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CS Professional · Environmental, Social and Governance (ESG) - Principles and Practice · Board Effectiveness and Building Better Boards

Meera Pharma Ltd's Board delegates powers to its Managing Director by a resolution passed at a meeting. Under section 179(3) of the Companies Act, 2013, which set of powers can the Board delegate in this way?

The Board may delegate only the powers in clauses (d) to (f) of section 179(3): borrowing monies, investing company funds, and granting loans or giving guarantee or security. Calls, issuing securities, approving accounts and mergers must stay with the Board.

  1. ATo borrow monies, invest funds, and grant loans or give guarantee or securityCorrect
  2. BTo issue securities and make calls on shareholders
  3. CTo approve financial statement and Board's report
  4. DTo approve amalgamation, merger or reconstruction

Explanation

The proviso to section 179(3) permits delegation of the powers in clauses (d) to (f): borrowing, investing funds, and granting loans, guarantees or security. Issuing securities, calls, approving financial statements and mergers are outside that range and cannot be delegated.

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