notice of board meeting

Naman (Querist) 06 February 2010 This query is : Resolved
is it mandatory to give notice in writing to each director about the board meeting,if is it written in AOA of the company when where and at what time the board meeting will be convened?

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A V Vishal (Expert) 06 February 2010
Notice of every meeting of the Board of directors of a company shall be given in writing to ever director for the time being in India, and at his usual address in India to every other director.

Every officer of the company whose duty it is to give notice as aforesaid and who fails to do so shall be punishable with fine which may extend to one hundred rupees.

B K Raghavendra Rao (Expert) 06 February 2010
Not only the notice in writing has to be given to the directors but also within the period of notice required as per the Memorandum and Articles of Association or the bye-laws as the case may be.

Raj Kumar Makkad (Expert) 06 February 2010
I do agree with both learned experts.

Poonam Upadhyay pathak (Expert) 06 February 2010
I agree with the above opinions.

Guest (Expert) 06 February 2010
I beg to differ from views of other experts. In the query, you have stated that in Articles of Association of the company, it is already clearly stated when, where and at what time a Board meeting is held, THEN it is not legally necessary to issue a notice of every such meeting, there are judgments to that effect and no director can turn a blind eye to any such a meeting held as not having knowledge about it. Hence a Board Meeting held without sending notice to directors, the meeting with a required quorum present is valid in law.

Adinath@Avinash Patil (Expert) 06 February 2010
IT IS MANDATORY TO SERVE NOTICE OF BOARD MEETING OF COMPANY TO ALL DIRECTORS OF COMPANY.

Naman (Querist) 06 February 2010
thanks for your reply

Parveen Kr. Aggarwal (Expert) 07 February 2010
No AOA can contain dates and time of all the future meetings of the Board of Directors because all the meetings, their requirement and agenda cannot be contemplated at the time of drafting of AOA. Written notice to all the directors of all the meetings is mandatory.

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