation. However, we find nothing stated in the order itself indicating why the High Court prima facie thought it necessary substantially to s