Explain the principles relating to maintenance and recording of minutes of Board meetings as per Secretarial Standard on Meetings of the Board of Directors (SS-1).

CS Professional · Secretarial Audit, Compliance Management and Due Diligence · PYQS · December 2016
Explain the principles relating to maintenance and recording of minutes of Board meetings as per Secretarial Standard on Meetings of the Board of Directors (SS-1).

Answer & Explanation:

The SS-1 provides the following principles relating to maintenance and recording of Minutes of Board Meetings - 7.1. Maintenance of Minutes Minutes shall be recorded in books maintained for that purpose. A distinct Minutes Book shall be maintained for Meetings of the Board and each of its Committees. Minutes may be maintained in electronic form in such manner as prescribed under the Act and as may be decided by the Board. Minutes in electronic form shall be maintained with Timestamp. The pages of the Minutes Books shall be consecutively numbered. Minutes shall not be pasted or attached to the Minutes Book, or tampered with in any manner. Minutes of the Board Meetings, if maintained in loose-leaf form, shall be bound periodically depending on the size and volume and coinciding with one or more financial years of the company. Minutes of the Board Meeting shall be kept at the Registered Office of the company or at such other place as may be approved by the Board. 7.3. Recording of Minutes Minutes shall contain a fair and correct summary of the proceedings of the Meeting. Minutes shall be written in clear, concise and plain language. Any document, report or notes placed before the Board and referred to in the Minutes shall be identified by initialling of such document, report or notes by the Company Secretary or the Chairman. Where any earlier Resolution (s) or decision is superseded or modified, Minutes shall contain a reference to such earlier Resolution (s) or decision. Minutes of the preceding Meeting shall be noted at a Meeting of the Board held immediately following the date of entry of such Minutes in the Minutes Book.

Topics: Secretarial Standards

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