Anteo Diagnostics : Updated Corporate Governance Statement

The Anteo Group (ADO or Group) comprises Anteo Diagnostics Limited and its subsidiaries as listed in the Annual Report.

The shares of Anteo Diagnostics Limited are listed on the Australian Securities Exchange (ASX). The ASX Corporate Governance Council's 'Corporate Governance Principles and Recommendations' (Principles) provide a framework for good corporate governance. The recommendations are not prescriptive, however listed entities are required to disclose the extent of their compliance and, if any Principles have not been found, must give reasons for not following them.

ADO is committed to meeting Shareholders' expectations of sound corporate governance, while delivering sustainable value to Shareholders. ADO recognises the importance of good governance in achieving corporate objectives in a cost effective manner, in discharging its responsibilities to all stakeholders and in addressing the broader role of being a good corporate citizen.

ADO's governance framework is designed to ensure that the Group is effectively managed, statutory obligations are met, and ADO's culture of corporate integrity is reinforced.

ADO has provided details of the corporate governance practices, systems and processes in place within ADO in this statement and in the corporate governance policies on its website. The statement and policies which were followed throughout the year are approved by the Board and updated periodically.

In accordance with ASX Listing Rule 4.10.3 the corporate governance statement and key policy information will be available only on the website https://anteodx.com/first/investor-centre/corporate-governance-and-company- policies/ and not published in annual reports.

The Board is responsible to shareholders for the performance of ADO and for overseeing the implementation of appropriate corporate governance with respect to the Group's affairs.

The Board has adopted a formal Board Charter that details the Board's role, authority, responsibilities, membership and operations, and is available on our website at: https://anteodx.com/first/investor-centre/corporate-governance-and-company- policies/. The Charter sets out the matters specifically reserved for the Board and the powers delegated to its Committees and to the Group CEO.

The Board delegates responsibility for the day-to-day management of the Company to the Group CEO, but retains responsibility for the overall strategy, governance and performance of the Group. The Group CEO then delegates authority to the appropriate senior executives for specific activities and transactions. This authority is governed by a formal 'delegations of authority'.

The Remuneration and Nominations Committee assists the Board with the selection and appointment of Directors. Before the Board appoints a new Director or puts forward a candidate for election, the Remuneration and Nominations Committee will ensure that appropriate background checks are undertaken.

We provide our shareholders with all material information in our possession that is relevant to their decision on whether or not to elect or re-elect a Director through a number of channels, including via the Notice of Meeting, the Director Résumés and other information contained in the Annual Report. Upon appointment, each Director (and senior executive) receives a letter of appointment which sets out the formal terms of their appointment, along with a deed of indemnity, insurance and access. Directors also attend formal induction sessions where they are briefed on the Company's vision and values, strategy, financials, and governance and risk management frameworks. Directors are also provided with ongoing professional development and training programmes to enable them to develop and maintain their skills and knowledge. https://anteodx.com/first/investor-centre/corporate-governance-and-company- policies/

The Company Secretary reports directly to the Board through the Chairman.

The Board has adopted a Diversity Policy which is publicly available on the Company's website at https://anteodx.com/first/investor-centre/corporate-governance-and- company-policies/

Anteo Diagnostics recognises its talented and diverse workforce as a key competitive advantage. Our business success is a reflection of the quality and skill of our people. Our diversity policy encompasses differences in ethnicity, gender, language, age, sexual orientation, religion, socio-economic status, physical and mental ability, thinking styles, experience, and education and our policy encompasses both recruitment and management of human resources on the basis of diversity.

Anteo Diagnostics is committed to seeking out and retaining the finest human talent to ensure top business growth and performance and to employing the best people to do the best job possible at all levels within the Company.

Anteo is committed to maintaining diversity within its workforce at all levels, and to this end sets a minimum target of 15% of women in board and senior executive positions to encourage gender diversity. Such targets are important but the overriding factor will be the employment of the best person for the role. At the time of releasing this Statement, 11% of board and senior executives were women.

The Board is committed to formally evaluating its performance and the performance of its Committees as well as the governance processes supporting the Board. The Board does this through an annual assessment process. An internal assessment is scheduled for the second half of calendar year 2016.

The Company's Group CEO is appointed by the Board, and its senior executives are appointed by the Group CEO. Their key performance indicators contain specific financial and other objectives. These KPIs are reviewed annually by the Board in respect of the Group CEO's KPI's and by the Group CEO in respect of the Senior Executive's KPI's. The performance of the Group CEO and senior executives against these objectives is evaluated annually. This year's performance based remuneration is described in more detail in the Remuneration Report in our Annual Report.

The Remuneration and Nomination Committee consists of:

The Committee has adopted a formal, Board-approved Charter that details its role, authority, responsibilities, membership and operations. The Committee Charters are reviewed regularly and are available on our website at: https://anteodx.com/first/investor-centre/corporate-governance-and-company- policies/.

The Committee regularly reports to the Board on matters relevant to the Committee's role and responsibilities and the minutes of each Committee meeting are made available to each Director unless that Director is otherwise precluded due to a potential conflict

Our objective is to have an appropriate mix of expertise and experience on our Board and its Committees so that the Board can effectively discharge its corporate governance and oversight responsibilities. This mix is described in the Board skills matrix below.

Accounting Executive Management

Audit Corporate Partnerships

Corporate Finance Grants

Global Regulatory Information Technology Communications/Investor Relations Bio-Technology Commercialisation Environment Health and Safety Industry Networks

Governance Mergers & Acquisitions

Legal Tax International

Marketing Tax Domestic

Risk Management Strategy

Product Development Leadership Operations Global Markets

The Board assesses the independence of Non-executive Directors upon appointment and re-appointment. When appointing an Independent Director or reviewing the independence of its Directors, the Board will have regard to the definition of independent director and the factors set out in Box 2.3 of the ASX Corporate Governance Principles and Recommendations. The Board's assessment of the independence of each current Director is set out below.

An independent director is a non-executive director who is not a member of management and who is free of any business or other relationship that could interfere, or might be seen to interfere, with a director's capacity to bring an independent judgement to bear on issues before the Board and to act in the best interests of ADO shareholders generally. In its assessment of independence, the Board will take account of the factors set out in relation to Recommendation 2.3 of the ASX Corporate Governance Principles & Recommendations (3rd Edition) and any other factors it considers relevant.

As both Mr Richard Martin and Mr Geoffrey Cumming, were executives of ADO in the last three years, neither director are considered Independent. Mr Rolf Sickman has a material personal interest in the sale of DIAsource to Anteo Diagnostics, therefore is not considered independent.

Profiles of each Director, including details of their skills, expertise, qualifications and experience can be found in the Directors' report. Directors' interests in securities are detailed in the Remuneration Report contained in the Directors' Report (within the Annual Report).