Adherence to Secretarial Standard is mandatory for Companies

Secreterial Standards issued by ICSI become part of the Companies Act,  2013. Resposibility is on the company. See the extracts of Secreterial Standards on Board Meeting

EXTRACTS FROM SECRETARIAL STANDARD ON BOARD MEETINGS
Adherence by a company to this Secretarial Standard is mandatory, as per the provisions of the Companies Act, 2013.
1.	Every Meeting shall have a serial number.
2.	Notice in writing of every Meeting shall be given to every Director by hand or by speed post or by registered post or by courier or by facsimile or by e-mail or by any other electronic means.
3.	The Notice shall specify the serial number, day, date, time and full address of the venue of the Meeting
4.	Notice convening a Meeting shall be given at least seven days before the date of the Meeting, unless the Articles prescribe a longer period.
5.	The Notice shall also contain the contact number or e-mail address (es) of the Chairman or the Company Secretary or any other person authorised by the Board, to whom the Director shall confirm in this regard
6.	Proof of sending Notice and its delivery shall be maintained by the company.
7.	The Notice of a Meeting shall be given even if Meetings are held on pre-determined dates or at pre-determined intervals.
8.	The Board shall meet at least once in every calendar quarter
9.	with a maximum interval of one hundred and twenty days between any two consecutive Meetings of the Board, such that at least four Meetings are held in each Calendar Year
10.	Quorum shall be present not only at the time of commencement of the Meeting but also while transacting business.
11.	The Quorum for a Meeting of the Board shall be one-third of the total strength of the Board, or two Directors, whichever is higher.
12.	Every company shall maintain separate attendance registers for the Meetings of the Board and Meetings of the Committee.
13.	Every Director, Company Secretary who is in attendance and every Invitee who attends a Meeting of the Board or Committee thereof shall sign the attendance register at that Meeting.
14.	The attendance register shall be maintained at the Registered Office of the company or such other place as may be approved by the Board.
15.	A Member of the company is not entitled to inspect the attendance register.
16.	Entries in the attendance register shall be authenticated by the Company Secretary or where there is no Company Secretary, by the Chairman by appending his signature to each page.
17.	Leave of absence shall be granted to a Director only when a request for such leave has been received by the Company Secretary or by the Chairman.
18.	A distinct Minutes Book shall be maintained for Meetings of the Board and each of its Committees.
19.	Minutes shall state, at the beginning the serial number and type of the Meeting, name of the company, day, date, venue and time of commencement and conclusion of the Meeting.
20.	Minutes shall record the names of the Directors present physically or through Electronic Mode, the Company Secretary who is in attendance at the Meeting and Invitees, if any, including Invitees for specific items
21.	Apart from the Resolution or the decision, Minutes shall mention the brief background of all proposals and summarise the deliberations thereof
22.	Minutes of the preceding Meeting shall be noted at a Meeting of the Board held immediately following the date of entry of such Minutes in the Minutes Book.
23.	Proof of sending draft Minutes and its delivery shall be maintained by the company.
24.	The date of entry of the Minutes in the Minutes Book shall be recorded by the Company Secretary.
25.	The Minutes of Meetings of the Board and any Committee thereof can be inspected by the Directors.