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5977 GI/202 3 (1) रजिस्ट्री सं. डी.एल.- 33004/99 REGD. No . D. L. -33004/99
EXTRAORDINARY
PART III—Section 4
PUBLISHED BY AUTHORITY
No. 648] NEW DELHI , WEDNES DAY , SEPTEMBER 20, 2023/ BHADRA 29, 1945
CG-DL-E-25092023-248977
CG-DL-E-25092023-248977
BOARD OF MAJOR PORT AUTHORITY FOR MORMUGAO PORT
NOTIFICATION
New Delhi, 29th August, 2023
F. No . GAD/MPA/REGS./001/2023 .—In exercise of the powers conferred by sections 13 and 14 read with
clauses (a) and (b) of sub -section (2) of Section 72 of the Major Port Authorities Act (1 of 2 021), the Central
Government hereby approves with modification the Bo ard of Major Port Authority for Mormugao Port (Meetings and
Transactions of Business) Regulations, 2023 made by the Board of Major Port Authority for Mormugao Port in
exercise of the powe rs conferred by sections 13 and 14 read with clauses (a) and (b) of s ub-section (2) of section 72
published by it as required under sub -section (1) of section 72 of the said Act, as set out in the Schedule annexed to
this notification.
The said regulation shall come into force from the date of publication of this notificat ion in the Official
Gazette.
SCHEDULE
In exercise of the powers conferred by sections 13 and 14 read with clauses (a) and (b) of sub -section (2) of
section 72 of the Major Port Authorit ies Act, 2021 (1 of 2021) and in supersession of the Major Port Tr usts (Procedure
at Board Meetings) Rules, 1981, except as respects things done or omitted to be done before such supersession, the
Board of Major Port Authority for Mormugao Port hereby make s the following regulations, namely: -
1. Short title and commence ment. - (1) These regulations may be called the Board of Major Port Authority for
Mormugao Port (Meetings and Transaction of Business) Regulations, 2023.
(2) They shall come into force on the date of their publication in the Official Gazette.
2. Definiti ons.- (1) In these regulations, unless the context otherwise requires, -
(a) “Act” means the Major Port Authorities Act, 2021 (1 of 2021);
(b) “Committee” means every committee of the Members and any oth er person constituted by the
Board pursuant to the provisions of sub -section (1) of section 14 of the Act;
(c) “Board ” means the Board of Major Port Authority for Mormugao Port constituted under Sub -
Section (1) of the Act..
(2) Words and expressions used and n ot defined in these regulations but defined in the Act, shall have the same
meanings respectively assigned to them in the Act.
3. Frequency, date and venue of meetings. – (1) The Board shall meet at least four t imes in every financial
year in such a manner that not more than one hundred and twenty days shall intervene between two
consecutive meetings of the Board.
(2) The Board shall determine, the date and time of its meetings:
Provided that where the Board i s unable to do so for any reason, the Chairperson and in his absence the
Deputy Chairperson or such other person authorised by the Central Government may do so, for reasons to be
recorded in writing.
(3) The meetings of the Board shall be held at their re spective port premises, except where the Board in advance
decide to hold any meeting at any other place for reasons to be recorded in writing.
4. Circulation of agenda and manner of participation. – (1) The Board shall call a meeting by giving not less
than three days’ notice in writing to every Member along with the proposed agenda and all the relevant
material for the meeting:
Provided that a meeting of the Board may be called at shorter notice to transact urgent business subject to the
condition that th e Member appointed under clause (e) of sub -section (1) of section 3 of the Act shall be
present at the meeting:
Provided further that in case of absence of Member appointed under clause (e) of sub -section ( 1) of section 3
of the Act from any meeting of the Board, the decisions taken in such meeting shall attain finality through the
confirmation in the next meeting of the Board.
(2) A notice shall be served upon a member either personally or electronically including fax, e -mail or by post or
courier addresse d to such member or by any such means of communication as deemed fit.
(3) The notice of the meeting under sub -regulation (1) shal l inform the Members regarding the option available
to them to participate through video conferencing mode or other audio visu al means, and shall provide all the
necessary information to enable the Members to participate through video conferencing mode or other audio
visual means.
5. Meetings of board through video conferencing or other audio visual means. - The Board shall compl y
with the following procedure for convening and conducting the Board meetings through video conferencing
or other audio visual m eans.
(1) The Board shall make necessary arrangements to avoid failure of video or audio visual connection.
(2) The Board shall take due and reasonable care –
(a) to safeguard the integrity of the Board meeting by ensuring sufficient security and identification
procedures;
(b) to ensure availability of proper and appropriate video conferencing or other audiovisual equipment
or facilities for p roviding transmission of the communications for effective participation of the
Members and other authorised participants at t he Board meeting;
(c) to store for safekeeping and marking the tape recording(s) or other electronic recording mechanism
as part of th e records of the Board at least before the time of completion of audit of that particular
financial year;
(d) to ensure that no person other than the concerned Member are attending or have access to the
proceedings of the Board meeting through video conferenci ng mode or other audio visual means;
and
(e) to ensure that participants attending the Board meeting through audio visual means are able to hear
and see the other participants clearly during the course of the meeting:
Provided that the persons, who are differ ently abled, may make request to the Cha irperson and in his
absence to the Deputy Chairperson to allow a person to accompany him.
(3) (a) A Member intending to participate through video conferencing or audio visual means shall
communicate his intention to the Chairperson at least two days in advanc e so that the Board is able
to make suitable arrangements in this behalf.
(b) In the absence of any intimation under clause (a), it shall be assumed that the Member shall attend
the meeting in person.
(4) The scheduled venue of the Board meeting as set fort h in the notice convening the Board meeting shall be
deemed to be the place of the said meeting and all recordings of the proceedings at the Board meeting shall
be deemed to be made at such place.
Explanation .- For t he purposes of this regulation, “vide o conferencing or other audio visual” means audio -
visual electronic communication facility employed which enables all the persons participating in a meeting to
communicate concurrently with each other without an interme diary and to participate effectively in the
meeting.
6. Conduct of meetings. - (1) The meeting of the Board shall be presided by Chairperson and if he is unable to
attend the meeting, the Deputy Chairperson and in the absence of such Deputy Chairperson any other
Member chosen by the Members present among themselves at the meeting or any person authorised by the
Central Government.
(2) The participation of Members in a meeting of the Board may be either in person or through video
conferencing or other audio visual means, which are capable of recording and recognising the participation of
the Members and of recording and storing the proceedings of such meetings along with date and time.
(3) At the commencement of the Board meeting, a roll call shall be taken b y the Chairperson or the person
presiding the Board meeting when every Member participating through video conferencing or other audio
visual means shall state, for the record, the following na mely: -
(a) name;
(b) the location from where he is participating;
(c) that he has received the agenda and all the relevant material for the meeting; and
(d) that no one other than the concerned Member is attending or having access to the proceedings of the
meeting at the location mentioned in clause (b).
(4) After the roll call, the Chairperson or the person presiding the Board meeting, as the case may be, shall inform
the Board about the names of persons other than the Members who are present f or the said meeting at the
request or with the permission of the C hairperson or the person presiding the Board meeting and confirm that
the required quorum is complete in accordance with the provisions of sub -regulation (1) of regulation 7.
(5) The C hairperson or the person presiding the Board meeting shall ensure t hat the required quorum is present
throughout the meeting.
(6) The Members of the Board present in the meeting may, with the prior consent of the Chairperson or any other
person presiding such meeting, consider and discuss additional items in the meeting w hich were not
previously notified in the agenda circulated under sub -regulation (1) of regulation 4.
(7) The Board shall take due care –
(a) to record proceedings and prepare the minutes of the meeting;
(b) the notice of the Board meeting shall be sent to all th e Members in the manner specified in sub -
regulation (2) of regulation 4.
(8) The statutory and other records which are required to be pla ced in the Board meeting as per the provisions of
the Act shall be placed at the scheduled venue of the meeting and the same shall be deemed to have been
accepted by the Members participating through electronic mode, if they have given their consent to thi s effect
and it is so recorded in the minutes of the meeting.
(9) Every participant shall identify himself for the record before speaking on any item of business on the agenda.
(10) If a statement of a Member in the meeting through vide o conferencing or other audio visual means is
interrupted or garbled, the Chairperson or the person presiding the Board mee ting shall request for a repeat or
reiteration by the Member.
(11) If a motion is objected to and there is a need to put the said ag enda item to vote, the Chairperson or the
person presiding the Board shall call the roll and note the vote of each Member wh o shall identify himself
while casting his vote.
(12) From the commencement of the Board meeting and until the conclusion of such meeting, no person, other
than the Chairperson or the person presiding the Board meeting, Members and any other person whose
presence is required by the Board, shall be allowed access t o the place where any Member is attending the
meeting either physically or through video conferencing without the permission of the Board.
(13) At the end of discussion on each agenda item, the C hairperson or the person presiding the Board meeting
shall announce the summary of the decision taken on such item along with names of the Members, if any,
who dissented from the decision taken by majority.
(14) The Board shall observe secretarial standar ds save and except those contrary to these regulations wit h respect
to the Board meetings specified by the Institute of Company Secretaries of India constituted under section 3
of the Company Secretaries Act, 1980 (56 of 1980) and approved as such by the C entral Government.
7. Quorum for meetings. - (1) The quoru m for any meeting of the Board shall be one -third of its total strength
at the time of such meeting or four Members, whichever is higher and the participation of the Members by
video conferencing or by other audio visual means shall also be counted for the purposes of quorum under
this sub -regulation, unless he is to be excluded for any items of business under any provisions of the Act.
Explanation. -For the purposes of this regulation, -
(i) any frac tion of a number shall be rounded off as one;
(ii) “total strength” means the total number of members appointed as Members of the Board from time
to time and shall not include Members whose places are vacant.
(2) The norm adopted by the Board for the pur poses of quorum under sub -regulation (1) shall includ e -
(a) to allow participation of the Members in the Board meeting by video conferencing or by other audio
visual means; and
(b) provision for automatic adjournment where a meeting of the Board could not be hel d for want of
quorum, to such date as may be determined by the Members of the Board present and the notice of
such adjournment shall be given to all Members and the business which was to have been brought
before the o riginal meeting, had there been a prope r quorum, shall be brought before the adjourned
meeting;
(c) where at the adjourned meeting also, if the required quorum is not present, then the Members
present, shall constitute the quorum; and
(d) procedure for leave of absence of any Member from any particula r Board meeting to be approved by
the Chairperson or the presiding Member of the Board meeting.
8. Passing of resolution by circulation. — (1) No resolution shall be deemed to have been duly passed by the
Board by c irculation, unless the resolution has been circulated in draft, together with the necessary papers, if
any, to all the Members of the Board at the addresses provided by such Member by hand delivery or by post
or by courier, or by electronic means and has b een approved by a majority of the Members, who are entitled
to vote on the resolution:
Provided that where not less than half of the total number of Members of the Board for the time being require
that any resolution under circulation must be decided at a meeting, the Chairperson or in his absenc e the
Deputy Chairperson of the Board or any other Member chosen by Members present among themselves at the
meeting or such other person authorised by the Central Government shall put the resolution to be decided at a
meeting of the Board.
(2) For the pur pose of sub -regulation (1), every Member shall be required to give his vote of affirmation or
denial to the resolution circulated in writing within ten days of receipt.
(3) Failure by any Member to submit his v ote shall be presumed as denial to the resolu tion circulated.
(4) A resolution passed under sub -regulation (1) shall be confirmed at a subsequent meeting of the Board and
made part of the minutes of such meeting.
9. Honorarium for attending Board meeting s.- The Chairperson, Deputy Chairperson and Mem bers
appointed under clause (c), (e) and (f) of sub -section (1) of section 3 of the Act shall not be entitled to any
sitting fees or honorarium for attending meetings of the Board.
10. Disclosure by a Member of his interest. - (1) Every Member of the Board who becomes concerned or
interested, whether financially or otherwise, which concern or interest is likely to affect prejudicially his
functions as such Member, shall disclose his concern or interest to the Board forthwith when he becomes
concerned or int erested or at the first meeting of the Board held after he becomes so concerned or interested
and resign forthwith.
(2) Where a Member is subject to an inquiry under sub -section (2) of section 5 of the Act or has resigned due to
any conflict of interest or has made a disclosure of any such interest in respect of any agenda to be taken up
in the Board meeting, such Member shall ab stain from participating and voting in the Board Meeting until the
resignation stands accepted by the Central Government in accord ance with section 8 of the Act or the
conclusion of the inquiry under sub -section (2) of section 5 of the Act.
11. Minutes of proceedings of meeting. - (1) The Board shall cause minutes of the proceedings of every meeting
of the Board, to be prepared, signe d and kept at its principal office within thirty days of the conclusion of
every such meeting.
(2) The minutes of proceedin gs of the meetings of the Board may also be kept by way of micro films or any
other authentic modern means or electronic form of saf e storing and retrieval of records or printed material
produced by a computer, if the same is recognized under any law and s ubject to the conditions, restrictions or
safeguards mentioned in such law.
(3) The minutes of each meeting shall contain a fair and correct summary of the proceedings thereat.
(4) The minutes shall disclose the particulars of the Members who attended t he meeting through video
conferencing or other audio -visual means.
(5) The minutes shall also contain –
(a) the names of the Members pres ent at the meeting; and
(b) in the case of each decision passed at the meeting, the names of the Members, if any, dissenti ng
from, or not concurring with the decision.
(6) Any matter which, in the opinion of the Chairperson or the person presiding the Board meeting –
(a) is or could reasonably be regarded as defamatory of any person;
(b) is irrelevant or immaterial to the proceedings;
(c) is detrimental to the interests of the Board,
shall not be included in the minutes
(7) The Chairperson or the person presiding the B oard meeting shall exercise absolute discretion in regard to the
inclus ion or non -inclusion of any matter in the minutes on the grounds specified in sub -regulation (6).
(8) The Board shall circulate draft minutes of the Board meeting among all the Members within fifteen days of
the meeting either in writing or in electronic mode for the comments by the Members.
(9) Every Member shall confirm or give his comments in writing about the proceedings of that particular
meeting in the draft minutes, within ten da ys, after receipt of the draft minutes failing which his approval
shall be presumed.
(10) The minutes kept in accordance with the provisions of this regulation shall be evidence of the proceedings
recorded therein and shall be duly authenticated with signa tures of the Chairperson.
(11) Where the minutes have been kept in accordance with sub -regulation (1) then, until the contrary is proved,
the meeting shall be deemed to have been duly called and held, and all proceedings thereat to have duly taken
place, and the decisions to have been duly passed.
(12) Only the matters required by this regulation are to be contained in the minutes of the proceedings of a
meeting.
(13) If the Board has agreed to cause the record of any meeting to be reported circulated or advertised, then the
reporting, circulation or adverti sement shall be done at the expense of the Board.
12. Invitees at meeting. - Any person, whose presence at a Board meeting is desired for his advice or
consultation, may be invited to attend the meeting by the Chairperson or the person presiding the Board
meeting.
13. Miscellaneous. - (1) The provisions of these regulations shall apply mutatis mutandis to meetings of
Committees of Members save and except the provisions of the quorum.
(2) The Board shall stipulate the quorum requirements for meetings of ea ch committee at the time of appointing
the particular committee.
(3) The Chairperson or in his absence the Deputy Chairperson of the Board may attend any Committee meeting
as ex officio Member and wheneve r the Chairperson or Deputy Chairperson attends any Committee meeting,
he shall preside over that meeting.
(4) No Member, other than the Chairperson or a person specifically authorised by him, shall give information to
the press or any other public media o n matters related to the working of Major Port Aut hority for Mormugao
Port and decision taken at the Board or Committee meetings.
DR. N. VINODKUMAR , IPOS
Chairperson, Mormugao Port Authority
[ADVT. -III/4/Exty./ 430/2023 -24]
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