Atlantic Lithium Limited — Governance Information 2023

Sep 27, 2023

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ASX Corporate Governance Statement of Atlantic Lithium Limited ACN 127 215 132

This Corporate Governance Statement ( CGS ) sets out Atlantic Lithium Limited’s ( Atlantic or the Company ) compliance with the ASX Corporate Governance Council’s Principles and Recommendations, 4[th] edition (the Recommendations ).

The Company’s Board is committed to a high standard of corporate governance practices, ensuring that the Company complies with the Corporations Act 2001 (Cth), ASX Listing Rules, Company Constitution and other applicable laws and regulations.

The Company fully complies with most of the Recommendations. Where the Company’s corporate governance practices depart from those set out in a Recommendation, after due consideration, the Board has offered full disclosure and reason for adoption of its own practice.

The Company is dual-listed on ASX and AIM and also complies with the QCA Corporate Governance Code as published by the Quoted Companies Alliance.

This CGS was approved by the Board of Atlantic Lithium Limited on 28 September 2023 and is effective as at 28 September 2023 and is in addition to the Company’s Appendix 4G.

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		Principle	Compliance	Disclosure
			(Yes/No)
1. 1.1	Lay solid foundations for management and oversight A listed entity should have and disclose a board charter setting out:		Yes	The Company has adopted a Board Charter, which sets out the respective roles and responsibilities of its board and management and those matters expressly reserved to the Board and those delegated to management.
	(1)	the respective roles and responsibilities of its board and management; and		A copy of the Company’s Board Charter is available on the Company’s website.
	(2)	those matters expressly
		reserved to the board and
		those delegated to
		management.
1.2	A listed entity should: (1) undertake appropriate checks before appointing a person, or putting forward to security holders a		Yes	The Company has established a Nomination and Remuneration Committee and has available on its website, theCharter of the Nomination and Remuneration Committee, the current members of which are:
		candidate for election, as a
		director; and		• Patrick Brindle (Chairman of the
	(2)	provide security holders		Committee)
		with all material
		information in its		• Neil Herbert; and
		possession relevant to a
		decision on whether or not to elect or re-elect a		• Kieran Daly.
		director.		The Nomination and Remuneration
				Committee isresponsible for identifying
				suitable candidates from diverse backgrounds
				for appointment to the Board, Management or
				senior executive positions and undertaking
				appropriate checks on candidates for Board or
				senior executive positions, including as to the
				person’s character, experience, education,
				criminal history and bankruptcy.
				All information relevant to a decision to elect
				or re-elect a Director is provided to security
				holders in a notice of meeting pursuant to
				which a resolution to elect or re-elect a
				Director is to be voted upon.

A full description of responsibilities is contained within Section 8 of the Charter.

1.3	A listed entity should have a written agreement with each	Yes	The Company has written agreements in place with each of its current directors and executives
	director and senior executive setting out the terms of their		setting out the terms of their appointment.
	appointment.

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		Principle	Compliance	Disclosure
			(Yes/No)
1.4	The company secretary of a listed entity should be accountable		Yes	The responsibilities of the Company Secretary are set out in theBoard Charter. The role of
	directly to the board, through the chair, on all matters to do with the			the Company Secretary is to support the effectiveness of the Board and the Committees.
	proper	functioning of the board.		The Company Secretary is accountable directly
				to the Board in the performance of this role.
1.5	A listed entity should: (1) have and disclose a		No	The Board recognises the importance of diversity in the workplace.
	(2)	diversity policy; through its board or committee of the board set measurable objectives for achieving gender diversity		The Company has adopted a Diversity Policy which management will develop for approval by the Board, as appropriate, measurable objectives for achieving gender diversity.
		in the composition of its board, senior executives and workforce generally; and		Due to the current small size of the Company’s staff and the limited scope of its operations, the Company has not developed measurable objectives or made formal disclosures in
	(3)	disclose in relation to each		accordance with Recommendation 1.5.
		reporting period:
		(1) the measurable
		objectives for
		achieving gender
		diversity;
		(2) the entity’s progress
		towards achieving
		those objectives;
		and
		(3) eitherthe respective
		proportions of men
		and women on the
		board, in senior
		executive positions
		and across the whole
		organization
		(including how the
		entity has defined
		"senior executive" for
		these purposes); or
		(4) if the entity is a
		“relevant employer”
		under the Workplace
		Gender Equality Act,
		the entity’s most
		recent “Gender
		Equality Indicators”,
		as defined in and
		published under that
		Act.

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		Principle	Compliance (Yes/No)	Disclosure
1.6	A listed entity should: (1) have and disclose a process for periodically evaluating the performance of the board,		No	As at this time, due to the small size of the Company and limited scope of its operations, the Company does not have an established process for evaluation of the Board, Board Committees or individual directors.
	(2)	its committees and individual directors;and disclose, in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in		The Company intends to form a Corporate Governance Committee responsible for reviewing and monitoring the composition and performance of the Board, having regard to the evolving complexity of the Company’s activities and operations.
		accordance with that
		process.
1.7	A listed entity should: (1) have and disclose a process for periodically evaluating the performance of its senior		Yes	The Company has established a Nomination and Remuneration Committee and has available on its website, theCharter of the Nomination and Remuneration Committee, the current members of which are:
		executives;and
	(2)	disclose, in relation to each reporting period, whether a		• Patrick Brindle (Chairman of the Committee)
		performance evaluation
		was undertaken in the		• Neil Herbert; and
		reporting period in
		accordance with that		• Kieran Daly.
		process.
				The Nomination and Remuneration
				Committee reviews the performance of senior
				executives on at least an annual basis in
				conjunction with the recommendation of
				annual bonuses and any changes to
				remuneration. The Committee also
				determines and agrees with the Board the
				framework or broad policy for the
				remuneration of the Company’s Chief
				Executive, the Chairman of the Company, the
				Company's executive directors, the Company
				Secretary and such other members of senior
				management as it is designated to consider.
2.	Structure the Board to add		No	As noted above, the Company has
	value			established a Nomination and Remuneration
2.1	The board of a listed entity should:			Committee.
	(1)	have a nomination committee which:		The Company discloses that it does not, at this time satisfy Principle 2.1.
		(1) has at least three
		members, a majority		Since the resignation of Stuart Crow on 13
		of whom are		June 2023, the Company does not presently

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	Principle	Compliance (Yes/No)	Disclosure
	independent		have any independent directors.
	directors; and		Consequently there are presently no
	(2) is chaired by an		independent directors and accordingly the
	independent		majority of the members of the Nomination
	director,		and Remuneration Committee cannot be
	and disclose:		independent directors.
	(3) the charter of the committee;		The number of times the Committee met
	(4) the members of the committee; and (5) as at the end of each reporting period, the number of times the committee met throughout the		throughout the reporting period and the individual attendance of the Committee’s members at the meetings is set out in the Company’s annual report.The Company website provides a copy of the Charter of the Nomination and Remuneration Committee which lists out the duties of the committee members.
	period and the
	individual
	attendances of the
	members at those
	meetings; or
(2)	if it does not have a
	nomination committee,
	disclose that fact and the
	processes it employs to
	address board succession
	issues and to ensure that
	the board has the
	appropriate balance of
	skills, knowledge,
	experience, independence
	and diversity to enable it to
	discharge its duties and
	responsibilities effectively.

2.2	A listed entity should have and disclose a board skills matrix	Yes	Maintaining a balance of experience and skills is an important factor in the Company’s Board
	setting out the mix of skills that the board currently has or is looking to achieve in its membership.		composition. The Board is currently comprised of seasoned industry professionals with combined qualifications, skills, and experience.
			A skills matrix describing the collective skills
			that the Board should possess is contained
			within the Board Charter.

The Company discloses a board skills matrix in the Corporate Governance Summary in its 2023 Annual Report. The Board of Atlantic is mindful of the need to review its skills and capabilities as the Company continues to expand and grow its operations and will consider adding further

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		Principle	Compliance (Yes/No)	Disclosure
				relevant skills to the Board in due course via
				training and / or the appointment of additional
				Directors.
2.3	A listed entity should disclose: (1) the names of the directors considered by the board to be independent directors; (2) if a director has an interest, position or relationship of the type described in Box 2.3 but the board is of the opinion that it does not compromise the independence of the		Yes	The Company reports that Mr Stuart Crow (appointed on 1 February 2013 and resigned 13 June 2023) was considered to be an independent director. The Board considers that Mr Crow is free from any interest, position, association or relationship that might influence, or reasonably be perceived to influence, the independent exercise of his judgement and that Mr Crow is able to fulfil the role of independent Director for the purpose of the ASX Recommendations.
		director, the nature of the interest, position or relationship in question		Following the resignation of Mr Crow, the Board does not have any independent directors.
		and an explanation of why
		the board is of that opinion; and		The Company has in place, a Policy for assessing the independence of Directors.
	(3)	the length of service of		The Policy lists examples of interests,
		each director.		positions, associations, and relationships that
				might cause doubts about the independence
				of a Director. The Policy notes that on a case
				by case basis, themateriality of the interest,
				position, association or relationship needs to be
				assessed to determine whether it might
				interfere, or might reasonably be seen to
				interfere, with the Director’s capacity to bring an
				independent judgement to bear on issues
				before the board and to act in the best interests
				of the Company and its security holders
				generally.
				The length of service of each director who was
				a director for the 2023 financial year is as
				follows:
				- Neil Herbert - appointed on 12
				February 2015;
				- Len Kolff - appointed on 29 March
				2022;
				- Amanda Harsas - appointed on 11
				March 2022;
				- Stuart Crow - appointed on 1 February
				2013 and resigned 13 June 2023;

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Principle Compliance Disclosure (Yes/No)

• Kieran Daly - appointed on 9 April 2019;

• Christelle van der Merwe - appointed on 30 November 2020;

• Keith Muller – appointed 31 May 2023;

• Patrick Brindle – appointed 31 May 2023.

• 2.4 A majority of the board of a listed No The Board does not consist of a majority of entity should be independent independent Directors. directors.

The Board of Atlantic consists of:

• Neil Herbert – Executive Chairman

- Keith Muller – Chief Executive Officer
(Executive Director)
- Len Kolff - Head of Business
Development and Chief Geologist
(Executive Director)
- Amanda Harsas - Finance Director and
Company Secretary (Executive
Director)
- Kieran Daly - Non-Executive Director
- Christelle van der Merwe - Non-
Executive Director
- Patrick Brindle – Non-Executive
Director
The Board believe that the individuals on the
Board can and do make quality and
independent judgements in the best interests of
the Company and other stakeholders
notwithstanding that they are not independent
directors in accordance with the criteria in the
recommendations. The Board considers that its
composition is appropriate to the Company’s
current size and operational structure, the
Directors’ experience and their collective
knowledge of the Company’s assets and non-
compliance by the Company with this
recommendation will not be detrimental to the
Company or its Shareholders.

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	Principle	Compliance (Yes/No)	Disclosure
			Given the imminent changes to the Company’s
			operations as it moves from being an
			exploration company to a development
			company and ultimately to commercial
			production the Company is actively looking to
			identify suitable candidates for appointment as
			independent directors.
			.
2.5	The chair of the board of a listed	No	The Company discloses that it does not, at
	entity should be an independent		this time, align to Principle 2.5.
	director and, in particular, should not be the same person as the CEO of the entity.		Following of the passing of the Company’s Chief Executive Officer, Vincent Mascolo, in March 2022 Mr Neil Herbert, formerly Non-
			Executive Chairman, was appointed to the
			role of Executive Chairman on 22 April 2022
			and is therefore not considered an
			independent director.
			Mr Herbert is not the current CEO or previous
			CEO of the Company.
2.6	A listed entity should have a program for inducting new directors and for periodically reviewing whether there is a need for existing directors to undertake professional development to maintain the skills and knowledge	Yes	The Nomination and Remuneration Committee is responsible implementing a program for inducting new Directors and providing appropriate professional development opportunities for Directors to develop and maintain the skill and knowledge required to perform their roles effectively.
	needed to perform their role as directors effectively.		Additionally, the Company encourages and recommends each of its Directors’ to attend
			relevant external seminars, conferences and
			educational programs for expanding their
			knowledge base and professional skills. Where
			practical, Directors are also encouraged to
			attend international resource conferences
			where the Company has a presence or is
			presenting. In this way Directors are available
			to meet with any shareholders, potential
			investors, business partners, governmental
			officials, other industry participants and follow
			any relevant regulatory, technological and / or
			commercial developments.
3.	Instil a culture of acting lawfully, ethically and responsibly	Yes	The Company’s Code of Conduct sets out the standard which the Board, management and employees of Atlantic are encouraged to
3.1	A listed entity should articulate

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Principle	Compliance (Yes/No)	Disclosure
and disclose its values;		comply with when dealing with each other,
		shareholders, and the broader community.
		Via the Code of Conduct, the Company
		advocates the following principles be adopted
		and followed by all of its personnel:

				(a) to conduct business with
				honesty, integrity, and fairness;
				and
				(b) to comply with all relevant laws
				and regulations applicable to it.
3.2	A listed entity should: (1) Have and disclose a code of conduct for its directors, senior executives and employees; and (2) ensure that the board or a		Yes	The Company’s Code of Conduct is contained within its Board Charter Corporate Governance Policy and is available on its website. The Company’s Code of Conduct applies to all members of the Board, management and employees of Atlantic.
		committee of the board is informed of any material breaches of that code		Any breach of compliance with the Code is to be reported to theChief Executive Officer, Managing Director or Chairperson, as
				appropriate.
3.3	A listed entity should: (1) have and disclose a whistleblower policy; and (2) ensure that the board or a		Yes	The Company has a Whistleblower Policy available on its website. Any material incidents reported under the Policy are reported to the Board.
		committee of the board is
		informed of any material
		incidents reported under
		that policy.
3.4	A listed entity should: (1) have and disclose an anti- bribery and corruption policy; and (2) ensure that the board or a		Yes	The Company has an Anti-bribery and Corruption Policy available on its website. Any material incidents reported under the Policy are reported to the Board as soon as possible.
		committee of the board is informed of any material breaches of that policy.		The Policy applies to all members of the Company Group and covers all laws relevant to countering bribery and corruption in all
				jurisdictions in which the Company Group
				operates.

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		Principle	Compliance (Yes/No)	Disclosure
4. 4.1	Safeguard integrity in financial reporting The board of a listed entity should: (1) have an audit committee which:		No	The Company discloses that it does not, at this time, align to Principle 4.1. Since the resignation of Stuart Crow on 13 June 2023, the Company does not presently have any independent directors. Consequently there are presently no independent directors and
		(1) has at least three		not all directors of the Audit & Risk
		members, all of		Committee can be independent directors.
		whom are non-
		executive directors		The Charter of the Audit and Risk Committee
		and a majority of whom are independent directors;and		does however stipulate that the members of the committee should ideally, so far as is practicable given the size and the nature of the operations of the Company, comprise of
		(2) is chaired by an		non-executive directors who are a majority
		independent		independent of management and free from
		director, who is not chair of the board,		any business or other relationship which could interfere with the exercise of their
		and disclose:		independent judgement.
		(3) the charter of the		The committee comprises:
		committee
		(4) the relevant		(a) Kieran Daly (Chairman of the
		qualifications and		Committee)
		experience of the
		members of the committee;and		(b) Neil Herbert; and
		(5) in relation to each reporting period,the		(c) Patrick Brindle.
		number of times the
		committee met		The Audit and Risk Committee is Chaired by Mr
		throughout the		Kieran Daly. The Charter of the Audit and Risk
		period and the		Committee is available on the Company
		individual		Website. The relevant qualifications and
		attendances of the		experience of the members of the committee
		members at those		are disclosed on the Company website.
		meetings; or
	(2)	If it does not have an audit		The number of times the Committee met
		committee, disclose the		throughout the reporting period and the
		fact that the processes it		individual attendance of the Committee’s
		employs that		members at the meetings is set out in the
		independently verify and		Company’s annual report.
		safeguard the integrity of
		its corporate reporting,
		including the processes for
		the appointment and
		removal of the external
		auditor and the rotation of
		the audit engagement
		partner.
4.2	The board of a listed entity should, before it approves the entity's		Yes	The Board relies on Management accountability for the Company’s financial

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	Principle	Compliance (Yes/No)	Disclosure
	financial statements for a financial		statements and reports for a financial period
	period, receive from its CEO and		and requires the CEO/CFO/Company
	CFO a declaration that, in their		Secretary to provide declarations that in their
	opinion, the financial records of		opinion, the financial records and reports
	the entity have been properly		have been properly maintained and
	maintained and that the financial		presented and comply with appropriate
	statements comply with the		accounting standards, giving a true and fair
	appropriate accounting standards		view, in all material respects of the financial
	and give a true and fair view of the		position and performance of the Company
	financial position and performance		and its entities.
	of the entity and that the opinion
	has been formed on the basis of a
	sound system of risk management
	and internal control which is
	operating effectively.
4.3	A listed entity should disclose its process to verify the integrity of any periodic corporate report it releases to the market that is not	Yes	As per the Audit and Risk Committee Charter, the Audit Committee’s functions include ensuring thatthat any periodic corporate reports that are not audited are
	audited or reviewed by an external auditor.		materially accurate, balanced and provide investors with appropriate information to make
			informed investment decisions. Furthermore, all
			non-audit services approved by or on behalf
			of the Committee are disclosed in periodic
			reports of the Company.
5.	Make timely and balanced disclosure	Yes	The Company has an Ethics and Continuous Disclosure Policy that outlines the processes
5.1	A listed entity should have and disclose a written policy for complying with its continuous disclosure obligations under listing rule 3.1.		to be followed by the Company to ensure compliance with its continuous disclosure obligations and the corporate governance standards applied by the Company in its communications to the market. The Continuous Disclosure Policy is available on
			the Company’s website.
5.2	A listed entity should ensure that its board receives copies of all material market announcements	Yes	Under the Company’s Ethics and Continuous Disclosure Policy, the Chairperson, Managing Director or CEO and Company
	promptly after they have been made.		Secretary are responsible for overseeing the continuous disclosure process to ensure
			timely and balanced disclosures and that the
			Company has an effective process for
			communicating with shareholders, other
			stakeholders and the public. The Company
			ensures that its board receives copies of all
			material market announcements promptly
			after they have been made.
5.3	A listed entity that gives a new and substantive investor or	Yes	The Company will release a copy of presentation materials on the ASX Market
	analyst presentation should		Announcements Platform prior to giving a

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	Principle	Compliance (Yes/No)	Disclosure
	release a copy of the presentation		new and substantive investor or analyst
	materials on the ASX Market		presentation.
	Announcements Platform ahead
	of the presentation.
6.	Respect the rights of security holders	Yes	Information about the Company and its operations is available on the Company
6.1	A listed entity should provide information about itself and its governance to investors via its website.		website. Information about the Company’s corporate governance (including links to the Company’s corporate governance policies and charters) can be accessed from the Company website.
6.2	A listed entity should have an investor relations program that facilitates effective two-way communication with investors.	Yes	The Company has undertaken a number of beneficial shareholder searches in order to understand the make-up of its register for communication and engagement purposes.
			The Company engages with its shareholder
			base (and other interested parties) via social
			media, attending investor conferences and
			regular reporting.
			The Company has a Corporate Ethics and
			Continuous Disclosure Policy that outlines
			the processes followed by the Company to
			ensure communication with shareholders and
			the investment community is effective,
			consistent and adheres to the principles of
			continuous disclosure. The Corporate Ethics
			and Continuous Disclosure Policy is available
			on the Company Website.
6.3	A listed entity should disclose how it facilitates and encourages participation at meetings of security holders.	Yes	Shareholders are encouraged to participate at all annual general meetings (AGM) and other general meetings of the Company. Shareholders are given the option to attend, appoint a proxy to attend or record their votes in
			a proxy form sent to the Company Secretary.
			The Company uses its AGM as an opportunity
			to further engage with its shareholders and
			seek their input on the management of the
			Company. The Company will undertake a
			number of steps to seek to maximise
			shareholders’ ability to participate in the AGM
			process by:
			a) making Directors, members of
			Management and the external auditor
			available at the AGM;
			b) allowing shareholders in attendance at
			the AGM a reasonable opportunity to
			ask questions regarding the items of

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		Principle	Compliance (Yes/No)	Disclosure
				business, including questions to the
				external auditor regarding the conduct
				of the audit and the preparation and
				content of the auditor’s report; and
				c) providing shareholders who are unable
				to attend the AGM with an opportunity
				to submit questions in advance of the
				AGM.
6.4	A listed entity should ensure that all substantive resolutions at a		Yes	The Company’s Constitution provides flexibility for substantive resolutions to be decided by a
	meeting of security holders are decided by a poll rather than by a show of hands.			poll. It states that every question to be decided by any Meeting shall be decided by a majority on a show of hands by persons present who
				are Members, or proxies or attorneys or
				Corporate Representatives entitled to act
				pursuant to this Constitution, unless
				immediately on the declaration of the result of
				the show of hands a poll be directed by the
				Chairman of the Meeting.
				The Company considers that these
				requirements adequately protect the interests of
				shareholders.
6.5	A listed entity should give security holders the option to receive communications from, and send communications to, the entity and its security registry electronically.		Yes	The Company is committed to maintaining its website with general information about the Company and its operations and information specifically targeted at keeping the Company’s Shareholders informed about the Company.
				The Company gives Shareholders the option to
				receive communications from, and send
				communications to, the Company and its Share
				Registry electronically.
7. 7.1	Recognise and manage risk The board of a listed entity should: (1) Have a committee or committees to oversee risk, each of which:		No	The Company discloses that it does not, at this time, align to Principle 7.1. Since the resignation of Stuart Crow on 13 June 2023, the Company does not presently have any independent directors. Consequently there are presently no independent directors and
		(1) Has at least three		accordingly the majority of the members of
		members, a majority		the Audit and Risk Committee cannot be
		of whom are		independent directors.
		independent
		directors; and		The Company’s Audit and Risk Committee
		(2) Is chaired by an		consists of three members, a majority of
		independent		whom are non-executive Directors. The
		director,		committee comprises:
		and disclose:
		(3) The charter of the

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		Principle	Compliance (Yes/No)	Disclosure
		committee;		(a) Mr Kieran Daly – Non-Executive
		(4) The members of the		Director (Chairman of the
		committee; and		Committee);
		(5) As at the end of
		each reporting period, the number of times the		(b) Mr Neil Herbert – Executive Chairman; and
		committee met
		throughout the period and the		(c) Mr Patrick Brindle –Non- Executive Director.
		individual
		attendances of the		The Charter of the Audit Committee is available
		members at those		on the Company Website. The relevant
		meetings; or		qualifications and experience of the members of
	(2)	If it does not have a risk committee or committees		the committee are disclosed on the Company website.
		that satisfy (a) above, disclose that fact and the		The number of times the Committee met
		processes it employs for overseeing the entity’s risk management framework.		throughout the reporting period and the individual attendance of the Committee’s members at the meetings is set out in the Company’s annual report.
7.2	The board or a committee of the		Yes	The Board and the Company’s management
	board	should:		adopt a conservative approach to the
	(1)	Review the entity’s risk management framework at least annually to satisfy		management of the risks facing the Company, having regard to the present size and scale of its operations.
	(2)	itself that it continues to be sound and that the entity is operating with due regard to the risk appetite set by the board; and Disclose, in relation to each reporting period, whether such a review has taken place.		The Company’s Audit and Risk Committee is responsible for reviewing the Company’s risk management framework at least annually to satisfy itself that it continues to be sound and that the Company is operating with due regard to the risk appetite set by the Board. The Company’s Audit and Risk Committee is also responsible for ensuring the development and maintenance of an
				appropriate risk management policy
				framework that will provide guidance to
				Management in implementing appropriate
				risk management practices throughout the
				Company's operations, practices and
				systems and overseeing this framework.
7.3	A listed entity should disclose: (1) If it has an internal audit function, how the function is structured and what role it performs; or (2) If it does not have an		Yes	Given its current size and operational structure the the Company does not have an internal audit function. The Company’s Audit and Risk Committee is responsible for monitoring and reviewing the effectiveness of the Company's internal audit function in the
		internal audit function, that
		fact and the processes it

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		Principle	Compliance (Yes/No)	Disclosure
		employs for evaluating and		context of the Company's overall risk
		continually improving the		management system.
		effectiveness of its
		governance, risk manage
		and internal control
		processes.
7.4	A listed entity should disclose whether it has any material exposure to environmental or social risks and, if it does, how it manages or intends to manage those risks.		Yes	The Company has adopted an Environmental, Social and Governance or “ESG” Policy.The Company iscommitted to managing its impact on the environment and its resources, as well as developing and maintaining strong relationships with the
				communities in which it operates. Atlantic
				recognises that all of the Company’s
				stakeholders, inclusive of its employees, local
				communities and others, have a right to
				expect the Company commit to delivering on
				its ESG responsibilities. Accordingly, the
				Company has set out in its ESG policies the
				environmental, social and governance
				responsibilities which it will strive to achieve.
8. 8.1	Remunerate fairly and responsibly The board of a listed entity should: (1) have a remuneration committee which:		No	The Company discloses that it does not, at this time, align to Principle 8.1. Since the resignation of Stuart Crow on 13 June 2023, the Company does not presently have any independent directors. Consequently there are presently no independent directors and
		(1) has at least three		accordingly the majority of on the members
		members, a majority		of the Audit and Risk Committee cannot be
		of whom are		independent directors.
		independent
		directors; and		The Company’s Nomination and
		(2) is chaired by an		Remuneration committee consists of:
		independent
		director, and disclose: (3) the charter of the		• Patrick Brindle (Chairman of the Committee)
		committee; (4) the members of the		• Neil Herbert; and
		committee; and
		(5) as at the end of		• Kieran Daly.
		each reporting period, the number of times the		The number of times the Committee met throughout the reporting period and the
		committee met		individual attendance of the Committee’s
		throughout the		members at the meetings is set out in the
		period and the		Company’s annual report.The Company
		individual		website provides a copy of the Charter of the
		attendances of the		Nomination and Remuneration Committee
		members at those
		meetings; or

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	Principle	Compliance (Yes/No)	Disclosure
	(2) if it does not have a remuneration committee,		which lists out the duties of the committee members.
	disclose that fact and the
	processes it employs for
	setting the level and
	composition of
	remuneration for directors
	and senior executives and
	ensuring that such
	remuneration is
	appropriate and not
	excessive.
8.2	A listed entity should separately disclose its policies and practices regarding the remuneration of non-executive directors and the	Yes	The Company’s Nomination and Remuneration Policy sets out the process for remuneration of non-executive directors and the remuneration of executive directors and
	remuneration of executive		other senior executives.
	directors and other senior
	executives.
8.3	A listed entity which has an equity- based remuneration scheme	Yes	The Company has an Employee Share and Option Plan pursuant to which employees
	should:		including executives have been issued
	(1) have a policy on whether participants are permitted to enter into transactions		options. The Company also has a Performance Rights Plan pursuant to which it has issued performance rights to executives.
	(whether through the use of derivatives or otherwise) which limit the economic risk of participating in the		The Board has adopted a Trading Policy that governs whether a transaction is permitted by any Director or executive.
	scheme; and
	(2) disclose that policy or a
	summary of it.

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