The Ministry of Corporate Affairs MCA had issued a Notification dated 19 th March 2020 relaxing the mandatory requirement to approve certain matters transactions referred under Section 179 read with Rule 8 of the Companies Meeting of Board and its Powers Rules 2014 in the physically convened Board Meeting and allowed to have the same dealt in the Board Meeting convened through video conferencing or other audio visual means in accordance with Rule 3 of the Companies Meeting of Board.

Board meeting through video conferencing procedure. Every director who attended the meeting whether personally or through video conferencing or other audio visual means shall confirm or give his comments in writing about the accuracy of recording of the proceedings of that particular meeting in the draft minutes within seven days or some reasonable time as decided by the Board after receipt of the draft minutes failing which his approval shall be presumed. Further the Institute of Company Secretaries of India has also issued its Guidance dated April 4 2020 on the applicability of Secretarial Standards on board and general meetings. 1 Every Company shall make necessary arrangements to avoid failure of video or audio-visual connection.

The directors of the company can participate in the meeting of the Board either in person or through video conferencing or other audio visual means. After receipt of draft minutes every director who attended the board meeting whether personally or through video conferencing or other audio visual means shall confirm or give his comments in writing about the accuracy of recording of the proceedings of that particular meeting in the draft minutes within seven days or some reasonable time as decided by the Board failing which his. General Rules regarding quorum venue and participation.

Every director who attended the meeting through video Conferencing shall confirm or give his comments in writing about the accuracy of recording of the proceedings of that particular meeting in the draft minutes within seven days or some reasonable time as decided by the Board after receipt of the draft minutes failing which his approval shall be presumed. Location from where the director is attending. On the commencement of the Meeting the Chairperson should take the roll call and every Director participating in the Board Meeting through video conference must state the following.

The Rule at first imposes an obligation on every Company to make necessary. As per Section 1732 of Companies Act 2013 the Act read with Rule 3 of the Companies Meetings of Board and its Powers Rules 2014 the Rules every Company can hold a Board Meeting through video conferencing or other audio-visual means which are capable of recording and recognizing the participation of the directors and of recording and storing the proceedings of such meetings. Matters which cannot be dealt through video conferencing.

Matters which cannot be dealt through video conferencing. MODALITIES OF HOLDING OF BOARD MEETINGS THROUGH VIDEO CONFERENCING Rule 3 of the Companies Meetings of Board and its powers Rules 2014 deals with the procedure for convening and conducting the Board meetings through video conferencing or other audio visual means. Conducting Board Meeting through Video Conferencing.

Section 1732 of the Companies Act 2013 allows directors to participate through video conferencing or other audiovisual means in the meetings of the board which are capable of recording and recognizing the participation of directors and recording and storing the proceeding at such meeting along with date and time. But these other means should be capable of recording and recognising the participation of the directors and of recording and storing the proceedings of such meetings along with date and time. Every director has to attend atleast one Board Meeting in a financial year by participating in person physically.