Appointment of members in committee

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This query is : Resolved

Ranga Rajan (Querist)

27 June 2016 Sir, Can a non director (for example; CFO, GM, etc) be appointed as a member in Stakeholder Relationship Committee? as section 178(5) states Chairman shall be a Non executive director and other members may be decided by the Board.

CS Mitesh Mehta

CS Mitesh Mehta (Expert)

27 June 2016 No. Other members decided by the Board must be the Directors.

Jatin Bajaj

Jatin Bajaj (Expert)

27 June 2016 YES AGREED WITH THE RESPECTED MEMBER.
OTHER MEMBER AS DECIDED BY THE BOARD SHALL BE NON EXECUTIVE DIRECTOR WHICH COULD BE INDEPENDENT DIRECTOR OR ALTERNATE DIRECTOR

Ranga Rajan

Ranga Rajan (Querist)

28 June 2016 Thank you sir, but is there any expressed term mentioning members must be a Director? like Audit Committee and Nomination and Remuneration Committee..

Jatin Bajaj

Jatin Bajaj (Expert)

30 June 2016 it is not clearly mentioned but as per interpretation of law, Kindly refer section 177(2), read with proviso which states that Audit committee shall consit of minimum 3 Director with majority being Independent Director
Provided that majority of members of Audit Committee including chairperson shall have ability to read and understand financial statements.
Here majority of Members means Member of Committee, i.e. Director
I hope this will help you

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