Notice,Agenda,Chairman and Minutes of Board Meeting

 Form of Notice of Board Meeting :

The Act does not prescribe the form of notice or mode of service and if the directors are duly informed that in future meetings would be held on the first Saturday of every month, it is sufficient compliance of the statute.

Agenda of Board Meeting :

The law does not require an agenda for the meeting of the Directors.Section 286 only requires that notice of every meeting of the Board of directors of a company shall be given in writing. Hence, the notice need not specify the agenda. The agenda may be set out as a matter of  he is to hold office. If no such chairman is elected, or if at any meeting the Chairman is not present within five minutes from the scheduled time for the meeting then the directors present may choose one from amongst them to be chairman of the meeting.

Minutes of the Board Meeting :

As per section 193 of the Companies Act, 1956 every company must cause minute of all proceedings of every meeting of its Board of Directors to be entered in the Book kept for the purpose, within 30 days of the conclusion of such meeting. The minutes book must be signed by the chairman in the said meeting or the chairman of the next succeeding meeting.

The minutes of each Board meeting must contain a fair and correct summary of the proceedings thereat. They must contain the names of the directors present at the meeting. In respect of each resolutions passed at the meeting, the names of the directors, if any, dissenting from on not concurring with the resolution must be stated.

Where minutes of proceedings of any Board meeting have been properly kept,until the contrary is proved :

(i) the meeting shall be deemed to have been duly called and held;

(ii) all proceedings thereat to have duly taken place;

(iii) all appointments of directors made at the meeting shall be deemed to be valid.        

                                                     (Section 195)     "Minutes of the board meeting are kept in order that shareholders of the company may know exactly what their directors have been doing, why it was done,when it was done."