(1) SPECIAL leave granted.

(2) AFTER hearing learned counsel for the parties we allow the appeal insofar that we modify the order dated 16/07/1986 made by the High court in the following terms:

THE first respondent Umakanta Rath shall forthwith cease to function as Managing Director of the appellant-company, and shall not function as Managing Director during the pendency of the suit, and the trial court will appoint a Chief Executive, who will exercise the powers of the Managing Director. The order dated 16/07/1986 made by the High court stands modified to that extent only.

(3) WE make it clear that the order shall not be construed as expressing any opinion on the conduct of the first respondent in respect of the affairs of the company, and shall not be taken as casting any reflection on him. This order will be subject to the final adjudication between the parties in the suit filed by the first respondent, including any question raised as to the validity of the resolutions.

(4) THE appeal is disposed of accordingly.