I would like to clearify  Section 285 " The words used are in every three calender months, and not in every quarter. Therefore, any period of continuous three months must be considered if a meeting is held in January 2009, the next meeting should be during the month of February, March or April,

Further to the above A Board Meeting may be held at any time, on any day, including a public holiday. since there is no restriction in this regard under section 288

Dear Devi Parasad,

In your case the Companies Act, 1956 is supreme. Don't be carried away by the provisions of SEBI regulations or stock exchange regulations. They are meant for a different entity. A Board meeting can be held on 1st January and the next Board meeting can be held on 30th June of the same year.

Regards,

arjun mahadevan

Hi Friends,

I have a peculiar query can someone please advise-

A Listed Company cannot submit its unaudited financial results or audited fianl accounts within the time stipulated in the Listing Agreement (i.e within 45 days or 60 days as per latest amendments) due to accounting package failure and data corruption , so what is the appropriate procedure in this case to ensure non compliance is taken care of?

Also, can we take any exemption from holding the quarterly Board Meeting for approval of UFR and Audited BS in such a case? If Yes, what are the procedures?

According to Section 285 of Companies act, 1956, at least one board meeting must be held in every three months and at least four such meetings must take place in every year.

Acording to provision of the companies act 1956,

(1)Four board meeting in each calender year and one board meeting in every calender quarter (In companies Act only word 'year' and 'quarter' are use but as per general law when only year word used then it consider as calender year same with querter)

(2) the companies act does not provide any gap between two board meeting but mca circular clarify that there may be posible that time between two board meeting exceed 4 month like if company held board meeting in 1/4/2012 for calander querter january to march and then held board meeting on 29/6/2012 for calender querter april to june. that means timegap between two board meeting can be 4 month

(3) but for listed company time gap between two board meeting shall not exceed 4 month(clause 49 of listing agreement)

(4) above number of board meeting means physically meeting not circular resolution but video conference can be allow but company should follow MCA circular for conducting board meeting through video conference and video conference also consider in aboove 4 board meeting

(5) 4 board meetings are minimum number of board meeting. company can held more that 4 board meeting

DEAR EXPERTS..

                            SEC.285 STATES THAT ATLEAST 4 BM SHOULD BE HELD EVERY YEAY WITH I BM TO BE HELD AFTER EVERY THREE MONTHS.

REGARDS..

TANVEER MD MASOOD