Section 178 - Nomination and Remuneration Committee and Stakeholders Relationship Committee

Nomination and Remuneration Committee rules: independent non-executive majority, remuneration policy, and performance evaluation.

The Board must constitute a Nomination and Remuneration Committee of three or more non-executive directors (at least half independent) to identify and recommend directors and senior management, set criteria for qualifications and independence, specify effective performance evaluation procedures for the Board and its members, and recommend a remuneration policy ensuring reasonable composition, performance linkage and balance of fixed and incentive pay, with salient features disclosed in the Board's report. Companies with large numbers of security-holders must form a Stakeholders Relationship Committee, chaired by a non-executive director, to consider and resolve security-holder grievances; committee chairs must attend general meetings and specified penalties apply for contraventions.