The MCA has, by way of notification dated on May 7, 2018, amended the Companies (Meetings of Board and its Powers) Rules, 2014 (‘Board Meeting Rules’). The key amendments are:
i. Rule 4 of the Board Meeting Rules provides a list of matters which had to be dealt with only in a physical meeting of the board of directors of a company. Pursuant to the amendment, in respect of these matters, directors are now been permitted to participate in such a meeting through video conferencing or other audio visual means, provided that the quorum to constitute such a board meeting is present through physical presence of directors. This has also been clarified by way of an amendment to Section 173(2) of the Companies Act, effective from May 7, 2018.
ii. Rule 6 of the Board Meeting Rules required every ‘listed company’ to set up an audit committee and a nomination and remuneration committee. Pursuant to the amendment, this requirement has been restricted only to only ‘listed public companies’.