Audit Committee requirement: public companies above statutory capital threshold must constitute committee whose recommendations bind the board. The section requires qualifying public companies to constitute an Audit Committee with at least three members and a majority of non executive directors, governed by written terms of reference and chaired by an elected member. Auditors and finance officers must attend meetings without voting. The committee reviews internal controls and half yearly and annual financial statements, may investigate with full access to records and external advice, and issues recommendations on financial management that are binding on the Board; refusal by the Board must be recorded and disclosed to shareholders. Non compliance is punishable.