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Number of Directors
Every public company (other than a deemed public company) must have at least three directors. Every other company must have at least two directors. Subject to this minimum number of directors, the articles of a company may fix the minimum and maximum number of directors for its board of directors.
Right of company to increase or reduce the number of directors
A company, at a general meeting may, by ordinary resolution, increase or reduce the number of its directors within the limits fixed in that behalf by its articles.
Increase in number of directors to require Government sanction (Sec. 259)
In the case of a public company, or a private company which is a subsidiary of a public company, any increase in the number of its directors, beyond the maximum number of directors permitted by the Articles of the Company as first registered, shall not have any effect unless approved by the Central Government and shall become void if, and in so far as, it is disapproved by that Government.
However, where such permissible maximum is 12 or less, no approval of the Central Government is required provided the increase does not increase the number of directors beyond 12.
