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(AS PER SECTION 178 OF THE COMPANIES ACT, 2013) Sub section (1) of section (178) of the Companies Act, 2013 deals with the Establishment of Nomination and Remuneration Committee. The Board of Directors of the following companies shall constitute Nomination and Remuneration Committee.

Companies Act, 2013. [177. (1) The Board of Directors of 5[every listed public company] and such other class or classes of companies, as may be prescribed, shall constitute an Audit Committee. (2) The Audit Committee shall consist of a minimum of three directors 2[with independent directors forming a majority]:

177. Voting to be by show of hands in first instance. At any general meeting, a resolution put to the vote of the meeting shall, unless a poll is demanded under section 179, be decided on a show of hands.

THE FIRST SCHEDULE. [See sections 2(2), 14, 28(1), 29 and 223] A REGULATIONS FOR MANAGEMENT OF A COMPANY LIMITED BY SHARES. 36 CONVERSION OF SHARES INTO STOCK The company may, by ordinary resolution, - (a) convert any paid-up shares into stock; and (b) reconvert any stock into paid-up shares of any denomination.

(1) The performance evaluation of independent directors shall be done by the entire Board of Directors, excluding the director being evaluated. (2) On the basis of the report of performance evaluation, it shall be determined whether to extend or continue the term of appointment of the independent director.

Section 177(2) of the Companies Act of 2013 states that the audit committee must have a minimum of three directors, with independent directors constituting a majority. The chairperson and the majority of the members of the audit committee shall be capable of reading and understanding financial statements.

Provided that the copy of every resolution which has the effect of altering the articles and the copy of every agreement referred to in sub-section (3) shall be embodied in or annexed to every copy of the articles issued after passing of the resolution or making of the agreement.