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CSEET · Economic and Business Environment · Elements of Corporate Governance

Sri Lakshmi Textiles Ltd is covered by Section 135 and has no requirement to appoint an independent director under sub-section (4) of section 149. What is the minimum composition of its CSR Committee?

Such a company needs a CSR Committee of two or more directors. The general rule asks for three or more directors with at least one independent, but the proviso relaxes this for companies that are not required to appoint an independent director under section 149(4).

  1. ATwo or more directorsCorrect
  2. BThree directors including one independent director
  3. CTwo directors including one independent director
  4. DThree or more directors, all of them independent

Explanation

The proviso to sub-section (1) says that where a company is not required to appoint an independent director, its CSR Committee shall have two or more directors. The general rule of three directors with one independent director does not apply to such a company.

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