Delegation of signing duty

[Guest]

1. As per Section 193 of the Act, minutes of the Board meeting are to be signed by Chairman of the meeting or Chairman of the succeeding meeting. Our Chairman is busy getting business for the Company and does not have time for signing of statutory documents/minutes etc and wants to authorize the Vice chairman to do all the signing of paper work.. Can Chairman delegate duty of signing of the Board Minutes to the Vice Chairman, where there is one by authorising him to sign on his behalf?

[Markesh Antony]

If your chairman is busy is not able to sign the doucments of the meetings, how can he spare time to attend the next meeting. He can sign the minutes in the next meeting as you have yourself stated with reference to section 193, what is the valid reason to justify the unavailabilty. If he can not chair the next meeting, the chairment of next meeting (i.e. succeeding meeting) is allowed to sign the minutes and obviously in the absence of chairman, vice chairman would chair the meeting and sign the miunts.

AI Summary

Minutes signing requirement: chairman or succeeding chair must sign; delegation to vice-chair not permitted; vice-chair may sign if he chairs. The statutory requirement is that minutes be signed by the Chairman of the meeting or the Chairman of the succeeding meeting; prior delegation of the Chairman's signing duty is not supported. If the Chairman cannot sign at the succeeding meeting, the person who chairs that succeeding meeting-often the Vice-Chairman if he chairs-may sign the minutes.