Board Meetings Rules G.S.R. 240(E)

The Companies (Meetings of Board and its Powers) Rules, 2014

Board meetings through video conferencing and the matters excluded from them, resolution by circulation, Board committees, the vigil mechanism, disclosure of interest, loans to directors under section 185, loans and investments under section 186, and related party transactions.

17 Rules

4 Forms

G.S.R. 240(E) Notification

Rule 15 Related party

G.S.R. 240(E) Enacted 31 March 2014 Enforced 01 April 2014 Ministry of Corporate Affairs

Made under

The Companies Act, 2013 Chapter XII

s. 173 s. 175 s. 177 s. 178 s. 179 s. 184 s. 185 s. 186 s. 187 s. 188 s. 189 s. 191 s. 469

17 rules

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Opening text

Preamble

NOTIFICATION

New Delhi, the 31st March, 2014

G.S.R. 240 (E).—In exercise of powers conferred under sections 173, 175, 177, 178, 179, 184, 185, 186, 187, 188, 189 and section 191 read with section 469 of the Companies Act, 2013 and in supersession of the Companies (Central Government’s) General Rules and Forms, 1956 or any other Rules prescribed under the Companies Act, 1956 on matters covered under these rules, except as respects things done or omitted to be done before such supersession, the Central Government hereby makes the following rules, namely:—

Chapter I

Meetings of the Board

5 rules

R1 Short title and commencement

Rule 1 of the Board Meetings Rules: Short title and commencement

R2 Definitions

Rule 2 of the Board Meetings Rules: Definitions

R3 Meetings of Board through video conferencing or other audio visual means

Rule 3 of the Board Meetings Rules: Meetings of Board through video conferencing or other audio visual means

R4 Matters not to be dealt with in a meeting through video conferencing or other audio visual means

Rule 4 of the Board Meetings Rules: Matters not to be dealt with in a meeting through video conferencing or other audio visual means

R5 Passing of resolution by circulation

Rule 5 of the Board Meetings Rules: Passing of resolution by circulation

Chapter II

Committees and Vigil Mechanism

3 rules

R6 Committees of the Board

Rule 6 of the Board Meetings Rules: Committees of the Board

R6A Omnibus approval for related party transactions on annual basis

Rule 6A of the Board Meetings Rules: Omnibus approval for related party transactions on annual basis

R7 Establishment of vigil mechanism

Rule 7 of the Board Meetings Rules: Establishment of vigil mechanism

Chapter III

Powers of the Board

7 rules

R8 Powers of Board

Rule 8 of the Board Meetings Rules: Powers of Board

R9 Disclosures by a director of his interest

Rule 9 of the Board Meetings Rules: Disclosures by a director of his interest

R10 Loans to Director etc. under section 185

Rule 10 of the Board Meetings Rules: Loans to Director etc. under section 185

R11 Loan and investment by a company under section 186 of the Act

Rule 11 of the Board Meetings Rules: Loan and investment by a company under section 186 of the Act

R12 Register

Rule 12 of the Board Meetings Rules: Register

R13 Special Resolution

Rule 13 of the Board Meetings Rules: Special Resolution

R14 Investments of company to be held in its own name

Rule 14 of the Board Meetings Rules: Investments of company to be held in its own name

Chapter IV

Related Party Transactions

3 rules

R15 Contract or arrangement with a related party

Rule 15 of the Board Meetings Rules: Contract or arrangement with a related party

R16 Register of contracts or arrangements in which directors are interested

Rule 16 of the Board Meetings Rules: Register of contracts or arrangements in which directors are interested

R17 Payment to director for loss of office, etc. in connection with transfer of undertaking, property or shares

Rule 17 of the Board Meetings Rules: Payment to director for loss of office, etc. in connection with transfer of undertaking, property or shares

Annexures