ATOMO DIAGNOSTICS LIMITED — Governance Information 2020

Apr 13, 2020

ATOMO DIAGNOSTICS LIMITED (ACN 142 925 684)

Corporate Governance Statement

This Corporate Governance Statement is current as at 31 March 2020.

In February 2020, Atomo Diagnostics Limited ( Atomo ) converted from being a private company to being a public company. In recognition of Atomo’s increased responsibilities as a public company and its intention to submit an application for admission to the Official List of the Australian Securities Exchange, in early 2020, Atomo refreshed its Board of Directors, expanded its executive team and significantly enhanced its governance framework. Atomo’s Board is committed to continuing this work and bringing Atomo’s governance practices into alignment with each of the recommendations set by the ASX Corporate Governance Council in the 4[th] edition of its Corporate Governance Principles and Recommendations ( Recommendations ).

This Corporate Governance Statement discloses the extent to which Atomo will, as at the date it is admitted to the official list of the ASX, follow the Recommendations. The Recommendations that will not be followed have been identified and reasons for not following them have been provided. All Charters and Policies referenced in this Statement are available on Atomo’s website.

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RECOMMENDATION COMMENT
PRINCIPLE 1 - LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT
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RECOMMENDATION COMMENT	RECOMMENDATION COMMENT	RECOMMENDATION COMMENT
PRINCIPLE 1 - LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT
1.1	A listed entity should have and disclose a board charter setting out: (a) the respective roles and responsibilities of its board and management; and (b) those matters expressly reserved to the board and those delegated to management.	The Board has adopted a written Board Charter which sets out those matters expressly reserved to the Board and those delegated to management. The Board Charter is available on Atomo’s website. The Board is responsible for the overall operation and stewardship of Atomo. The Board's objectives are to advance Atomo’s strategic direction in all of its day to day activities in a way that: (a) provides clear accountability; (b) protects the rights and interests of shareholders and other stakeholders; (c) provides for proper management of Atomo’s assets; (d) supports the achievement of Atomo’s fiduciary, environmental, health, safety, social and other obligations; (e) preserves and enhances Atomo’s reputation and standing in the community; and (f) supports the achievement of shareholder value within a framework of appropriate risk assessment andmanagement.

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In general, the Board is responsible for, and has the authority to determine, all matters relating to Atomo’s planning, policies and practices. The Board is responsible for Atomo’s overall corporate governance and successful operation. It establishes goals for management and ensures that Atomo is managed in a manner consistent with the agreed objectives. The Managing Director is appointed by the Board and is responsible for the ongoing management of Atomo in accordance with the strategy, policies and programs approved by the Board. The Board may replace the Managing Director where necessary. The Board formally delegates to the Managing Director the power to authorise all expenditure provided for in the budget previously approved by the Board, except: (a) Managing Director remuneration outside of normal monthly remuneration, which must be authorised by the Board; (b) business related expenses paid to the Managing Director, which must be authorised or ratified by the Board; and (c) the terms and conditions under which individuals are appointed to specific management roles bythe ManagingDirector,which must be approved bythe Board.	In general, the Board is responsible for, and has the authority to determine, all matters relating to Atomo’s planning, policies and practices. The Board is responsible for Atomo’s overall corporate governance and successful operation. It establishes goals for management and ensures that Atomo is managed in a manner consistent with the agreed objectives. The Managing Director is appointed by the Board and is responsible for the ongoing management of Atomo in accordance with the strategy, policies and programs approved by the Board. The Board may replace the Managing Director where necessary. The Board formally delegates to the Managing Director the power to authorise all expenditure provided for in the budget previously approved by the Board, except: (a) Managing Director remuneration outside of normal monthly remuneration, which must be authorised by the Board; (b) business related expenses paid to the Managing Director, which must be authorised or ratified by the Board; and (c) the terms and conditions under which individuals are appointed to specific management roles bythe ManagingDirector,which must be approved bythe Board.	In general, the Board is responsible for, and has the authority to determine, all matters relating to Atomo’s planning, policies and practices. The Board is responsible for Atomo’s overall corporate governance and successful operation. It establishes goals for management and ensures that Atomo is managed in a manner consistent with the agreed objectives. The Managing Director is appointed by the Board and is responsible for the ongoing management of Atomo in accordance with the strategy, policies and programs approved by the Board. The Board may replace the Managing Director where necessary. The Board formally delegates to the Managing Director the power to authorise all expenditure provided for in the budget previously approved by the Board, except: (a) Managing Director remuneration outside of normal monthly remuneration, which must be authorised by the Board; (b) business related expenses paid to the Managing Director, which must be authorised or ratified by the Board; and (c) the terms and conditions under which individuals are appointed to specific management roles bythe ManagingDirector,which must be approved bythe Board.
1.2	A listed entity should: (a) undertake appropriate checks before appointing a director or senior executive or putting someone forward for election as a director; and (b) provide security holders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a director.	As part of Atomo’s application for admission to the Official List of ASX, each Director provided to Atomo a national criminal history check obtained from the Australian Federal Police and a search of the Australian National Personal Insolvency Index. In addition, each Director who had in the past 10 years been a resident of a country other than Australia, provided an equivalent national criminal history check and an equivalent national bankruptcy check for each country in which the Director resided. Each Director of Atomo also made, and provided to Atomo and ASX, a statutory declaration which included confirmation that the Director had not been the subject of any criminal or civil penalty proceedings or other enforcement action by any government agency in which they were found to have engaged in behaviour involving fraud, dishonesty, misrepresentation, concealment of material facts or breach of duty. Atomo’s Prospectus disclosed all material information in Atomo’s possession relating to each Director. In Atomo’s Board Charter, the Board commits to undertaking appropriate checks including character, experience, education, criminal record and bankruptcyhistory to determine

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whether or not to recommend a Director to shareholders for election or re-election or to
appoint a Director to fill a casual vacancy. The Charter also confirms the Board’s
commitment to providing shareholders with all material information in Atomo’s possession
relevant to a decision on whether or not to elect or re-elect a Director.
Under its Charter, the Board’s Nomination and Remuneration Committee (see
Recommendation 2.1 below), has responsibility for ensuring that appropriate checks are
undertaken before nominating an individual as a candidate for appointment to the Board.
Atomo will ensure that prior to appointing a senior executive, appropriate checks are
undertaken.
1.3 A listed entity should have a written agreement with Atomo has a written agreement with each Director and senior executive setting out the
each director and senior executive setting out the terms terms of their appointment.
of their appointment.
Each Executive Director and senior executive of Atomo has entered into a written
employment contract with Atomo or one of its group companies setting out the terms of their
employment.
The Board’s Nomination and Remuneration Committee is responsible for overseeing the
process of appointment and remuneration of Non-Executive Directors, the Managing
Director, the CFO (or equivalent), and other senior executives of Atomo.
1.4 The company secretary of a listed entity should be Atomo’s Board Charter provides that the Board has reserved to itself the appointment, and
accountable directly to the board, through the chair, on removal, of the Company Secretary and the determination of their remuneration and
all matters to do with the proper functioning of the board. conditions of service, including any financial incentives.
The Board Charter also provides that the Company Secretary is responsible for developing
and maintaining the information systems and processes required such that the Board can
fulfil its role and is directly accountable to the Board, through the Chair, on all matters
relating to the proper functioning of the Board.
The Board’s Nomination and Remuneration Committee is responsible for overseeing the
process of appointment and remuneration of the Company Secretary.
1.5 A listed entity should: Atomo has adopted a Diversity Policy which sets out Atomo’s commitment to diversity,
encouraging inclusive workplace practices and behaviours and fostering a work environment
(a) have and disclose a diversity policy;
that values the contributions of employees with diverse backgrounds, experiences and
(b) through its board or a committee of the board set
perspectives through improved awareness of the benefits of workforce diversity and
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	measurable objectives for achieving gender diversity in the composition of its board, senior executives and workforce generally; and (c) disclose in relation to each reporting period: (1) the measurable objectives set for that period for to achieve gender diversity; (2) the entity’s progress towards achieving those objectives; and (3) either: (A) the respective proportions of men and women on the board, in senior executive positions and across the whole organisation (including how the entity has defined “senior executive” for these purposes); or (B) 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.	successful management of diversity. Atomo’s Board Charter provides that the composition of the Board must demonstrate an appropriate mix of skills, experience, diversity and knowledge to discharge its responsibilities and objectives. The responsibilities of the Board’s Nomination and Remuneration Committee include: (a) identifying and evaluating the necessary and desirable skills, experience and diversity of the Board and Board Committees; (b) developing criteria for the selection of candidates for the Board in the context of the Board’s existing composition and structure in light of its desired mix of skills, experience and diversity; (c) identifying any deficiencies in the composition of the Board in light of its collective desired mix of skills, experience and diversity; (d) making recommendations to the Board on the appointment, re-election and removal of Directors in light of the Board's current skills, experience and diversity; and (e) developing a succession plan for the Board with a view to maintaining an appropriate balance of skills, experience and diversity. The Board is responsible for developing measurable objectives and strategies to meet the objectives of the Diversity Policy and to ensure that the Policy aligns with Atomo’s values including measurable objectives (such as numerical targets) for achieving gender diversity in the composition of the Board, Senior Executives and the workforce generally (Measurable Objectives). It is also responsible for reviewing annually both the Measurable Objectives and Atomo’s progress in achieving the Measurable Objectives, through the monitoring, evaluation and reporting mechanisms listed below. Atomo will conduct an annual review of the proportion of women and men employed by Atomo on the Board, in senior management positions and across the workforce generally and the results will be reported to the Board. In accordance with Recommendation 1.5, Atomo will report each year on the diversity objectives set by Atomo and progress towards achieving them and on the respective proportions of men and women on the board, in senior executive positions and across the whole organisation.

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1.6 A listed entity should: (a) have and disclose a process for periodically evaluating the performance of the board, its committees and individual directors; and (b) disclose, in relation to each reporting period, whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period. Atomo’s Board Charter provides that the Board will undertake an assessment and review of the performance of the Board, its Committees and individual Directors at least annually. Atomo’s Nomination and Remuneration Committee is responsible for reviewing and making recommendations to the Board in respect of the development and implementation of a process for evaluating the performance of the Board, Board committees and individual Directors. In accordance with Recommendation 1.6, Atomo will disclose the process adopted for evaluating the performance of the Board, its Committees and individual Directors and disclose in relation to each reporting period, whether or not a performance evaluation was undertaken in the reporting period in accordance with that process.	1.6 A listed entity should: (a) have and disclose a process for periodically evaluating the performance of the board, its committees and individual directors; and (b) disclose, in relation to each reporting period, whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period. Atomo’s Board Charter provides that the Board will undertake an assessment and review of the performance of the Board, its Committees and individual Directors at least annually. Atomo’s Nomination and Remuneration Committee is responsible for reviewing and making recommendations to the Board in respect of the development and implementation of a process for evaluating the performance of the Board, Board committees and individual Directors. In accordance with Recommendation 1.6, Atomo will disclose the process adopted for evaluating the performance of the Board, its Committees and individual Directors and disclose in relation to each reporting period, whether or not a performance evaluation was undertaken in the reporting period in accordance with that process.	1.6 A listed entity should: (a) have and disclose a process for periodically evaluating the performance of the board, its committees and individual directors; and (b) disclose, in relation to each reporting period, whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period. Atomo’s Board Charter provides that the Board will undertake an assessment and review of the performance of the Board, its Committees and individual Directors at least annually. Atomo’s Nomination and Remuneration Committee is responsible for reviewing and making recommendations to the Board in respect of the development and implementation of a process for evaluating the performance of the Board, Board committees and individual Directors. In accordance with Recommendation 1.6, Atomo will disclose the process adopted for evaluating the performance of the Board, its Committees and individual Directors and disclose in relation to each reporting period, whether or not a performance evaluation was undertaken in the reporting period in accordance with that process.
1.7 A listed entity should: (a) have and disclose a process for evaluating the performance of its senior executives at least once every reporting period; and (b) disclose for each reporting period, whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period. The Charter of Atomo’s Nomination and Remuneration Committee provides that the Committee will make recommendations to the Board on the criteria for the evaluation of the performance of the Managing Director and any other executive director. Atomo is committed to aligning its performance evaluation processes in respect of all senior executives with this recommendation. In accordance with Recommendation 1.7, Atomo will disclose for each reporting period the process adopted for periodically evaluating the performance of Atomo’s senior executives and whether or not a performance evaluation was undertaken in the reporting period in accordance with that process.
PRINCIPLE 2 - STRUCTURE THE BOARD TO BE EFFECTIVE AND ADD VALUE
2.1	The board of a listed entity should: (a) have a nomination committee which: (i) has at least three members, a majority of whom are independent directors; and (ii) is chaired by an independent director, and disclose: (iii) the charter of the committee; (iv) the members of the committee; and (v) as at the end of each reporting period, the number of times the committee met	The Board has established a Nomination and Remuneration Committee which comprises three non-executive directors who are considered by the Board to be independent – Connie Carnabuci, Paul Kasian and John Keith (Chairman of the Board). Connie Carnabuci is the Chair of the Committee. The Charter of the Nomination and Remuneration Committee is available on Atomo’s website. Atomo has disclosed the members of the Nomination and Remuneration Committee in its Prospectus. Atomo will disclose as at the end of each reporting period, in its annual report, the members

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throughout the period and the individual attendances of the members at those meetings; or (b) 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. of the Committee and the number of times the Committee met throughout the reporting period and the individual attendances of the members of the Committee at those meetings.	throughout the period and the individual attendances of the members at those meetings; or (b) 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. of the Committee and the number of times the Committee met throughout the reporting period and the individual attendances of the members of the Committee at those meetings.	throughout the period and the individual attendances of the members at those meetings; or (b) 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. of the Committee and the number of times the Committee met throughout the reporting period and the individual attendances of the members of the Committee at those meetings.
2.2 A listed entity should have and disclose a board skills matrix setting out the mix of skills and diversity that the board currently has or is looking to achieve in its membership. Atomo does not yet have a formal skills matrix setting out the mix of skills and diversity that the Board seeks to achieve in its membership. It intends to develop its skills matrix and disclose details of the Board’s skills matrix in its annual corporate governance statement. The responsibilities of the Nomination and Remuneration Committee include: (a) develop criteria for the selection of candidates for the Board in the context of the Board’s existing composition and structure in light of its desired mix of skills, experience and diversity; (b) identify any deficiencies in the composition of the Board in light of its collective desired mix of skills, experience and diversity and whether such deficiencies should be addressed by further professional development or the appointment or removal of a Director; (c) make recommendations to the Board on the appointment, re-election and removal of Directors in light of the Board's current skills, experience and diversity; and (d) develop a succession plan for the Board with a view to maintaining an appropriate balance of skills,experience and diversity.
2.3	A listed entity should disclose: (a) the names of the directors considered by the board to be independent directors; (b) 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 director, the nature oftheinterest, position, or relationshipin	Atomo’s Board comprises five Directors including one Managing Director: (a) John Keith, Chairman; (b) John Kelly, Managing Director; (c) Curt LaBelle; (d) Paul Kasian; and (e) Connie Carnabuci. Atomo’s Board Charterprovides that as ageneralprinciple, independent Directors are those

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	question and an explanation of why the board is of that opinion; and (c) the length of service of each director.	who are free of any interest, position or relationship that might influence, or reasonably be perceived to influence, in a material respect their capacity to bring an independent judgement on issues before the Board and to act in the best interests of Atomo as a whole rather than the interests of an individual shareholder or third party. The Charter provides that the approach and attitude of a non-executive Director is a critical factor in determining his or her independence and the factors relevant to assessing the independence of a non-executive Director include if the Director: (a) is not or does not represent a substantial shareholder of the Company or has not, within the last three years, been an Officer of, an employee of, or professional advisor to a substantial shareholder of the Company (as defined in section 9 of the Corporations Act); (b) has not, within the last three years, been employed in an executive capacity by the Company or another Group member, or been a Director after ceasing to hold any such employment; (c) receives performance based remuneration (including options or performance rights) or participates in an employee incentive scheme of the Company; (d) is not, or has not within the last three years been, a material supplier, professional adviser, consultant or customer of the Company or other Group member, or an Officer of or otherwise associated, directly or indirectly, with a material supplier, professional adviser, consultant or customer; (e) has close personal ties with any person who falls within the categories described above; (f) has not served on the Board for a period in the past which could, or could reasonably be perceived to, compromise the Director's independence or materially interfere with the Director’s ability to act in the current best interests of the Company; and (g) is free from any interest and any business, familial, friendship, social other relationship which could, or could reasonably be perceived to, materially interfere with the Director’s ability to act in the best interests of the Company. Atomo has disclosed in the Prospectus the Directors considered by the Board to be independent. Three of Atomo’s Directors are considered to be independent – John Keith, Paul Kasian and Connie Carnabuci. Atomo’s Nomination and Remuneration Committee is responsible for assessingat least annually,or more frequentlyif a Director’s material

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interests or affiliations have changed, the independence of individual Directors and making
recommendations to the Board as to whether or not a Director’s status as an independent
Director has changed.
The Board has not characterised John Kelly as independent by virtue of his executive
position and being a substantial shareholder.
As Dr LaBelle is President of GHIF, a substantial shareholder of Atomo, Dr LaBelle is not
classified by the Board as independent.
Atomo’s Board Charter provides that each Non-Executive Director must provide to the
Board all information relevant to the assessment of his or her independence and must
disclose to the Board any actual, perceived or potential conflicts of interest or duty, or matter
that may bear on their independence and might reasonably be thought to exist as soon as
the situation arises.
If a Director's independent status changes, this will be immediately disclosed and explained
in an announcement to ASX.
2.4 A majority of the board of a listed entity should be As set out under Recommendation 2.3 above, the majority of Atomo’s Board are
independent directors. independent Directors.
2.5 The chair of the board of a listed entity should be an As set out under Recommendation 2.3 above, the chair of Atomo’s Board is John Keith who
independent director and, in particular, should not be the is an independent Director.
same person as the CEO of the entity.
2.6 A listed entity should have a program for inducting new Atomo’s induction program for the current directors included operational site visits, meetings
directors and periodically reviewing whether there is a with members of the executive management team and provision of corporate and financial
need for existing directors to undertake professional management information regarding the Company and governance related material.
development to maintain the skills and knowledge
Atomo will have an induction program for new directors to assist them in becoming familiar
needed to perform their role as directors effectively.
with the Company, its executives, its business and its regulatory environment.
Atomo’s Nomination and Remuneration Committee is responsible for developing and
implementing induction programs for Directors and making recommendations to the Board
in respect of an effective induction program for new Directors and a professional
development program for Directors.
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PRINCIPLE 3 – INSTIL A CULTURE OF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY
3.1 A listed entity should articulate and disclose its values Atomo plans to formulate a statement of its values during FY20.
3.2 A listed entity should: Atomo is committed to making positive economic, social and environmental contributions to
each of the communities in which it operates, while complying with all applicable laws and
(a) have and disclose a code of conduct for its
regulations and acting in a manner that is consistent with its foundational principles of
directors, senior executives and employees; and
honesty, integrity, fairness and respect.
(b) ensure that the board or a committee of the board
is informed of any material breaches of that code. Atomo has adopted a Code of Conduct whose purpose is to provide a framework for
decisions and actions in relation to conduct in respect of employment. It underpins Atomo’s
commitment to provide professional services and its duty of care to all employees,
stakeholders and clients receiving those services. It should be read in conjunction with
Atomo’s Diversity Policy.
Staff members are expected to act consistently with the fundamental principles set out in the
Code at all times. Similarly, the Code informs consultants, contractors and partners working
with or for Atomo of these principles, the Company's expectations and their obligation to act
in accordance with them.
3.3 A listed entity should: In recognition of the important role whistleblowing can play in the early detection of
misconduct and the fact that individuals who are considering disclosing misconduct may fear
(a) have and disclose a whistleblower policy; and
retribution or other detriment and require an assurance of protection, Atomo has adopted a
(b) ensure that the board or a committee of the board
Whistleblower Policy.
is informed of any material incidents reported
under that policy. Atomo’s Whistleblower Policy encourages employees to report suspected or known
instances of illegal or unethical conduct. The Whistleblower Policy establishes the
mechanisms and procedures for employees to report illegal or unethical conduct in a
manner which protects the whistleblower and identifies the necessary information for the
Atomo to investigate such reports and act appropriately
A copy of Atomo’s Whistleblower Policy is available on Atomo’s website.
3.4 A listed entity should: Atomo has an Anti-Bribery and Corruption Policy for Directors, employees, contractors,
volunteers, agents and directors of Atomo. It provides a summary of the law on bribery and
(a) have and disclose a code an anti-bribery and
corruption, outlines the circumstances in which it is unacceptable to receive gifts,
corruption policy; and
entertainment and hospitality and provides a reporting mechanism for allegations of bribery
(b) ensure that the board or a committee of the board
and corruption.
is informed of any material breaches of that policy.
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The Policy prohibits facilitation payments, kickbacks and donations to political parties or
which are intended to obtain an improper advantage for Atomo.
A copy of the Policy sis available on Atomo’s website.
PRINCIPLE 4 – SAFEGUARD INTEGRITY IN CORPORATE REPORTING
4.1 The board of a listed entity should: The Board has established an Audit and Risk Committee ( ARC ). There are three members
of the ARC, all of whom are Non-Executive Directors and a majority of whom are considered
(a) have an audit committee which:
by the Board to be independent Directors. Set out below are the members of the ARC:
(i) has at least three members, all of whom are
non-executive directors and a majority of (a) Paul Kasian (Chair), Independent Non-Executive Director
whom are independent directors; and (b) John Keith, Independent Non-Executive Director; and
(ii) is chaired by an independent director, who is (c) Curt LaBelle, Non-Executive Director.
not the chair of the board,
and disclose: The members of the ARC and their relevant qualifications and experience are disclosed in
(iii) the charter of the committee; section 8 of the Prospectus.
(iv) the relevant qualifications and experience of The Charter of the ARC is available on Atomo’s website.
the members of the committee; and
(v) in relation to each reporting period, the Atomo will disclose in relation to each reporting period, in its annual report, the relevant
number of times the committee met qualifications and experience of the members of the ARC, the number of times the ARC met
throughout the period and the individual throughout the reporting period and the individual attendances of the members of the ARC
attendances of the members at those at those meetings.
meetings; or
(b) if it does not have an audit committee, disclose
that fact and the processes it employs that
independently verify and 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 Atomo will comply with this Recommendation.
the entity’s financial statements for a financial period,
receive from its CEO and CFO a declaration that, in their
opinion, the financial records of the entity have been
properly maintained and that the financial statements
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comply with the appropriate accounting standards and
give a true and fair view of the financial position and
performance 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 Atomo will comply with this Recommendation.
integrity of any periodic corporate report it releases to
the market that is not audited or reviewed by an external
auditor.
PRINCIPLE 5 – MAKE TIMELY AND BALANCED DISCLOSURE
5.1 A listed entity should have and disclose a written policy Atomo has adopted a Continuous Disclosure Policy which sets out the procedures that
for complying with its continuous disclosure obligations apply to the central collection, control, assessment and if required, release to the ASX, of
under listing rule 3.1. information which may affect the price or value of Atomo securities or influence decisions
taken by investors to buy or sell Atomo securities.
Atomo’s Continuous Disclosure Policy is available on Atomo’s website.
As a standing agenda item at each Board meeting, Atomo’s Directors will consider whether
there is any information (including any matters reported to or discussed at the Board
meeting) that may potentially need to be disclosed to the market pursuant to Atomo’s
continuous disclosure obligations.
5.2 A listed entity should ensure that it board receives Atomo will comply with this Recommendation.
copies of all material market announcements promptly
after they have been made.
5.3 A listed entity that gives a new substantial investor or Atomo will comply with this Recommendation.
analyst presentation should release a copy of the
presentation materials on the ASX Market
Announcements Platform ahead of the presentation.
PRINCIPLE 6 – RESPECT THE RIGHTS OF SECURITY HOLDERS
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6.1 A listed entity should provide information about itself and Atomo’s website provides ready access to information about the Company, the Board, the
its governance to investors via its website. senior management team, Atomo’s governance practices and Atomo’s products.
Upon listing, Atomo will have an investor section of its website providing information about
Atomo’s share price performance and ready access to ASX announcements including
financial reports and investor presentations.
Shareholders and other interested parties will be able to subscribe, via the Investor page on
Atomo’s website, to receive email alerts regarding the release of Atomo ASX
announcements.
6.2 A listed entity should have an investor relations Atomo has a Continuous Disclosure and Shareholder Communication Policy setting out the
programme that facilitates effective two way Company’s shareholder communication processes. The Policy is available on Atomo’s
communication with investors. website.
Investors are able to contact Atomo or submit questions or comments to Atomo via the
‘Contact us’ page on Atomo’s website, and where appropriate, a response is provided.
6.3 A listed entity should disclose how it facilitates and Atomo will facilitate and encourage participation at meetings of security holders by offering
encourages participation at meetings of security holders. shareholders the following:
(a) attendance at shareholder meetings in person;
(b) lodgement of votes online via Link Market Services Limited’s Investor Centre; and
(c) the opportunity to appoint a proxy to attend the meeting and vote on their behalf.
6.4 A listed entity should ensure that all substantive Atomo is committed to complying with this Recommendation.
resolutions at a meeting of security holders are decided
by a poll rather than by a show of hands.
6.5 A listed entity should give security holders the option to Security holders will have the option to receive communications from, and send
receive communications from, and send communications to Atomo and its security registry, Link Market Services Limited,
communications to, the entity and its security registry electronically.
electronically.
Atomo will actively encourage shareholders to receive communications electronically, by
including an electronic communications preference form in its new shareholder welcome
pack and in mailing packs for shareholder meetings.
Atomo’s share registry, Link Market Services Limited, also receives and sends electronic
communications to shareholders.
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PRINCIPLE 7 – RECOGNISE AND MANAGE RISK	PRINCIPLE 7 – RECOGNISE AND MANAGE RISK	PRINCIPLE 7 – RECOGNISE AND MANAGE RISK
7.1 The board of a listed entity should: (a) have a committee or committees to oversee risk, each of which: (i) has at least three members, a majority of whom are independent directors; and (ii) is chaired by an independent director, and disclose: (iii) the charter of the committee; (iv) the members of the committee; and (v) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a risk committee or committees that satisfy (a) above, disclose that fact and the processes it employs for overseeing the entity’s risk management framework. The Board has established an Audit and Risk Committee (ARC). The ARC has three members, all of whom are Non-Executive Directors and a majority of whom are considered by the Board to be independent Directors. The members of the ARC are disclosed in the Prospectus and are set out below: (a) Paul Kasian, Independent Non-Executive Director; (b) John Keith (Chairman of the Board) Independent Non-Executive Director; and (c) Curt LaBelle, Non-Executive Director. The Charter of the ARC is available on Atomo’s website. Atomo will disclose in relation to each reporting period, in its annual report, the number of times the ARC met throughout the reporting period and the individual attendances of the members of the ARC at those meetings.
7.2	The board or a committee of the board should: (a) review the entity’s risk management framework at least annually to satisfy 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 (b) disclose, in relation to each reporting period, whether such a review has taken place.	The Board is responsible for considering, approving and monitoring the Group’s systems of risk management, accountability, compliance and control. The Board has delegated to the ARC responsibility for: (a) overseeing the establishment and maintenance by management of processes to ensure that there is an adequate and effective system to identify and manage material business risks; and (b) monitoring and evaluating the adequacy of the Company’s risk management procedures by receiving reports from management and the external auditor. The Board, with the assistance of the ARC, will review the Company’s risk management framework at least annually to satisfy itself that it continues to be sound.

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7.3 A listed entity should disclose: (a) if it has an internal audit function, how the function is structured and what role it performs; or (b) if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its governance, risk management and internal control processes. Given its size, the Company does not currently have a separate internal audit function. The Board has delegated to the ARC responsibility for monitoring and evaluating the adequacy of the Company’s risk management procedures by receiving reports from management and the external auditor. Details of the processes the Company has employed during a reporting period for evaluating and continually improving the effectiveness of the Company’s risk management and internal control processes will be disclosed in the Company’s Annual Corporate Governance Statement.	7.3 A listed entity should disclose: (a) if it has an internal audit function, how the function is structured and what role it performs; or (b) if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its governance, risk management and internal control processes. Given its size, the Company does not currently have a separate internal audit function. The Board has delegated to the ARC responsibility for monitoring and evaluating the adequacy of the Company’s risk management procedures by receiving reports from management and the external auditor. Details of the processes the Company has employed during a reporting period for evaluating and continually improving the effectiveness of the Company’s risk management and internal control processes will be disclosed in the Company’s Annual Corporate Governance Statement.	7.3 A listed entity should disclose: (a) if it has an internal audit function, how the function is structured and what role it performs; or (b) if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its governance, risk management and internal control processes. Given its size, the Company does not currently have a separate internal audit function. The Board has delegated to the ARC responsibility for monitoring and evaluating the adequacy of the Company’s risk management procedures by receiving reports from management and the external auditor. Details of the processes the Company has employed during a reporting period for evaluating and continually improving the effectiveness of the Company’s risk management and internal control processes will be disclosed in the Company’s Annual Corporate Governance Statement.
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. Atomo has detailed the key risks to which it is exposed in Section 7 of the Prospectus. Atomo will disclose in its annual Corporate Governance Statement whether it has any material exposure to environmental or social risks and, if it does, how it manages or intends to manage those risks.
PRINCIPLE 8 – REMUNERATE FAIRLY AND RESPONSIBLY
8.1	The board of a listed entity should: (a) have a remuneration committee which: (i) has at least three members, a majority of whom are independent directors; and (ii) is chaired by an independent director, and disclose: (iii) the charter of the committee; (iv) the members of the committee; and (v) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a remuneration committee, disclose that fact and the processes it employs for setting the level and composition of remuneration for directors and senior executives and ensuring	The Board has established a Nomination and Remuneration Committee which comprises three non-executive directors who are considered by the Board to be independent – Connie Carnabuci, Paul Kasian and John Keith (Chairman of the Board). Connie Carnabuci is the Chair of the Committee. The overriding objective of the Committee is to provide an independent and objective perspective on the value and structure of remuneration for Atomo’s Non-executive Directors, Managing Director, Secretary, CFO (or equivalent), and other senior executives and employees, so as to maximise the benefit derived from their skills and experience and facilitate Atomo’s long-term growth and success. The Charter of the Nomination and Remuneration Committee is available on Atomo’s website. Atomo will disclose as at the end of each reporting period, in its annual report, the members of the Committee and the number of times the Committee met throughout the reporting period and the individual attendances of the members of the Committee at those meetings.

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that such remuneration is appropriate and not
excessive.
8.2 A listed entity should separately disclose its policies and Atomo disclosed in its Prospectus its policies and practices regarding the remuneration of
practices regarding the remuneration of non-executive Non-Executive Directors and the remuneration of the Managing Director and other senior
directors and the remuneration of executive directors executives. Please refer to Section 8 of the Prospectus.
and other senior executives.
Atomo will disclose as at the end of each reporting period, in its annual report, its policies
and practices regarding the remuneration of Non-Executive Directors and the remuneration
of the Managing Director and other senior executives.
8.3 A listed entity which has an equity-based remuneration Atomo’s Securities Trading Policy prohibits Directors and executives who participate in an
scheme should: equity-based executive incentive plan from entering into any transaction which would have
the effect of hedging or otherwise transferring to any other person the risk of any fluctuation
(a) have a policy on whether participants are
in the value of any unvested entitlements granted under the plan.
permitted to enter into transactions (whether
through the use of derivatives or otherwise) which A copy of Atomo’s Securities Trading Policy will be disclosed on the ASX Market
limit the economic risk of participating in the Announcements Platform and is available on Atomo’s website.
scheme; and
(b) disclose that policy or a summary of it.
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