(i) The Board shall ordinarily meet once a quarter in each year
(ii) Meetings of the Board shall be convened by the Chairman and shall be ordinarily held at Bombay but if so directed by the Board, may be held at any other place in India.
(iii) Ordinarily not less than one clear fortnight’s notice shall be given of each meeting of the Board and such notice shall be sent to every director to his registered address. Should it be found necessary to convene an emergency meeting, sufficient notice shall be given to every director, who is at that time in India, to enable him to attend.
(iv) No business other than that for which the meeting was convened shall be discussed at a meeting of the Board, except with the consent of the Chairman of the meeting and a majority of the directors present, unless one clear week’s notice has been given of the same in writing to the Chairman.
(v) Three directors of whom one shall be a director nominated under clause
(d) or under clause (e) of sub-section (1) of section 6 shall form a quorum for the transaction of business.
(vi) A copy of the proceedings of each meeting of the Board shall be circulated for the information of the Directors as soon as possible after the meeting and the minutes of each meeting shall be signed by the Chairman of that or the next succeeding meeting.
7. A resolution in writing circulated to all the directors in India and signed by a majority of such directors who are then in India, one of whom shall be the Chairman or a director nominated by the Reserve Bank, shall be valid and effectual and shall be deemed to be the resolution so passed by the Board on the date on which it is signed by the last signatory to the resolution.
Provided that if any dissenting director requires in writing that any resolution so passed shall be placed before a meeting of the Board, the resolution shall not be deemed to be valid and effectual as aforesaid, unless the same is passed at such meeting.