Select the alternative which best completes the following sentence:

Fees for non$-$executive directors for their services as directors must be submitted for approval by $...$

Select one:

a$.$

special resolution by the shareholders within three years preceding the payment.

b$.$

special resolution by the board members within three years preceding the payment.

c$.$

special resolution by the board members within two years preceding the payment.

d$.$

special resolution by the shareholders within two years preceding the payment.