The Board of Directors (BOD) of CTZ Ltd. thinks that the documents, register, index, agreement, memorandum & minutes maintained by the company in electronic form, after getting it dated and signed digitally are capab

Section 120 of the Companies Act, 2013 read with Rule 27 of the Companies (Management and Administration) Rules, 2014 provides for maintenance of documents in electronic form. Section 2(36) of the said Act relates to the definition of 'document' which includes summons, notice, requisition, order, declaration, form and register, whether issued, sent or kept in pursuance of Companies Act or under any other law for the time being in force or otherwise, maintained on paper or in electronic form. As per explanation to Rule 27 of the Companies (Management and Administration) Rules, 2014, 'records' means any register, index, agreement, memorandum, minutes or any other document required by the Act or the Rules made thereunder to be kept by a company. Therefore, such documents and records can also be maintained in electronic form. However, as per Rule 27(2), the records in electronic form shall be maintained in such manner as the Board of directors of the company may think fit, provided that: the records are maintained in the same formats and in accordance with all other requirements as provided in the Act or the rules made thereunder; the information as required under the provisions of the Act or the rules made thereunder should be adequately recorded for future reference; the records must be capable of being readable, retrievable and reproducible in printed form; the records shall be capable of being updated, according to the provisions of the Act or the rules made thereunder; the records, once dated and signed digitally, shall not be capable of being edited or altered; the records shall be capable of being updated, according to the provisions of the Act or the rules made thereunder, and the date of updating shall be capable of being recorded on every updating. Conclusion: The contention of Board of Directors is wrong. The records once dated and signed digitally wherever it is required under the provisions of the Act or the Rules made thereunder, shall not be capable of being edited or altered subsequently under Rule 27(2)(e) of the Companies (Management and Administration) Rules, 2014.