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14 Alteration of articles.

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Section 14 of Companies Act 2013

1.     Subject to the provisions of this Act and the conditions contained in its memorandum, if any, a company may, by a special resolution, alter its articles including alterations having the effect of conversion of—

a.     a private company into a public company; or

b.    a public company into a private company:

Provided that where a company being a private company alters its articles in such a manner that they no longer include the restrictions and limitations which are required to be included in the articles of a private company under this Act, the company shall, as from the date of such alteration, cease to be a private company:

Provided further that any alteration having the effect of conversion of a public company into a private company shall not take effect except with the approval of the Tribunal which shall make such order as it may deem fit.

2.     Every alteration of the articles under this section and a copy of the order of the Tribunal approving the alteration as per sub-section (1) shall be filed with the Registrar, together with a printed copy of the altered articles, within a period of fifteen days in such manner as may be prescribed, who shall register the same.

3.     Any alteration of the articles registered under sub-section (2) shall, subject to the provisions of this Act, be valid as if it were originally in the articles.

Short Notes:

  • This section  came into force from March 26, 2014Sub-section (2) and Second proviso to sub-section (1) came into force from June, 01, 2016.

  • It seeks to provide for alteration of articles.

  • A company may alter its articles including alterations having effect of conversion of a private company into public company or vice versa with the approval of members through special resolution.

  • Approval of the Tribunal shall also be required in case of conversion of public company into private company. A copy of order of Tribunal shall also be filed with the Registrar of Companies together with a printed copy of the altered articles.

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