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JC - Legal Updates - Board Meetings through audio-visual means enhanced

Legal Updates

17 Jun 2021

Board Meetings through audio-visual means enhanced

The Ministry of Corporate Affairs (“MCA”) vide notification dated 15th June 2021 has notified the Companies (Meetings of Board and its Powers) Amendment Rules, 2021 (“Amendment”) which has omitted Rule 4 of the Companies (Meetings of Board and its Powers) Rules, 2014 (“Meeting Rules”).

Rule 4 of the Meeting Rules provided list of matters (“Matters”) which required compulsory physical presence for constituting valid quorum in meetings.

The Matters included:

(a)    The approval of the annual financial statements,

(b)    The approval of the Board’s report,

(c)    The approval of the prospectus,

(d)    The audit committee meetings for consideration of financial statement including consolidated financial statement if any, to be approved by the board under sub-section (1) of section 134 of the Companies Act, and

(e)    the approval of the matter relating to amalgamation, merger, demerger, acquisition, and takeover.

Omittance of Rule 4 means that physical presence of directors in meetings, for dealing any matter, is not required and participation through visual/audio-visual means (“Online Means”) will constitute valid quorum for such meetings. The Amendment will enable to pass all resolutions through Online Means including crucial matters such as corporate restructuring, approval of financial statements etc.


For any further information, please contact Mr. Arunabh Choudhary (Arunabh.Choudhary@jclex.com) or Mr. Tanvi Muraleedharan (Tanvi.Muraleedharan@jclex.com).