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Section14
The Companies Act, 2013

Alteration of articles

In force From 01 Apr 2014 Act 18 of 2013 As on 15 Oct 2026

Act 18 of 2013 Ministry Corporate Affairs Enacted 29 Aug 2013 In force 01 Apr 2014 Instruments 14

Section 14 of the Companies Act, 2013 deals with alteration of articles. 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; The Act came into force on 01 Apr 2014.

(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:

1[Provided further that any alteration having the effect of conversion of a public company into a private company shall not valid unless it its approved by an order of the Central Government on an application made in such form and manner as may be prescribed:

Provided also that any application pending before the Tribunal, as on the date of commencement of the Companies (amendment) Act, 2019, shall be disposed of by the Tribunal in accordance with the provisions applicable to it before such commencement.]

(2) Every alteration of the articles under this section and a copy of the order of the 2[Central Government] 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.

Section 14, The Companies Act, 2013 (Act 18 of 2013).

Related judgements & precedents

These are some judgments that construed this section, and hold precedence value. They hold authority on how to read, interpret and use this section.

  1. Tata Industries Limited vs Cyrus Investments Pvt. LTD

    Supreme Court of India 26 Mar 2021 Binding (SC) Reportable

    Court's Decision & Legal Precedent

    The removal of a Director from office, even if carried out in a manner that may be questioned on procedural grounds, cannot be termed as oppressive or prejudicial conduct under Sections 241 and 242 of the Companies Act, 2013, unless it is part of a larger design to oppress or prejudice the interests of some members. The invocation of the 'just and equitable' clause for winding up requires either a functional deadlock or an irretrievable breakdown of trust and confidence in a quasi-partnership relationship. The affirmative voting rights of Directors nominated by institutional shareholders holding majority stakes are valid and do not constitute oppressive conduct. The Tribunal cannot grant reliefs not sought by the petitioners or not permitted under law, including reinstatement of a director after the expiry of his tenure. The conversion of a company from public to private status is valid if the company satisfies the statutory criteria for being classified as a private company, and the Tribunal cannot interfere with such conversion on the ground of lack of probity without establishing actual oppressive or prejudicial conduct.

    On this section: Alteration of Articles of Association. The Court considered whether the conversion of Tata Sons from public to private required compliance with this section.

    Read the full order on eCourts India

The holding above is the ratio decidendi as extracted from the judgment by eCourts India, reproduced unaltered — it is a rendering of the court's reasoning, not a substitute for its words. Read the order itself before relying on it.

Made under this section, and citing it

9 instruments state that it was made under this provision — the power to make it comes from here, so a change to any of them changes what this section requires in practice. Newest first.

Another 5 instruments name this provision in its title or its text without being made under it.

All subordinate legislation

Questions about Section 14

What have the courts held on Section 14 of the Companies Act?

Tata Industries Limited vs Cyrus Investments Pvt. LTD (26 Mar 2021) is the leading judgment on this section among those set out below: Alteration of Articles of Association. The Court considered whether the conversion of Tata Sons from public to private required compliance with this section.

How do I find court cases under Section 14 of the Companies Act?

In judgments and charge sheets this section is written several ways, and each form finds a different set of orders. These search the full text of every order eCourtsIndia holds, best matches first: Companies Act 14, section 14 Companies Act, section 14 of the Companies Act. Each opens the full list of orders on eCourtsIndia, where it can be narrowed by court, year and outcome. 1 reported judgment on this section is set out on this page, beginning with Tata Industries Limited vs Cyrus Investments Pvt. LTD (26 Mar 2021).

What should I read with Section 14 of the Companies Act, and has it changed?

The rules and notifications made under it are where it actually bites, and there are 9: most recently G.S.R 643(E) companies Incorporation Third Amendment Rules 2022 dated 18.08.2022 (2022), then G.S.R NO. 363 Companies (Incorporation) second Amendment Rules 2022 dated 20.05.2022 (2022), and 7 more.

When did Section 14 of the Companies Act come into force?

Section 14 of the Companies Act, cited as Companies Act 14, came into force on 01 Apr 2014, having been enacted on 29 Aug 2013. It is in force as at the date shown on this page.

Other sections of this Act

Source and method. Compiled from the enactments of Parliament and of the State legislatures as published on India Code, and republished together with commentary and other original matter under section 52(1)(q)(ii) of the Copyright Act, 1957. Structured, cross-referenced and maintained by eCourtsIndia. Text as in force on 15 Oct 2026. This page is not a substitute for legal advice.