How to conduct an effective Board Meeting by Samidha Hegde@Lexcliq

Board meetings are meetings at the highest level, i.e. a meeting where board members or their representatives are present. A company is not an actual entity but a legal one so it cannot take actions and make decisions. The board of directors act as agents through which the company takes actions as well as makes decisions.

Section 173 of Companies Act, 2013 – Meetings of Board

Following are the rules and conditions laid down by companies act 2013 which must be followed and fulfilled by the company and board of director of a company:

Key points for an effective board meeting:

1. Prepare a clear and specific agenda.

Arrange all the aspects needed for a successful Board meeting. Settle or prepare for all uncertainties before sending initial notifications about the meeting. If you are prepared in advance for future uncertainties, then it helps you to not change the details of the meeting at the main time. But if changes cannot be avoided, immediately send notifications to participants, or call them directly to tell them the changes. Make sure that all the participants or executives or directors and staff must receive the notification of the changes in the board meeting.

2. Prepare meeting documents, board packs, and other references.

Prepare all concerned documents and reports that must be needed in the board meeting. After preparing, cross-check that documents and reports are related to the concerned agenda. Note the title of each document, especially the main meeting document; then assign clear reference numbers to them. List the reference numbers of the documents along with their titles in the meeting agenda and then cite them as they will be used in the meeting.

3. Stick to the agenda.

The Chairman should have control over this; always being aware that the discussion is not diverted from the agenda. The Chairman should take charge of the flow of the discussion, sticking to the most important aspects of the agenda, but be noted that other points will be discussed in the next meeting. This also ensures that participants don’t waste time on trivial topics, such as minor line items in the financial report, which take more time to settle than the critical strategic items on the agenda. In such cases, the Chairman should be ready to take the floor to keep the meeting in order or express the finality of points or decisions, even if other participants or members are presenting.

4. Ensure that facilities and tools are in order.

Aside from a well-organized venue with good lighting, ventilation, and furniture, other facilities, such as projectors, computers (laptops), microphones, must be in operational condition. An internet connection can be useful for quickly looking up references during the meeting. Traditional, paper-based board meetings should have an ample supply of paper, pens, and markers available to participants, who may have to mark or highlight meeting documents, aside from taking down notes. Faulty equipment and tools can be embarrassing and time-consuming, and should be avoided; but incidents such as these are common, so administrators must be ready with spare equipment and tools to replace defective ones. Also, with the use of electrical and electronic facilities, technical personnel should be on standby to immediately respond to and repair or replace failed equipment.

5. Record important points and action items and have a secure filing / archiving scheme

All relevant materials about the meeting such as signed contracts, amendments to policies, documented decisions, must be filed or archived in a secure storage facility, whether they are electronic/digital files or physical paper documents. Electronic/digital files should be filed with proper security measures like encryption or password-enabled folders and access control; on the other hand, paper documents should be filed in cabinets and a room secured by good-ole lock and key.

References-

https://www.toppr.com/guides/business-law-cs/elements-of-company-law-ii/board-meetings/

https://companyregistrationonline.in/blog/board-meeting-rules-suggestions/

 

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