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A board meeting is a gathering of a company’s directors where they discuss key decisions and plan the company’s future actions. The powers and duties of directors during such meetings are usually mentioned in the company’s Articles of Association (AOA).
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(As per Section 173 of the Companies Act, 2013 and Secretarial Standard-1)
(As per Section 173 of the Companies Act, 2013 and SS-1)
To conduct a valid board meeting:
| S. No. | Compliance Particulars | Timeline | Remarks | Filing Mode | Applicability | Applicable Laws |
|---|---|---|---|---|---|---|
| 1 | Intimation of Board Meeting to Stock Exchange | 5 days before the meeting (for financial results)2 working days (for other items)11 working days (for specific cases) | A. 5 days – Reg. 29(1)(a)B. 2 working days – Reg. 29(1)(b) to (f)C. 11 working days – Reg. 29(3)(a), (b) | NSE: NEAPS Portal BSE: BSE Listing Centre | Listed Companies | SEBI (LODR) Regulations, 2015 |
| 2 | Press Release on Company Website about Board Meeting | 5 days before the meeting | Either a newspaper cutting or a signed press release on company letterhead | On the Company’s Website | Listed Companies | SEBI (LODR) Regulations, 2015 |
| 3 | Press Release in Newspapers | 5 days before the meeting | One English national daily + One regional language newspaper (based on registered office location) | In Newspapers | Listed Companies | SEBI (LODR) Regulations, 2015 |
| 4 | Sending Agenda and Notes to Directors | At least 7 days before the meeting (including sending date) | Can be sent by hand delivery, post, or email. Articles may prescribe a longer notice period | Any mode allowed under SS-1 | All Companies | Secretarial Standard-1 (SS-1) |
| 5 | Intimation to Directors about Board Meeting | At least 7 days before the meeting (including sending date) | Same as above – any mode of delivery (email, post, hand delivery) | Any mode allowed under SS-1 | All Companies | Secretarial Standard-1 (SS-1) |
| 6 | Closure of Trading Window | 7 days before the meeting | No specific rule written on 7-day criteria, but generally followed | NSE: NEAPS Portal BSE: BSE Listing Centre | Listed Companies | SEBI Regulations |
A company can hold a board meeting on short notice if there’s urgent business to discuss. However, this is allowed only if at least one independent director (if the company has any) is present during the meeting.
| Sl. No. | Particulars | Timeline | Remarks | Filing Mode | Applicability | Applicable Laws |
|---|---|---|---|---|---|---|
| 1 | Disclosure to Stock Exchange | Within 30 minutes of meeting end | Must be filed within 30 minutes after the board meeting ends. This applies to both NSE and BSE. | For NSE: NEAPS Portal For BSE: Listing Centre | Listed Companies | SEBI (LODR) Regulations, 2015 |
| 2 | Publication of Results in Newspaper | Within 48 hours of meeting | Results should be published in at least one English national daily and one regional language newspaper based on the company’s registered office. | In Newspaper | Listed Companies | SEBI (LODR) Regulations, 2015 |
| 3 | Preparation of Minutes | Within 15 days from meeting | Draft minutes must be shared with all board members for comments via post, courier, email, or any other approved method. | Any mode (as per SS-1) | All Companies | Rule 3(12), Companies (Meetings of Board and its Powers) Rules, 2014 |
| Sl. No. | Upload Mode | Description | Timeline / Requirement | Filing Mode | Applicability | Applicable Laws |
|---|---|---|---|---|---|---|
| 1 | Quick Results Mode | All listed companies must upload their financial results in PDF format first, then also upload in XBRL format within 24 hours of the PDF upload. This rule has been in force since April 1, 2017. Note: Insurance companies are exempt from XBRL filing. | Upload in XBRL format within 24 hours of PDF filing (does not apply to insurance companies). | For NSE: NEAPS Portal For BSE: XBRL & PDF modes | Listed Companies | SEBI (LODR) Regulations |
| 2 | Full Results Mode | Detailed financial results must be uploaded as part of regular compliance. These must be shared on the same portal as Quick Results. | Submit financial results in full as per Regulation 33/52. | For NSE: NEAPS Portal | Listed Companies | SEBI (LODR) Regulations |
As per Section 173 of the Companies Act, 2013, directors can attend a board meeting either in person or through video conferencing or other audio-visual methods.
If any director joins the meeting through video or audio means, the company must take care of the following:
Board meeting compliance is essential for maintaining good corporate governance and ensuring that a company operates within the legal framework set by the Companies Act, 2013. Regular meetings, proper quorum, timely filings, and transparent communication with stakeholders build trust and help avoid penalties. Following these rules diligently supports effective decision-making and smooth business operations.
E Accountax Manager offers expert guidance and personalized support for all your board meeting compliances. With deep knowledge of the Companies Act and SEBI regulations, we help companies stay compliant effortlessly. Our virtual CFO services ensure timely filings, accurate documentation, and professional advice tailored to your business needs, making compliance simple and stress-free.
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CA Jitendra Agarwal, a Chartered Accountant, is an experienced Income Tax Advisor with a proven track record in tax planning and compliance.
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