Practical Aspects – How To Undertake Meetings Through Video Conferencing (VC) Or Other Audio Video Means (OAVM), Known As Electronic Mode, Its Requirements With Step By Step Process
This Covid-19 pandemic has shifted the perceptions of almost everyone to be more focused on the adoption of technologies becoming more virtualized thereby avoiding physical gathering and spreading of virus. This perception has become a key tool for the organizations to remain continue in their work even if when Covid-19 threat exists. Virtualization of organizations may be seen in the form of online classes when it comes to study or online webinars when it comes to the institutes or holding of board meetings, committee meetings, important discussions when it comes to the Corporates and so on…
The Companies Act, 2013 and rules framed thereunder contains provisions regarding holding of meetings through Electronic Mode, but subject to exceptions, it has been felt that corporates perhaps used to hold meetings in physical modes only, while electronic modes are used only when physical meeting becomes impossible and it is so because of ensuring certain additional requirements which becomes an another cost center for an organization, as follows:
- Requirements of a technical person being used to of for accomplishing such meetings;
- Application or Software to be used to conduct electronic mode meeting;
- Keeping recording of such meetings for a period of eight years;
May be, in earlier times it was not so feasible for corporates holding of meetings through electronic modes because of so many reasons as enumerated above. However, nowadays technology has been increasing day by day and has become so user friendly for everyone.
Key aspects for holding of meetings through electronic mode:
- There must be an application or software having capacity of recording of meeting;
- Such application or software must be having capacity of both Audio and Video;
- Participants must be capable of viewing, listening and speaking each other in real time;
Having application or software satisfying abovesaid key points can be used for holding meeting through Electronic Mode and it doesn’t look much complicated. One just needs to understand the basic fundamental requirements of holding meeting through electronic mode.
Let’s discuss these points in a detailed manner:
It is an era of internet, applications and softwares which every corporate personnel are used to and well equipped of. Hence hiring another technical person for accomplishing such meetings is not required for this specific purpose at least.
During this era, every person is having smart phones and uses several applications like; Whatsapp, Skype, Zoom, Google Duo etc. for their day to day affairs, having capacity of both audio and video alongwith the listening, viewing and speaking with each other at real time basis and also fulfill the requirement of recording. Hence we can use any of these application in our mobile, laptops or desktops without any cost or at very minor cost.
These application do also provide facility of downloading such recording, hence we can use this facility to make sure our compliances of having recording of meeting, which we can store in any device like pan drive, hard disk etc. and keep it with authorized or reliable person of the Company for future references.
Hence we can say that in this era, it is just a click away to hold meetings through electronic mode without much worry and have lots of benefits as well, some of them are as follows:
- Time Saving in the form of travel, greeting etc.
- Transport Cost Saving
- Avoiding of Gifts used as a gesture
- Cost and Time Saving in Snacks & Lunch
- Utilization of same time and cost in other assignments etc.
- Having used to of latest technologies available.
- Avoiding possibility of having impact with Covid-19 carrier
- Participation with lots of persons very quickly and promptly
- Compliances of law in a true and sprit manner
Key aspects of holding electronic board or committee meetings as per the provisions of Companies Act, 2013 and rules framed thereunder-
Requisites to be maintained throughout the meeting:
- Make sure that only requisite number of persons does have access of meetings;
- Make sure not to have failure of Audio-Video connection of the meeting;
- Make sure to have security in order to maintain the integrity of the Meeting;
- Each person is visible and hearable with each other in the meeting;
Requisites to be done at the beginning of the meeting:
- Greeting to be made by Company Secretary to all the members attending the meeting;
- Company Secretary to make a roll call one by one to each members asking them to speak about their name, locations from where they are attending the meeting, having receipt of the notice and agenda of the meeting and confirmation that only either himself or any other person authorized to be present with him, are having access of such meeting;
- Appointment of Chairperson of the meeting to be made as per Articles of Company;
- Declaration of the presence of the Quorum of the Meeting by the Chairman;
- Declaration by the Chairman of the fact that except required members, no one else is having access of meeting based on the declaration made by each member at Roll Call.
- Chairman shall sign attendance sheet of the meeting against the names of each members attending the meeting through electronic mode.
Requisites to be done during the course of the meeting:
- Chairman shall ensure that the Quorum shall remain throughout the meeting;
- Chairman shall make sure that all the resolutions have been passed by all the requisite majorities and hence business has been transacted all well in the prescribed manner;
- Chairman shall speak at the end of the discussion of each resolution, ‘Resolved’ or ‘Failed to Resolve or Unresolved” in order to make sure the status of each resolution;
- Once all the resolutions are discussed with and no other extra-item remains to be discussed, the Chairman shall greet all the members for attending and participating the meeting and vice-versa and the meeting shall be over.
SOME OTHER KEYS ASPECTS:
Notice of the Meeting: It shall contain the option available to the directors for attending the meeting though electronic mode as well which needs to be confirmed duly advanced by them to the Company within the specified time. It shall also disclose contact details of the coordinator who shall be responsible to help out the members for this facility and in addition to these notice shall disclose all the information as provided in the normal course like, date, time and venue of the meeting, agenda of the meeting etc.
Roll Call: It is nothing just to make sure that each individual is having access of the meeting and has nothing to say about any non-visibility of anyone else and can hear properly to everyone and an opportunity to say the opening remarks, if any. In addition to this, law has also added some responsibility for each member to state some statements, described as above.
Venue of the Meeting: Companies Act provides that venue of meeting shall be place from where the recording of the meeting, Statutory Register and Documents are kept.
Presence of the Chairman: As such the law does not provide any specific provisions with respect to the venue of the Chairman from where he can attain the meeting, however the chairman has been possessed with various responsibilities such as, make sure the recording is being there properly as Audio or Video connection are properly working, signing on the attendance sheet on behalf of the other members etc., therefore it is presumed that chairman of the meeting should be present at the venue of meeting in order to make sure these compliances.
Hence, at the end, we may conclude that upcoming time is going to be known by the corporates using more and more technology which actually is far beneficial for us in a very tight scheduled lifestyle. Hence our corporate key personnel should encourage to use the technology as much as possible.
Disclaimer: The Article is prepared solely for the general knowledge and educational purpose and not meant for any advertisement as all. This should not be treated as any kind of advice or opinion of the author. This Article may be changed, modified or improved at any moment of time without any notice and the author is not responsible for any kind of omission or errors whatsoever may occur.
About Author:
Vivarth Dosar – FCS; Mb. 09654–00-4621
Founder & Partner – SV Dosar & Associates
Associate Partner – Bofin Consultants LLP
E-mail: csvivarthdosar@gmail.com
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