vacancy of retiring director

As per provisions of sec 152-
If in Meeting or in adjourned meeting,
1) Resolution is not passed to appoint someone else as director,and
2) Resolution is not passed specially not to appoint the retiring director as director, and
3)resolution to appoint retiring director as a director is not put and lost in the meeting.
Then the retiring director can automatically be appointed as a director.
provided that,
retiring director is willing to appoint as a director and he has not given his unwillingness in writing and also he is qualified to appoint the director.

So as per your question the retiring director can be appointed as a director.

okay... but I would like to know difference of meaning between "not resolved to fill up vacancy and not resolved not to fill up the vacancy?? in the act it has been given as not resolved not to fill up the vacancy...

1.Vacancy of the retiring director is not so filled up it means that noone is appointed as director.

2. The meeting has not expressly resolved not to fill the vacancy it means that company has not till yet decided not to appoint anyone in place of retiring director.

thank you..