At the meeting, the chairman of the Board wilt act as the cliairman The chairman must first ascertain that the meeting is duly convened and constituted, is attended by members who are entitled to attend and that quon:rn is preset t. After the notice has been read by the secretary, the chair:nan proceed with the bushiest as per agenda Before moving the resolution, the chainnan U51 ally addresses the meeting and explains the need and importance of passing the resolution After that he moves the resohttion and invites the members to take part in the discussion. After thorough discussion it is put to vote and adopted. If tl:e numbers dern.md a poll, he must anaage to take it -Keith the help of the Secretary 11' the resolution is a 'special' resolution, it finest be passed by a 34th majority. 'I'he remeeting terminates with a vote of thanks to the chair.
Atter the meeting, a duty certified copy of the special resolution newest be filed with tile Registrar Thin 30 days. Also a printed copy of the special resolution must be eunbodied or aitnexed to every cow of tile Articles issued by the company after the passing of' the resolution. The secretary must a' 50 prepare the minutes of the me thtg and keep it ready for signature of tl chairnian al t;ie next Board Meeang.
SECRETARIAL DUTiES
NO hat is a Boarcl meeting 7 Discuss iii this connection: (a) notice of Boarrl meetings.
(6) Quorum at the Board meetings.
(c) Chairman at Buanl rneetiugs.
(d) Voting rights of directors.
(e} Powers and duties of directors.
by Secretarial Practice in rcla:hin to Boarrd meetings.
Describe the legal provisions governing Board meetings. Ans. inflecting ot Directors aml their Committees. The directors are the representatives ofthe sh;nelloiders and are responsible for the .nanagement of the affairs of the company They are required lo meet Frequently to discuss and decide upon policy matters, to take decision on matters relating to the management of the company and to review its progress. Connally all powers of management granted to llte directors by the Act and tltc Articles of a company can be exercised onlv by passing resolutions at dilly constituted tneetings of directors. These meetings are also called Buard MeetiDgs. The Board of Directors is also astrally empowered by the articles to appoint committees of directors for specific pmposes and to help the Board in its decision-ma process. Meetings of such co;nmiitecs also to he held as and when required,
REQUiSlTES OF BOARD MEE