Appendix 4G and Corporate Governance Statement

We have followed the recommendation in full for the

We have NOT followed the recommendation in full

Corporate Governance Council recommendation

for the whole of the period above. We have

whole of the period above. We have disclosed …

disclosed …4

PRINCIPLE 1 - LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT

… the fact that we follow this recommendation:

A listed entity should disclose:

☒ in our Corporate Governance Statement OR

☐

an explanation why that is so in our Corporate

(a) the respective roles and responsibilities of its

☐

at [insert location]

1.1

Governance Statement OR

board and management; and

… and information about the respective roles and

☐

we are an externally managed entity and this

(b) those matters expressly reserved to the board

responsibilities of our board and management (including

and those delegated to management.

those matters expressly reserved to the board and those

recommendation is therefore not applicable

delegated to management):

☐ at [insert location]

A listed entity should:

(a) undertake appropriate checks before appointing

… the fact that we follow this recommendation:

☐

an explanation why that is so in our Corporate

a person, or putting forward to security holders

1.2

a candidate for election, as a director; and

☒ in our Corporate Governance Statement OR

☐

Governance Statement OR

(b) provide security holders with all material

☐ at [insert location]

we are an externally managed entity and this

information in its possession relevant to a

recommendation is therefore not applicable

decision on whether or not to elect or re-elect a

director.

A listed entity should have a written agreement with

… the fact that we follow this recommendation:

☐

an explanation why that is so in our Corporate

1.3

☒ in our Corporate Governance Statement OR

Governance Statement OR

each director and senior executive setting out the

☐

terms of their appointment.

☐ at [insert location]

we are an externally managed entity and this

recommendation is therefore not applicable

The company secretary of a listed entity should be

… the fact that we follow this recommendation:

☐

an explanation why that is so in our Corporate

1.4

accountable directly to the board, through the chair,

☒ in our Corporate Governance Statement OR

☐

Governance Statement OR

on all matters to do with the proper functioning of the

board.

☐ at [insert location]

we are an externally managed entity and this

recommendation is therefore not applicable

CORPORATE GOVERNANCE STATEMENT

We have followed the recommendation in full for the

We have NOT followed the recommendation in full

Corporate Governance Council recommendation

for the whole of the period above. We have

whole of the period above. We have disclosed …

disclosed …4

A listed entity should:

(a)

have a diversity policywhich includes

… the fact that we have a diversity policy that complies

requirements for the board or a relevant

with paragraph (a):

committee of the board to set measurable

☐ in our Corporate Governance Statement OR

objectives for achieving gender diversity and to

assess annually both the objectives and the

☐ at [insert location]

entity's progress in achieving them;

(b) disclose that policy or a summary of it; and

… and a copy of our diversity policy or a summary of it:

☐ at [insert location]

(c) disclose as at the end of each reporting period

☒ an explanation why that is so in our Corporate

the measurable objectives for achieving gender

… and the measurable objectives for achieving gender

1.5

diversity set by the board or a relevant committee

diversity set by the board or a relevant committee of the

Governance Statement OR

of the board in accordance with the entity's

board in accordance with our diversity policy and our

☐ we are an externally managed entity and this

diversity policy and its progress towards

progress towards achieving them:

achieving them and either:

☐ in our Corporate Governance Statement OR

recommendation is therefore not applicable

(1) the respective proportions of men and

women on the board, in senior executive

☐ at [insert location]

positions and across the whole organisation

(including how the entity has defined "senior

… and the information referred to in paragraphs (c)(1) or

(2):

executive" for these purposes); or

☐ in our Corporate Governance Statement OR

(2) if the entity is a "relevant employer" under the

Workplace Gender Equality Act, the entity's

☐ at [insert location]

most recent "Gender Equality Indicators", as

defined in and published under that Act.

A listed entity should:

… the evaluation process referred to in paragraph (a):

(a) have and disclose a process for periodically

☒ in our Corporate Governance Statement OR

☐ an explanation why that is so in our Corporate

evaluating the performance of the board, its

☐ at [insert location]

1.6

committees and individual directors; and

Governance Statement OR

(b)

disclose, in relation to each reporting period,

… and the information referred to in paragraph (b):

☐ we are an externally managed entity and this

whether a performance evaluation was

☐ in our Corporate Governance Statement OR

recommendation is therefore not applicable

undertaken in the reporting period in accordance

with that process.

☐ at [insert location]

CORPORATE GOVERNANCE STATEMENT

We have followed the recommendation in full for the

We have NOT followed the recommendation in full

Corporate Governance Council recommendation

for the whole of the period above. We have

whole of the period above. We have disclosed …

disclosed …4

A listed entity should:

… the evaluation process referred to in paragraph (a):

(a) have and disclose a process for periodically

☒ in our Corporate Governance Statement OR

☐ an explanation why that is so in our Corporate

evaluating the performance of its senior

☐ at [insert location]

1.7

executives; and

Governance Statement OR

(b) disclose, in relation to each reporting period,

… and the information referred to in paragraph (b):

☐ we are an externally managed entity and this

whether a performance evaluation was

☐ in our Corporate Governance Statement OR

recommendation is therefore not applicable

undertaken in the reporting period in

☐ at [insert location]

accordance with that process.

PRINCIPLE 2 - STRUCTURE THE BOARD TO ADD VALUE

[If the entity complies with paragraph (a):]

The board of a listed entity should:

… the fact that we have a nomination committee that

(a) have a nomination committee which:

complies with paragraphs (1) and (2):

☐ in our Corporate Governance Statement OR

(1) has at least three members, a majority of

whom are independent directors; and

☐ at [insert location]

(2) is chaired by an independent director,

and disclose:

… and a copy of the charter of the committee:

☐ at [insert location]

(3) the charter of the committee;

(4) the members of the committee; and

… and the information referred to in paragraphs (4) and

☒ an explanation why that is so in our Corporate

(5) as at the end of each reporting period, the

(5):

☐ in our Corporate Governance Statement OR

Governance Statement OR

2.1

number of times the committee met

☐ we are an externally managed entity and this

throughout the period and the individual

☐ at [insert location]

attendances of the members at those

recommendation is therefore not applicable

meetings; or

[If the entity complies with paragraph (b):]

(b) if it does not have a nomination committee,

… the fact that we do not have a nomination committee

disclose that fact and the processes it employs

and the processes we employ to address board

to address board succession issues and to

succession issues and to ensure that the board has the

ensure that the board has the appropriate

appropriate balance of skills, knowledge, experience,

balance of skills, knowledge, experience,

independence and diversity to enable it to discharge its

independence and diversity to enable it to

duties and responsibilities effectively:

discharge its duties and responsibilities

☒ in our Corporate Governance Statement OR

effectively.

☐ at [insert location]

We have followed the recommendation in full for the

We have NOT followed the recommendation in full

Corporate Governance Council recommendation

for the whole of the period above. We have

whole of the period above. We have disclosed …

disclosed …4

A listed entity should have and disclose a board skills

… our board skills matrix:

☒

an explanation why that is so in our Corporate

2.2

matrix setting out the mix of skills and diversity that

☐ in our Corporate Governance Statement OR

☐

Governance Statement OR

the board currently has or is looking to achieve in its

☐ at [insert location]

we are an externally managed entity and this

membership.

recommendation is therefore not applicable

… the names of the directors considered by the board to

A listed entity should disclose:

be independent directors:

☒ in our Corporate Governance Statement OR

(a) the names of the directors considered by the

board to be independent directors;

☐ at [insert location]

(b) if a director has an interest, position, association

… and, where applicable, the information referred to in

☐

2.3

or relationship of the type described in Box 2.3

paragraph (b):

an explanation why that is so in our Corporate

but the board is of the opinion that it does not

compromise the independence of the director,

☐ in our Corporate Governance Statement OR

Governance Statement

the nature of the interest, position, association

☒ in annual report

or relationship in question and an explanation of

… and the length of service of each director:

why the board is of that opinion; and

(c) the length of service of each director.

☐ in our Corporate Governance Statement OR

☒ in annual report

… the fact that we follow this recommendation:

☐

an explanation why that is so in our Corporate

2.4

A majority of the board of a listed entity should be

☒ in our Corporate Governance Statement OR

☐

Governance Statement OR

independent directors.

☐ at [insert location]

we are an externally managed entity and this

recommendation is therefore not applicable

The chair of the board of a listed entity should be an

… the fact that we follow this recommendation:

☒

an explanation why that is so in our Corporate

2.5

☐ in our Corporate Governance Statement OR

Governance Statement OR

independent director and, in particular, should not be

☐

the same person as the CEO of the entity.

☐ at [insert location]

we are an externally managed entity and this

recommendation is therefore not applicable

A listed entity should have a program for inducting new

… the fact that we follow this recommendation:

☐

an explanation why that is so in our Corporate

directors and provide appropriate professional

2.6

development opportunities for directors to develop and

☒ in our Corporate Governance Statement OR

☐

Governance Statement OR

maintain the skills and knowledge needed to perform

☐ at [insert location]

we are an externally managed entity and this

their role as directors effectively.

recommendation is therefore not applicable