Post by Joann on Mar 30, 2020 9:01:46 GMT 5.5
link : On March 19, 2020, the Ministry of Corporate Affairs has relaxed the requirement of holding board meetings with the physical presence of directors for activities mentioned in Rule 4 of Companies (Meetings of Board and its Powers), 2014. As such, for matters such as (i) the approval of the annual financial statements; (ii) the approval of the Board’s report; (iii) the approval of the prospectus; (iv) the Audit Committee Meetings for consideration of financial statement including consolidated financial statement if any, to be approved by the board; and (v) the approval of the matter relating to amalgamation, merger, demerger, acquisition, and takeover, can be dealt with in any meeting held through video conferencing or other audio visual means.
It may be noted however that the Ministry has not relaxed other matters prescribed under section 197(3) of the Companies Act, 2013 which require the physical presence of the directors at the board meetings such as (a) to make calls on shareholders in respect of money unpaid on their shares; (b) to authorise buy-back of securities; (c) to issue securities, including debentures, whether in or outside India; (d) to borrow monies; (e) to invest the funds of the company; (f) to grant loans or give guarantee or provide security in respect of loans; (g) to diversify the business of the company.
It may be noted however that the Ministry has not relaxed other matters prescribed under section 197(3) of the Companies Act, 2013 which require the physical presence of the directors at the board meetings such as (a) to make calls on shareholders in respect of money unpaid on their shares; (b) to authorise buy-back of securities; (c) to issue securities, including debentures, whether in or outside India; (d) to borrow monies; (e) to invest the funds of the company; (f) to grant loans or give guarantee or provide security in respect of loans; (g) to diversify the business of the company.