Mr A and Mr B are the directors of XYZ company Mr A is out of country for business purpose Company h...........

Companies Act-Phase (I & II) Board-powersandMeetings

Mr. A and Mr. B are the directors of XYZ company. Mr. A is out of country for business purpose. Company has decided to have a board meeting through video conference to comply with the requirements of Companies Act, 2013. Which of the following items they cannot discuss in such meeting?

Convening the general meeting

Approval of Board’s report

Appointment of MD

Transfer of shares

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Explanation:

As per rule 4 of Companies (Meetings of Board and its Powers) Rules, 2014, following matters cannot be dealt within a meeting through video conferencing or other audio-visual means:

a. The approval of annual financial statements

b. The approval of Board’s Report

c. The approval of Prospectus

d. Approval of amalgamation, merger, demerger, acquisition and takeover

e. audit committee meetings for consideration of accounts.