A company in the eyes of the law is an artificial person. It has no physical existence. It hasneither soul nor a body of its own. As such, it cannot act in its own person.
The Director are the brain of a company.
They occupy a position in the structure of thecompany. They are in fact the mainspring of the company.
Definition [sec. 2 (13)]
“Director” includes any person occupying the position of director, by whatever name called. Theimportant factor to determine whether a person is or is not a director is to refer to the nature of the office and its duties. It does not matter by what name he is called. Any person in accordancewith whose direction or instructions, the board of directors of a company is accustomed to act isdeemed to be a director if the board acts on advice given by him in a professional capacity.
Number of directors
Every public company shall have at least three directors and every other
company at least twodirectors. [ sec . 252(1)].However a public company having-(a)A paid –up capital of Rs. 5 crore or more;(b)One thousand or more small shareholders;