• Rashi Srivastava

THE COMPANIES ACT 2013: SECTION 118 - Minutes of the Meeting

Updated: Apr 1

#companiesact #companieact2013 #section118 #corporatelaw #capitalreserve #reservecapital #companylaw #limitedcompany #unlimitedcompany #authorizedcapital #sharecapital #capitalgains #capitalloss #subscribedcapital #minutesofmeeting #generalminutes #postalballot #chairperson #director #resolution #inspectionofminutesbook

#section119


minutes of meeting board meeting minutes board minutes board meeting company meeting act company company minutes business meeting minutes business minutes board of directors meeting minutes act 2013 minuting meetings committee meeting minutes minute minutes minutes of board meeting companies act 2013 company meeting minutes meeting register board of directors minutes minutes of minutes minutes of directors meeting meeting minutes book minutes of meeting companies act 2013 minutes of meeting in company law meeting minutes of minutes register minutes of board of directors and shareholders meeting minutes of meeting is meeting in business meeting and minutes post meeting minutes meeting minutes are to minute a meeting minutes of meet meeting meetings minutes of board meeting of private company board minutes of private company meeting minutes is company board meeting minutes sections of meeting minutes directors minutes meeting minutes register company board minutes minutes of meeting for company meeting minutes on the minutes meeting about minutes of meeting minutes of meeting company law board meeting minutes book rules of minutes of meeting meeting minutes of the meeting meeting minutes company minutes of meeting register companies act minutes minutes of meeting of board meeting minutes companies act 2013 minutes company law meeting minutes rules minutes of meeting companies act meeting minutes for business public meeting minutes minutes of the meet board committee meeting minutes minutes of meeting on minutes of the meeting board of directors meeting about business minuting the meeting minutes of meeting of shareholders minutes of private limited company minutes committee a minute meeting act on company public company board minutes meeting with company book of minutes of meeting minute to minute meeting committee minutes of meeting it meeting minutes minutes of board meeting of private limited company board meeting minutes rules act it company minutes of the board meeting companies act 2013
THE COMPANIES ACT 2013: SECTION 118 - Minutes of the Meeting


SECTION 118


This section of the Companies acts 2013 deals with the Minutes of the meetings of the company. The term ‘Minutes’ means the official record of the meetings of a company. These are the summary of business transacted, decisions, and the resolutions arrived at the meeting.

Minutes are like a precis, not a narrative.


Put simply, Minutes are a legal document that contains a track record of proceedings of the meeting. It is all about maintaining a chronological record of business transacted, decisions made, and resolutions arrived at the intersection of a company.


Are the minutes of the meeting a legal document?

As mentioned earlier, the minutes are an official and legal record of the board meeting. In a legal field, meeting minutes are considered accurate and can be used as legal evidence of the facts they report.


TYPES OF MINUTES

  1. GENERAL MEETING

a. Shareholders Meeting

b. Creditors Meeting


2. BOARD MEETING

a. Board Meeting

b. Committee Meeting

3. RESOLUTION PASSED BY POSTAL BALLOT


Rule 3 of the Companies (Meetings of the Board and its Powers) Rules, 2014


The Draft Minutes of the Board Meeting shall be circulated to all the Directors within 15 days of the meeting (Registered Post/Speed ​​Post/Email), and they shall confirm or comment in that draft minutes within seven days.


Minutes Signature

[Companies (Administrative and Administrative Regulation) Regulation 25, 2014]


The beginning or signature of each page of each book and the final page of each meeting process or record of each report. Such books and signed by:

  • BOARD / COMMITTEE MEETING - Chairman of the said meeting or Chairman of the next Succeeding Meeting

  • GENERAL MEETING / POSTAL BALLOT - Chairman of the same meeting within 30 days or in case of his death or inability, by a director authorized by the board.


The minutes of each meeting of the Board of Directors or the Board of Directors of the IFSC Public Company / IFSC Private Enterprise shall be prepared and signed at the next Board or Committee meeting or as specified before.


MINUTES NOT TO BE ATTACHED BY PASTING OR OTHERWISE [sec.118]

Minutes of the proceedings of a meeting shall not be attached to any such book by pasting or otherwise.

It means that the minutes have to be written by hand.


LOOSE LEAF MINUTES: A company may keep its minutes of meetings in loose-leaf binders provided the following conditions are satisfied.

  1. The pages containing minutes are duly typed and chronologically arranged.

  2. Each page is entailed or signed, and the last page is dated and signed by the chairman.

  3. The loose leaves are bound at a reasonable interval not exceeding six months.

  4. The loose leaves are to be kept under safe custody.


CONTENTS OF MINUTES

  1. Contains a fair and correct summary of proceedings thereat

  2. Include all appointments of officers made thereat.

Moreover, in case of a meeting of the Board of Directors or its committee, the minutes shall also contain:

  1. The names of the directors present at the meeting

  2. In case of each resolution passed the meetings.,the names of the Directors dissenting from, or not concurring in, the resolution if any.

[sec.118(2),(3) and (4)]

MINUTES TO BE EVIDENCE

Minutes of the meeting kept according to section 118 shall be evidence of the proceedings recorded therein if something is not recorded in the minutes that can be proved by proper evidence.

[sec.118]


INSPECTION OF MINUTES BOOK [Sec.119]


1) The books containing the minutes of the proceedings of any general meeting of a company or of a resolution passed by postal ballot shall—


(a) be kept at the registered office of the company; and


(b) be open, during business hours, to the inspection by any member without charge, subject to such reasonable restrictions as the company may, by its articles or in general meeting, impose, so, however, that not less than two hours in each business day are allowed for inspection.


2) Any member shall be entitled to be furnished, within seven working days after he has requested on behalf to the company, and on payment of such fees as may be prescribed, with a copy of any minutes referred to in sub. -section (1).


3) If any inspection under sub-section (1) is refused, or if any copy required under sub-section (2) is not furnished within the specified time therein, the company shall be liable to a penalty of twenty-five thousand rupees, and every officer of the company who is in default shall be liable to a penalty of five thousand rupees for each such refusal or default, as the case may be.



17 views0 comments

Recent Posts

See All

Introduction Chapter XX of the Companies Act, 2013 deals with the Winding-up of the company which is the process of ending a company's life and administering its assets for the benefit of its members

This section discusses the procedure to be followed for resignation or removal of directors. Section 168 Resignation of director 1. Any director who wants to resign his office should: Give a notice to