IBC Section 192: Meetings of Board

Section 192 of Insolvency and Bankruptcy Code, 2016: Meetings of Board

Official Bare Act Text

Override / Mandate Mens Rea (Intent) Actus Reus (Conduct) Punishment Limitation Monetary

(1) The Board shall meet at such times and places, and observe such rules of procedure in regard to the transaction of business at its meetings (including quorum at such meetings) as may be determined by regulations.

(2) The Chairperson, or if, for any reason, the Chairperson is unable to attend any meeting of the Board, any other member chosen by the members present at the meeting shall preside at the meeting.

(3) All questions which come up before any meeting of the Board shall be decided by a majority votes of the members present and voting, and, in the event of an equality of votes, the Chairperson, or in his absence, the person presiding, shall have a second or casting vote.

Legal Commentary & Landmark Judgments: Section 192

Section 192 regulates the summoning, quorum, and voting procedure for meetings of the Board.

Meeting Frequency and Venue: The Board meets at such times and places and observes such procedural rules regarding the transaction of business as specified by regulations.
Presiding Officer: The Chairperson presides; in his absence, the members present elect one of their members to preside over the meeting.
Majority Decision Rule: All questions are decided by a majority of votes of the members present and voting, with the presiding member having a second or casting vote in case of an equality of votes.

Key Landmark Precedents:

Swiss Ribbons Pvt. Ltd. v. Union of India (2019) 4 SCC 17: The Supreme Court noted that collective decision-making in Board meetings under Section 192 ensures broad-based regulatory consensus on economic policy.
ArcelorMittal India Pvt. Ltd. v. Satish Kumar Gupta (2019) 2 SCC 1: Emphasized that statutory boards must maintain complete transparency and recorded minutes of their deliberations.

Courtroom Practice & Strategic Litigation Guidance:

Resolutions passed by the Board must be documented in formal signed minutes; certified excerpts of such minutes serve as conclusive proof of regulatory policy before tribunals and courts.