(ii) Directors’ Minute Books to record the proceedings of the Meetings of the Board of Directors.
(iii) Committees’ Minute Books to record the proceedings of the meetings of the committees appointed by the Board of Directors.
As was held in the case of Hearts of Oak Insurance Co. Ltd. vs. Flower, 1935, the Minute Books should be in the form of a bound book and not loose sheets that can be removed or substituted. The Minutes recorded in the Minute Books have to be certified by the Chairman of the meeting concerned.
In no case the minutes of proceedings of meetings shall be attached to any other book by pasting or otherwise.
The Chairman shall exercise an absolute discretion in regard to the inclusion or non-inclusion of any matter in the minutes on the grounds specified.
If default is made in complying with the provisions of this section, every officer of the company who is in default shall be punishable with fine which may extend to fifty rupees.