JKJ Ltd. has 10 directors on its Board. A Board meeting was convened on 19-10-2019 in which two of the directors participated in-person and one director through video conferencing. Two directors were interested in the ag

CS Executive · Company Law · PYQS · December 2019
JKJ Ltd. has 10 directors on its Board. A Board meeting was convened on 19-10-2019 in which two of the directors participated in-person and one director through video conferencing. Two directors were interested in the agenda and hence, did not participate in the meeting. The auditor claimed that the quorum was not present for the meeting to be valid. Do you agree with the auditor ? Justify your answer in reference to provisions of the Companies Act, 2013.

Answer & Explanation:

As per Section 174 of Companies Act, 2013 the quorum for Board Meeting Requirement is as under: Quorum for Board Meeting is 1/3rd of its Total strength or two directors, whichever is higher A Director participating through video conferencing/audio visual modes will also be counted for quorum Any fraction of a member will be rounded off as one "Total strength" shall not include directors whose places are vacant In JKJ Board meeting held on 19.10.19, the quorum is: Total Strength = 10 * 1/3 is = 3.33 So, it is rounded of to 4 Directors. Hence, Directors required for Quorum is 4 Directors. Since two directors attended in person and one director through video conferencing there was an absence of quorum. The claim of the Auditor is correct.

Topics: Company Law / Secretarial Standards

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