The Companies (Meetings of Board and its Powers) Amendment Rules, 2018

MINISTRY OF CORPORATE AFFAIRS
NOTIFICATION
New Delhi, the 7th May, 2018

G.S.R. 429 (E).—In exercise of the powers conferred by sections 173, 177, 178 and section 186 read with
section 469 of the Companies Act, 2013 (18 of 2013), the Central Government hereby makes the following rules further
to amend the Companies (Meetings of Board and its Powers) Rules, 2014, namely:—
1. (1) These rules may be called the Companies (Meetings of Board and its Powers) Amendment Rules, 2018.
(2) They shall come into force on the date of their publication in the Official Gazette.
2. In the Companies (Meetings of Board and its Powers) Rules, 2014 (hereinafter referred to as the principal rules), in
rule 4, the following proviso shall be inserted, namely:-
“Provided that where there is quorum in a meeting through physical presence of directors, any other director
may participate through video conferencing or other audio visual means.”.
3. In the principal rules, in rule 6, for the words “every listed company”, the words “every listed public company” shall
be substituted.
4. In the principal rules, for rule 13, the following rule shall be substituted, namely:-
“13. Special Resolution.- A resolution passed at a general meeting in terms of sub-section (3) of section 186 to give any
loan or guarantee or investment or providing any security or the acquisition under sub-section (2) of section 186 shall
specify the total amount up to which the Board of Directors are authorised to give such loan or guarantee, to provide such
security or make such acquisition:
Provided that the company shall disclose to the members in the financial statement the full particulars in accordance with
the provisions of sub-section (4) of section 186.”.

[F. No. 1/32/2013-CL-V-Part]
K.V.R. MURTY, Jt. Secy.