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CMA Intermediate · Business Laws and Ethics · Directors - Role, Responsibilities, Qualification, Appointment, Removal, Remuneration and Powers

Under Section 178(1), the Nomination and Remuneration Committee of a listed public company must consist of:

The committee must have three or more non-executive directors, with not less than one-half being independent directors. Section 178(1) also lets the company's chairperson be a member, but he cannot chair the Nomination and Remuneration Committee.

  1. ATwo or more directors, majority being independent
  2. BThree or more non-executive directors, of whom not less than one-half are independent directorsCorrect
  3. CThree or more directors, of whom at least one is independent
  4. DFive or more non-executive directors, all being independent

Explanation

Section 178(1) requires three or more non-executive directors, not less than one-half being independent directors. The chairperson of the company may be a member but cannot chair the Committee. The other options misstate the size or independence proportion.

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