RST Ltd. proposes to convene the board meeting for approval of the Board's report through video conferencing and seeks your advice for the same. Further clarify who will be signing the Board's report as per the provision

The Board's Report should be considered, approved and signed at a meeting of the Board, convened in accordance with the provisions of the Companies Act, 2013 and shall not be dealt with in any meeting held through video conferencing or other audio visual means as per Rule 4 of the Companies (Meetings of Board and its Powers) Rules, 2014. However, where there is quorum is present in a meeting through physical presence of directors, any other director may participate through video-conferencing or other audio-visual means for approval of the restricted item. Accordingly, the proposal of RST Limited to convene the Board Meeting for approval of the Board's report through video conferencing is not permissible . Signing of Board's Report As per Section 134(6) of the Companies Act, 2013, the Board's report and any annexures thereto under section 134(3) of the Companies Act, 2013 shall be signed by the chairperson of the company if he is authorised by the Board and where he is not so authorised, shall be signed by at least two directors, one of whom shall be a managing director, or by the director where there is one director. It is recommended as per Secretarial Standard-4, the annexures to the Board Report is required to be signed in the similar manner as the Board Report, except the Report on CSR activities of the company, which is required to be signed by the Chief Executive Officer or the Managing Director or any other Director of the company and by the Chairman of the CSR Committee of the company.