Section 118 - Minutes of proceedings of general meeting, meeting of Board of Directors and other meeting and resolutions passed by postal ballot

Section 118: Companies Must Keep Accurate, Timely Meeting Minutes or Face Penalties for Non-Compliance and Tampering

Section 118 mandates every company to prepare, sign, and maintain, within thirty days, consecutively numbered minutes of all general meetings, class meetings, creditors' meetings, Board and committee meetings, and resolutions passed by postal ballot. Minutes must fairly record proceedings and appointments, and for Board/committee meetings must list attending directors and identify dissenting or non-concurring directors. Defamatory, irrelevant, or prejudicial material must be excluded, at the Chairman's absolute discretion. Properly kept minutes serve as evidence and create a presumption of valid meetings, proceedings, resolutions, and appointments. Companies must follow prescribed secretarial standards. Non-compliance attracts monetary penalties, while tampering with minutes attracts imprisonment and fines.