VIRTUAL BOARD MEETINGS V/S PHYSICAL BOARD MEETINGS
09 May 2023
“Hello, Am I Audible?”
“Hello, Am I Audible?” You might have heard this statement before. Initially, the majority of Board Meetings were held in-person but then COVID-19 made a grand entry and shook the entire nation. We all had to adapt to the “new normal” and soon it became clear that the only way to hear each other was to ask "Am I Audible?" Even after the lockdown opened there were a number of restrictions and it wasn't even safe to meet people as the disease was still very much prevalent. Video meets became very popular as a result of the lockdown. But sometimes they can get a bit confusing with people talking over each other and trying to figure out who's talking. So sometimes people just have to ask, 'Am I Audible?' just to make sure they're heard! People realized conducting Board Meetings through video conferencing was much more time saving and it also brought in much more attendance since it does not matter where you are, you just need a good network to join the meeting and a quite place where no one other than you can hear the proceedings of the meetings since it is highly confidential. But with the pros comes the cons too and that is the reason in spite of it being an option not everyone has switched to virtual meets yet.
Before COVID-19, Board Meeting could be conducted through virtual means except for the following transactions-
- The Approval of the Annual Financial Statements;
- The Approval of the Board’s Report;
- The Approval of the Prospectus;
- The Audit Committee Meetings for consideration of financial statement including consolidated financial statement if any, to be approved by the board under sub-section (1) of section 134 of the Act; and
- The Approval of the matter relating to Amalgamation, Merger, Demerger, Acquisition and Takeover.
However, it was omitted by the Companies (Meetings of Board and its Powers) Amendment Rules, 2021 dated 15.06.2021. Hence, today you can take approval of any transaction by conducting a meeting through Virtual means. Still corporates are choosing in person meetings over virtual ones due to a number of limitations which are –
- Issues relating to Technology are the most faced one. Many corporates lack in technology – it can be due to low network connectivity in the area or simply because they do not have skilled technology team to their rescue. Internet connections become unreliable even if you are at a place which has great network, someone leaves a microphone open, or people lose the password to the meeting. These problems can have a dramatic, negative impact on a meeting and force an otherwise productive group to get sidetracked by technological mishaps.
- Board Members might not be very technology friendly.
- Issues relating to security.
- Virtual Meetings may cause disengagement and lack of attention since it is very easy to get distracted even by a message or notification which has just popped over your screen.
- Due to loss of face to face conversations and less networking, people can quickly become disconnected from fellow board members and staff, thus losing the ability to form meaningful relationships and ultimately find new ways to work together towards shared board goals.
However, there are a number of ways these difficulties could be overcome like imparting training to Board Members regarding using technology, taking measures to ensure security, having a good tech team, etc.
Now let’s look into the 6 Healthy Habits you can inculcate to make Physical Meetings Fruitful:
- Reach well in advance at the location so you can interact with Executives, Directors, KMPs, etc. to know about the latest trends in the industry, insights on operational matters of the Company, pre interactions on any critical agenda to be discussed in the board meeting and to build a good network for yourself.
- Always carry Agenda Papers with you if you have a hard copy so you will always know what is the discussion about or what the discussion is going to be and you will also have a background about the discussion.
- The next point is related to the last one - be prepared by reading the agenda and brief note send along with it well in advance so that you can contribute to the discussion.
- Note down the points you want to address during the discussion so you do not forget anything.
- Be Attentive and participate in the meeting but do not just start speaking let the speaker finish first and always raise your hand if you want to speak something.
- Always keep your Mobile phone on silent to avoid distractions and disturbances in the meeting.
To make Virtual Meetings Fruitful these are the 6 Healthy Habits you can inculcate:
- Login before time so you know if there is any issue or if you need any help to login.
- Choose a room which is quite and has good network connection for attending the meeting.
- Okay this one is the most common thing most of us do during meetings and that is not keeping yourself on mute when you are not speaking. Always mute yourself when you are not speaking so that there is no disturbance in the meeting.
- Keep your Cameras on so the one speaking knows that he has an audience as it is very demotivating for someone to speak to a black screen where he has no idea if people are still listening or they have left the room after login and this is the biggest drawback of Virtual Meets.
- Be Attentive and participate in the meeting by using the features like ‘raise your hand’. Do not just start speaking let the speaker finish first.
- Keep your Mobile phone on silent to avoid distractions and disturbances in the meeting.
A survey conducted by a Corporate Governance Advisory Firm, Excellence Enablers, was published in The Economic Times. This shed light on the Listed Entities' Board Meeting attendance. As per the survey, in FY20, 63 per cent of board members had 100 per cent attendance and 14 directors had zero attendance. The tally improved in FY21 as 86 per cent of the directors had 100 per cent attendance and only six directors had zero attendance.
Age Factor and Technology -
If I was 60 years old today, I would have to adjust to a world of rapid technological advances and changes. I would have to learn how to use the latest gadgets, apps, and software to stay up to date with the times. Additionally, I would need to relearn computer skills and adjust to the new ways of communication, such as relying more on social media apps, instead of face-to-face interactions. It would be a challenge to stay relevant in a world that is changing so quickly, but I am sure I could do it.
Professor Vicki Hanson in an interview said: "The efficiency gained by conducting online interactions is not a powerful motivator for technology adoption by older adults who may be experiencing loneliness and isolation. In many cases, making digital technologies appealing for older adults means ensuring that digital engagements do not replace social interactions, and if possible, facilitate new social and community-building opportunities where they can meet people."
In conclusion, it's important to stay updated with the latest technologies, as this helps us stay competitive and make the most of the opportunities available. We must also remember to make time for face-to-face communication, which is key for building strong connections and sustaining relationships. This balance between virtual and physical meetings will help us maximize our potential and be successful in the future.