Examining the provisions of the Companies Act, 2013, relating to the constitution of a 'Nomination and Remuneration Committee' and 'Stakeholders Relationship Committee', answer the following: Is it mandatory for a listed

CS Executive · Company Law · PYQS · December 2015
Examining the provisions of the Companies Act, 2013, relating to the constitution of a 'Nomination and Remuneration Committee' and 'Stakeholders Relationship Committee', answer the following: Is it mandatory for a listed company to constitute such committees ? Also state whether it is mandatory for a non-listed public company having paid-up share capital of ₹5 crore to constitute such committees ?

Answer & Explanation:

As per section 178(1) read with Rule 6 of Companies (Meetings of Board and its Powers) Rule, 2014, the Board of Directors of the following companies shall constitute a Nomination and Remuneration Committee (a) every listed company (b) all public companies with a paid up capital of ten crore rupees or more; (c) all public companies having turnover of one hundred crore rupees or more; (d) all public companies, having in aggregate, outstanding loans or borrowings or debentures or deposits exceeding fifty crore rupees or more. As per section 178(5) the Board of Directors of a company which consists of more than one thousand shareholders, debenture-holders, deposit-holders and any other security holders at any time during a financial year shall constitute a Stakeholders Relationship Committee. Accordingly, all listed companies are mandatorily required to constitute Nomination and remuneration Committee and Stake holder relationship committee and all unlisted public companies having paid up capital of ten crore rupees or more are only required to constitute the Nomination and remuneration committee. Further, In case the company consists of more than one thousand shareholders, debenture-holders, deposit-holders and any other security holders at any time during a financial year, whether or not listed, shall have to constitute a Stakeholders Relationship Committee.

Topics: Company Law

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