RELAXATION
Ministry of Corporate Affair relaxation
Board Meeting (Video Conferencing):
As per Section 173(2) Companies can hold Board Meeting through Audio/Visual means. However as per rule 4 following transactions are restricted to transact through Video Conferencing:
a) the approval of the annual financial statements;
b) the approval of the Board’s report;
c) the approval of the prospectus;
d) the Audit Committee Meetings for 2[consideration of financial statement including consolidated financial statement if any, to be approved by the board under sub-section (1) of section 134 of the Act]; and
e) the approval of the matter relating to amalgamation, merger, demerger, acquisition and takeover.
Latest Amendment/ Relaxation:
As per MCA relaxation dated 19th March, 2020 The Govt. has decided to relax the requirement of holding of Board Meeting with physical presence of directors u/s 173(2) rule 4 for approval of :
- Financial Statement
- Directors Report
May call video conferencing meeting till 30th June, 2020.
Therefore, till 30th June, 2020 Companies can call meeting through video conferencing for approval of financial statement, Board Report etc.
Read- Companies (Meetings of Board and its Powers) Amendment Rules, 2020
SEBI (LODR) 2015 – Relaxation
A. Relaxation in Due Dates:
SEBI has decided to grant the following relaxations from compliance stipulations specified under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘LODR’) to listed entities:
| Sr. No. | Regulation and associated filing | Filing | Relaxation w.r.t the quarter/ financial year ending March 31, 2020 | |||
| Frequency | Due within | Due date | Extended | Period of relaxation | ||
| 1. | Regulation 7(3) relating to compliance certificate on share transfer facility | Half Yearly | One month of the end of each half of the financial year | April 30,2020 | May 31,2020 | 1 Month |
| 2.
|
Regulation 13(3) relating to statement of investor complaints | Quarterly
|
21 Days from the end of each quarter | April 21, 2020 | May 15,2020 | 3 weeks (approx) |
| 3.
|
Regulation 24A read with circular No CIR/CFD/-CMD1/27/201 | Yearly | 60 days from the end of the Financial year | May 30,2020 | June 30,2020 | 1 month |
| 4.
|
Regulation 27(2) relating to Corporate Governance report | Quarterly | 15 Days from the end of the quarter | April 15,2020 | May 15,2020 | 1 month |
| 5.
|
Regulation 31 relating to Shareholding Pattern | Quarterly | 21 days from the end of the quarter | April 21,2020 | May 15,2020 | 3 weeks (approx) |
| 6.
|
Regulation 33 relating to Financial Results | Quarterly/ Annual | 45 days from the end of the quarter for quarterly results
60 days from the end of the financial year for Annual Financial Results |
15 May, 2020
May 30, 2020 |
June 30,2020
June 30,2020 |
45 days
1 month |
Read- SEBI Relaxes certain Listing Regulation due dates- CoVID-19 virus
B. Relaxation of time gap between two board / Audit Committee meetings:
As per regulation 17(2) every listed company requires to hold at least 4 board meeting and Audit Committee meeting in a financial year. However after relaxation:
- The board of directors and Audit Committee of the listed entity are exempted from observing the maximum stipulated time gap between two meetings for the meetings held or proposed to be held between the period December 1, 2019 and June 30, 2020.
However the board of directors / Audit Committee shall ensure that they meet atleast four times a year, as stipulated under regulations 17(2) and 18(2)(a) of the LODR.
(Author – CS Divesh Goyal, GOYAL DIVESH & ASSOCIATES Company Secretary in Practice from Delhi and can be contacted at csdiveshgoyal@gmail.com).
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