Board minutes are the official record of what happened at a board meeting. They are a legal document, and their drafting, signing and inspection are governed by Secretarial Standard SS-1 and Section 118 of the Companies Act, 2013.
The drafting
The minutes should record:
- The date, time and place of the meeting
- The names of the directors present
- The quorum
- The agenda items
- The decisions taken
- The reasons for the decisions, where required
- The disclosures of interest
The minutes should be drafted within 15 days of the meeting.
The signing
The minutes must be signed by the chairperson of the meeting or the chairperson of the next meeting. The minutes must be signed within 30 days of the meeting. The signed minutes should be kept in the minute book.
The inspection
The minutes are open for inspection by the directors and the members. The company must provide a copy of the minutes to a member on request, subject to the payment of the prescribed fee.
The practical points
The company should draft the minutes within 15 days, sign them within 30 days and keep them in the minute book. The minutes should be accurate and complete. The company should not alter the minutes after they are signed.
Call to Action: We advise companies on board minutes drafting, signing and SS-1 compliance. For a minutes review, contact office@anujdesaiassociates.com, Ph No. 9619456656, Website https://anujdesaiassociates.com, LinkedIn linkedin.com/in/ca-anuj-desai-122547230.
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