Q.State the minimum and maximum number of directors a public company can have under the Companies Act, 2013.
Under Section 149 of the Companies Act, 2013, every public company must have at least 3 directors on its Board — this is the statutory minimum needed to ensure that decision-making is genuinely collective rather than resting on one or two individuals. By comparison, a private company needs a minimum of only 2 directors, and a One Person Company needs just 1, reflecting their smaller and more closely held ownership structures.
On the upper side, the Act caps the maximum size of any company's Board at 15 directors. This ceiling exists to keep the Board a workable, deliberative body rather than one so large that meaningful discussion becomes impractical. However, this maximum is not absolute — a company may increase its Board strength beyond 15 directors, but only by first passing a special resolution, which requires the support of at least three-fourths of the votes cast by its shareholders. This higher-threshold requirement ensures that any decision to significantly enlarge the Board has broad shareholder backing.
A public company must have a minimum of 3 directors and a maximum of 15 directors; the maximum can be raised only by the shareholders passing a special resolution.
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