You are the Company Secretary of ABCD Ltd. You have planned to hold the board meeting in August, 2020 for the adoption of Accounts for the year 2019-20. The chairman of the company has planned a long vacation in August,

Section 173(2) of the Companies Act, 2013 prescribes that the participation of directors in a meeting of the Board may be either in person or through video conferencing or other audio-visual means, as prescribed, which are capable of recording and recognising the participation of the directors and of recording and storing the proceedings of such meetings along with date and time. Rule 4(1) of the Companies (Meeting of Board and its Powers) Rules, 2014 provides that approval of the annual financial statements shall not be dealt with in a meeting through video conferencing or other audio visual means. However, where there is quorum presence in a meeting through physical presence of directors, any other director may participate conferencing through video or other audio visual means. As per Rule 4(2) of the Companies (Meeting of Board and its Powers) Rules, 2014, for the period beginning from the commencement of the Companies (Meetings of Board and its Powers) Amendment Rules, 2020 i.e., 19/03/2020 and ending on 30/06/2021, the meetings on matter related to approval of financial statement may be held through video conferencing or other audio visual means in accordance with Rule 3 of the Companies (Meeting of Board and its Powers) Rules, 2014. Hence, in the present case the Chairman can participate through video-conferencing, since the meeting is to be held in August 2020 i.e., between 19/03/2020 and 30/06/2021 irrespective of whether if quorum is present in a meeting through physical presence of directors or not by adhering to Rule 3 of the Companies (Meeting of Board and its Powers) Rules, 2014.