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of <h1>Companies Bill Clause 178: Nomination and Remuneration Committee Rules, Stakeholders Protection, Penalties for Non-Compliance</h1> Clause 178 of the Companies Bill, 2011 mandates listed companies and certain other companies to establish a Nomination and Remuneration Committee composed of at least three non-executive directors, with a majority being independent. This committee identifies and recommends director and senior management appointments, evaluates directors, and formulates remuneration policies ensuring balance between fixed and incentive pay. Companies with over 1,000 security holders must form a Stakeholders Relationship Committee to address grievances. Non-compliance can result in fines and imprisonment for officers in default, though good faith actions by the Stakeholders Committee are exempt from penalties.
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