Unit 04 : Meeting
11
in
Convening of Meetings
Boardmeetings AnnualGeneralMeetings
GeneralMeetings Extraordinary General Meetings
Committee Meetings classMeetings
1 BoardMeetings DirectorsMeetings
A Board Meeting is a formal meeting of the Boardof directors of a
company to review performance consider policy matters address major issues
make strategic decisions discharge the legal responsibilities of the Board
Essentials
of a valid Board Meeting
purpose musthaveclearo bjective
adequate notice material in advance agenda reports supportingdocs
effective chairing order discipline
followingdue procedures legalp rovisionsand AOA
documentation
ofdiscussions e resolutions in MinutesofMeeting
recording
time management schedule
agenda priorities
Frequency
of Board Meetings
FirstBoardMeeting within 30days of incorporation of company
Subsequent Board Meetings minimum 4in every calendaryear with
between two meetings
maximum
gap of 120 days
Specialcases forSmall Dormant OPC's at least I meeting in each
halfof calendar Minimum
gap
between two meetings being 90 days
year
Convening of Board Meetings
, authority to call usually convened byCS or person authorized by the
Chairman Board Any director can request the Cs
authorisedpersonto call a meeting
notice a minimum 7days notice must begiven in writing by hand
post or electronic means Shorternotice is permissible in urgentcar
provided at leastone independent director attends
9 3ʳᵈ of the total strength ofthe Board or a directors
whichever is higher Participation
byvideo conferencing is counted
jtI
presn ingthoat
hse
mail.si
forquorum ofquorum is absent meeting is adjourned to same
day nextweek sametime venue
11 Committee Meetings
A Board committee is a small working group identified by the board
consisting ofboardmembersfor thepurpose of supporting the boards work
Committees are
usually formed as a means of improving board effectiveness
efficiency in areas where morefocused specialized and technical discussions ar
required These committees prepare the groundwork for decision making repo
at the subsequent board meeting
Various committees include
CSR Committee
Auditcommittee
Nomination Remuneration Committee
Stakeholder Relationship Committee
RiskAssessment Committee
Regulation 71 frequency
committees must meet as often as necessary Audit committees mustspecifica
meaning routine
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t.iemi i i on i i i.imiii ution.annnnmat
not tobeattached
statement required
explanatory withnotice 102
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Earringmatters
inee formarenous imp pigptional
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affecting