Companies Act, 1956
Sec 265 - Option to company to adopt proportional
representation for the appointment of directors.
Notwithstanding anything contained in this Act, the articles of
a company may provide for the appointment of not less than two-thirds of the
total number of the directors of a public company or of a private company which
is a subsidiary of a public company, according to the principle of proportional
representation, whether by the single transferable vote or by a system of
cumulative voting or otherwise, the appointments being made once in every three
years and interim casual vacancies being filled in accordance with the
provisions, mutatis mutandis, of section 262.