Remuneration of cost auditor: audit committee recommends pay, board approves and shareholders must ratify the decision. Where an audit committee exists, the Board shall appoint a cost accountant or firm as cost auditor on the Audit Committee's recommendation, with remuneration recommended by the Audit Committee, approved by the Board and thereafter ratified by shareholders. In companies without an audit committee, the Board appoints the cost auditor and the remuneration is subsequently ratified by shareholders.