Ministry of Corporate Affairs (MCA) in order to take precautionary steps to overcome the outbreak of COVID-19 has decided to relax the requirement of holding Board meetings with physical presence of directors by omitting Rule 4 of the Companies (Meetings of Board and its Powers) Rules, 2014. Rule 4 mandated physical meetings to discuss and approve the matters related to the approval of the annual financial statements; the approval of the Board’s report; the approval of the prospectus; the Audit Committee Meetings for consideration of financial statement including consolidated financial statement if any; and the approval of the matter relating to amalgamation, merger, demerger, acquisition, and takeover.

MCA had earlier through Companies (Meetings of Board and its Powers) Amendment Rules, 2020 and subsequent amendments relaxed the requirement of holding Board meetings with physical presence of directors under section 173 (2) read with Rule 4 until 30th June 2021.However, the latest amendment has omitted Rule 4 completely and the matters under Rule 4 can be convened as per the requirements of Rule 3 i.e. meetings of board through video conferencing or other audio visual means; indefinitely.

These rules will be enforced from 15th June, 2021.This has eased the difficulties of corporates significantly to conduct board meetings during the outbreak of COVID pandemic.

Ridham Dua