AURIC MINING LIMITED — Governance Information 2026

Apr 29, 2026

Rules 4.7.3 and 4.10.3

Appendix 4G

Key to Disclosures

Corporate Governance Council Principles and Recommendations

Name of entity
Auric Mining Limited

ABN/ARBN
29 635 470 843

Financial year ended:
31 December 2025

Our corporate governance statement¹ for the period above can be found at:²

☐ These pages of our annual report:
☑ This URL on our website: https://auricmining.com.au/about/corporate-governance/

The Corporate Governance Statement is accurate and up to date as at 30 April 2026 and has been approved by the Board.

The annexure includes a key to where our corporate governance disclosures can be located.³

Date:
30 April 2026

Name of authorised officer authorising lodgement:
Catherine Yeo

¹ "Corporate governance statement" is defined in Listing Rule 19.12 to mean the statement referred to in Listing Rule 4.10.3 which discloses the extent to which an entity has followed the recommendations set by the ASX Corporate Governance Council during a particular reporting period.

Listing Rule 4.10.3 requires an entity that is included in the official list as an ASX Listing to include in its annual report either a corporate governance statement that meets the requirements of that rule or the URL of the page on its website where such a statement is located. The corporate governance statement must disclose the extent to which the entity has followed the recommendations set by the ASX Corporate Governance Council during the reporting period. If the entity has not followed a recommendation for any part of the reporting period, its corporate governance statement must separately identify that recommendation and the period during which it was not followed and state its reasons for not following the recommendation and what (if any) alternative governance practices it adopted in lieu of the recommendation during that period.

Under Listing Rule 4.7.4, if an entity chooses to include its corporate governance statement on its website rather than in its annual report, it must lodge a copy of the corporate governance statement with ASX at the same time as it lodges its annual report with ASX. The corporate governance statement must be current as at the effective date specified in that statement for the purposes of Listing Rule 4.10.3.

Under Listing Rule 4.7.3, an entity must also lodge with ASX a completed Appendix 4G at the same time as it lodges its annual report with ASX. The Appendix 4G serves a dual purpose. It acts as a key designed to assist readers to locate the governance disclosures made by a listed entity under Listing Rule 4.10.3 and under the ASX Corporate Governance Council's recommendations. It also acts as a verification tool for listed entities to confirm that they have met the disclosure requirements of Listing Rule 4.10.3.

The Appendix 4G is not a substitute for, and is not to be confused with, the entity's corporate governance statement. They serve different purposes and an entity must produce each of them separately.

² Tick whichever option is correct and then complete the page number(s) of the annual report, or the URL of the web page, where your corporate governance statement can be found. You can, if you wish, delete the option which is not applicable.

³ Throughout this form, where you are given two or more options to select, you can, if you wish, delete any option which is not applicable and just retain the option that is applicable. If you select an option that includes "OR" at the end of the selection and you delete the other options, you can also, if you wish, delete the "QR" at the end of the selection.

See notes 4 and 5 below for further instructions on how to complete this form.

ASX Listing Rules Appendix 4G (current at 17/7/2020)

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Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

Corporate Governance Council recommendation		Where a box below is ticked,4 we have followed the recommendation in full for the whole of the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
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.	☐
and we have disclosed a copy of our board charter at:
https://auricmining.com.au/about/corporate-governance/	☐ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
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.	☐	☐ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
1.3	A listed entity should have a written agreement with each director and senior executive setting out the terms of their appointment.	☐	☐ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
1.4	The company secretary of a listed entity should be accountable directly to the board, through the chair, on all matters to do with the proper functioning of the board.	☐	☐ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable

ASX Listing Rules Appendix 4G (current at 17/7/2020)

4 Tick the box in this column only if you have followed the relevant recommendation in full for the whole of the period above. Where the recommendation has a disclosure obligation attached, you must insert the location where that disclosure has been made, where indicated by the line with “insert location” underneath. If the disclosure in question has been made in your corporate governance statement, you need only insert “our corporate governance statement”. If the disclosure has been made in your annual report, you should insert the page number(s) of your annual report (eg “pages 10-12 of our annual report”). If the disclosure has been made on your website, you should insert the URL of the web page where the disclosure has been made or can be accessed (eg “www.entityname.com.au/corporate governance/charters/”).

5 If you have followed all of the Council’s recommendations in full for the whole of the period above, you can, if you wish, delete this column from the form and re-format it.

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Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation		Where a box below is ticked,4 we have followed the recommendation in full for the whole of the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
1.5	A listed entity should: (a) have and disclose a diversity policy; (b) through its board or a committee of the board set 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 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 workforce (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. If the entity was in the S&P / ASX 300 Index at the commencement of the reporting period, the measurable objective for achieving gender diversity in the composition of its board should be to have not less than 30% of its directors of each gender within a specified period.	☐	☑ set out in our Corporate Governance Statement OR ☐ we are an externally managed entity and this recommendation is therefore not applicable
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 for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period.	☑ and we have disclosed the evaluation process referred to in paragraph (a) at: https://auricmining.com.au/about/corporate-governance/ and whether a performance evaluation was undertaken for the reporting period in accordance with that process at: in our Corporate Governance Statement https://auricmining.com.au/about/corporate-governance/	☐ set out in our Corporate Governance Statement OR ☐ we are an externally managed entity and this recommendation is therefore not applicable

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and whether a performance evaluation was undertaken for the reporting period in accordance with that process at:
in our Corporate Governance Statement
https://auricmining.com.au/about/corporate-governance/ | ☐ set out in our Corporate Governance Statement OR
☐ we are an externally managed entity and this recommendation is therefore not applicable |

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Corporate Governance Council recommendation	Where a box below is ticked, ^{4} we have followed the recommendation in full for the whole of the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are: ^{5}
8.3
A listed entity which has an equity-based remuneration scheme should:
(a) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and
(b) disclose that policy or a summary of it.	☑
The ESIP can be found on the Company’s website :
https://auricmining.com.au/about/corporate-governance/	☐ set out in our Corporate Governance Statement OR
☐ we do not have an equity-based remuneration scheme and this recommendation is therefore not applicable OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
ADDITIONAL RECOMMENDATIONS THAT APPLY ONLY IN CERTAIN CASES
9.1
A listed entity with a director who does not speak the language in which board or security holder meetings are held or key corporate documents are written should disclose the processes it has in place to ensure the director understands and can contribute to the discussions at those meetings and understands and can discharge their obligations in relation to those documents.	☐	☐ set out in our Corporate Governance Statement OR
☑ we do not have a director in this position and this recommendation is therefore not applicable OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
9.2
A listed entity established outside Australia should ensure that meetings of security holders are held at a reasonable place and time.	☐	☐ set out in our Corporate Governance Statement OR
☑ we are established in Australia and this recommendation is therefore not applicable OR
☐ we are an externally managed entity and this recommendation is therefore not applicable
9.3
A listed entity established outside Australia, and an externally managed listed entity that has an AGM, should ensure that its external auditor attends its AGM and is available to answer questions from security holders relevant to the audit.	☐	☐ set out in our Corporate Governance Statement OR
☑ we are established in Australia and not an externally managed listed entity and this recommendation is therefore not applicable
☐ we are an externally managed entity that does not hold an AGM and this recommendation is therefore not applicable

ASX Listing Rules Appendix 4G (current at 17/7/2020)
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AURIC MINING LIMITED

ACN 635 470 843
(Company)

CORPORATE GOVERNANCE STATEMENT

This Corporate Governance Statement is current as at 30 April 2026 and has been approved by the Board of the Company on that date.

This Corporate Governance Statement sets out the Company's Corporate Governance practices and discloses the extent to which the Company has followed the recommendations set by the ASX Corporate Governance Council's Corporate Governance Principles & Recommendations (4th Edition) (Recommendations) for the financial year ended 31 December 2025. The Recommendations are not mandatory, however the Recommendations that have not been followed for any part of the reporting period and to the date of signing the Directors' Report have been identified and reasons provided for not following them, along with what (if any) alternative governance practices that have been adopted in lieu of the recommendation during the period.

The Company has adopted Corporate Governance Policies, Charters and Codes, which are available on the Company's website at:

https://auricmining.com.au/about/corporate-governance/

RECOMMENDATIONS (4th EDITION)	COMPLY	EXPLANATION
Principle 1: Lay solid foundations for management and oversight
Recommendation 1.1
(a) A listed entity should have and disclose a board charter which sets out the respective roles and responsibilities of the Board, the Chair and management, and includes a description of those matters expressly reserved to the Board and those delegated to management.	YES	The Company has adopted a Board Charter that sets out the specific roles and responsibilities of the Board, the Chair and Management and includes a description of those matters expressly reserved to the Board and those delegated to Management.
The Board Charter sets out the specific responsibilities of the Board, requirements as to the Board's composition, the roles and responsibilities of the Chair and Company Secretary, the establishment, operation and management of Board Committees, Directors' access to Company records and information, details of the Board's relationship with Management, details of the Board's performance review and details of the Board's disclosure policy.
A copy of the Company's Board Charter is available on the Company's website at:
https://auricmining.com.au/about/corporate-governance/

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RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
Recommendation 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.	YES	(a) The Company has guidelines for the appointment and selection of Directors and Senior Executives. The Company's Nomination Committee Charter requires the Nomination Committee (or, in its absence, the Board) to ensure appropriate checks (including checks in respect of character, experience, education, criminal record and bankruptcy history (as appropriate)) are undertaken before appointing a person or putting forward to security holders a candidate for election, as a Director. In the event of an unsatisfactory check, a Director is required to submit their resignation.
(b) The qualifications, experience and special responsibilities of the Directors are set out in the Directors' Report of the Annual Report. Under the Nomination Committee Charter, all material information relevant to a decision on whether or not to elect or re-elect a Director must be provided to security holders in the Notice of Meeting containing the resolution to elect or re-elect a Director.
Recommendation 1.3
A listed entity should have a written agreement with each Director and senior executive setting out the terms of their appointment.	YES	The Company's Nomination Committee Charter requires the Nomination Committee (or, in its absence, the Board) to ensure that each Director and Senior Executive is personally a party to a written agreement with the Company which sets out the terms of that Director's or senior executive's appointment.
The Company has written agreements with each of its Directors and the Senior Executives.
Recommendation 1.4
The Company Secretary of a listed entity should be accountable directly to the Board, through the Chair, on all matters to do with the proper functioning of the Board.	YES	The Company Secretary is appointed by the Board. The Board Charter outlines the roles, responsibility and accountability of the Company Secretary. In accordance with this, the Company Secretary is accountable directly to the Board, through the Chair, on all matters to do with governance and the proper functioning of the Board. The Company Secretary is responsible for developing and maintaining appropriate governance systems and processes for the

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RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
		Board to fulfill its role and is responsible to the Board for ensuring compliance with Board procedures and governance matters.
Recommendation 1.5
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A listed entity should:		NO
(a) have and disclose a diversity policy;
(b) through its board or a committee of the board set 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:
(a) the measurable objectives set for that period to achieve gender diversity;
(b) the entity's progress towards achieving those objectives; and
(c) either:
(A) the respective proportions of men and women on the Board, in senior executive positions and across the whole workforce (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 the Workplace Gender Equality Act. If the entity was in the S&P / ASX 300 Index at the commencement of the reporting period, the measurable objective for achieving gender diversity in the composition of its board should be
		Number
		Women on the Board
		Women in senior management roles
		Women employees in the Company

RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
to have not less than 30% of its directors of each gender within a specified period.

If the entity was in the S&P / ASX 300 Index at the commencement of the reporting period, the measurable objective for achieving gender diversity in the composition of its board should be to have not less than 30% of its directors of each gender within a specified period. | | |
| Recommendation 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 for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period. | YES | (a) The Company’s Nomination Committee (or, in its absence, the Board) is responsible for evaluating the performance of the Board, its Committees and individual Directors on an annual basis. It may do so with the aid of an independent advisor. The process for this is set out in the Company’s Board and Nomination Committee Charters, which are available on the Company’s website at:

https://auricmining.com.au/about/corporate-governance/
(b) A performance evaluation was not undertaken during the reporting period. |
| Recommendation 1.7 | | |
| A listed entity should:
(c) have and disclose a process for evaluating the performance of its senior executives at least once every reporting period; and
(d) disclose for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period. | YES | (a) The Company’s Nomination Committee (or, in its absence, the Board) is responsible for evaluating the performance of the Company’s Senior Executives on an annual basis. The Board is responsible for evaluating the remuneration of the Company’s Senior Executives on an annual basis. A Senior Executive, for these purposes, means Key Management Personnel (as defined in the Corporations Act 2001 (Cth)) other than a Non-Executive Director.

The applicable processes for these evaluations can be found in the Company’s Nomination Committee Charter, which is available on the Company’s website at:

https://auricmining.com.au/about/corporate-governance/
(b) A performance evaluation for all the board and key executives was undertaken during the reporting period and |

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RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
		was implemented.
Principle 2: Structure the Board to be effective and add value
Recommendation 2.1
The Board of a listed entity should:
(a) have a nomination committee which:
(a) has at least three members, a majority of whom are independent Directors; and
(b) is chaired by an independent Director,
and disclose:
(c) the charter of the committee;
(d) the members of the committee; and
(e) 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 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.	PARTIALLY	(a) A Nomination Committee has not been established and the function of the Nomination Committee will be fulfilled by the Board having regard to the policies set out in the Nomination Committee Charter, until such time as the size of the Company's operations and the Board justifies the establishment of such a Committee. The Company will review this position periodically.
(b) The Board will carry out the duties that would ordinarily be carried out by the Nomination Committee under the Nomination Committee Charter, such as address succession issues and ensure the Board has the appropriate balance of skills, experience and knowledge to enable it to discharge its duties and responsibilities effectively.
A copy of the Company's Nomination Committee Charter is available on the Company's website at:
https://auricmining.com.au/about/corporate-governance/
Recommendation 2.2
A listed entity should have and disclose a Board skills matrix setting out the mix of skills that the Board currently has or is looking to achieve in its membership.	YES	Under the Nomination Committee Charter, the Committee (or, in its absence, the Board) is required to prepare a Board Skills Matrix setting out the mix of skills that the Board currently has (or is looking to achieve) and to review this at least annually to ensure there is an appropriate mix of skills and experience to enable the Board to discharge its governance and oversight obligations effectively.
The Company has adopted a Board Skill Matrix setting out the mix of skills and diversity that the Board currently has or is looking to achieve in its membership. A copy of the Company's Board Skills Matrix is

RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
		available on the Company's website at:
https://auricmining.com.au/about/corporate-governance/
Recommendation 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 of the ASX Corporate Governance Principles & Recommendations (4^{th} Edition), but the Board is of the opinion that it does not compromise the independence of the Director, the nature of the interest, position or relationship in question and an explanation of why the Board is of that opinion; and
(c) the length of service of each Director	YES	(a) The Board Charter requires the disclosure of the names of Directors considered by the Board to be independent. The Board considers that there are currently no Independent Directors.
(b) There are no Independent Directors and so this is not applicable.
(c) The Company's Annual Report discloses the length of service of each Director, as at the end of each financial year.
Recommendation 2.4
A majority of the Board of a listed entity should be independent Directors.	NO	The Company's Board Charter requires that, where practical, the majority of the Board should be independent. Currently, the majority of the Board is not considered independent.

The Board does not consider an independent majority of the Board will be appropriate given:
(a) the speculative nature of the Company's business, and its limited scale of activities, means the Company only needs, and can only commercially sustain, a small Board of three (3) Directors and no senior executives other than the executive Director(s);
(b) the Company considers at least two (2) Directors need to be Executive Directors for the Company to be effectively managed; and
(c) the Company considers it necessary, given its speculative and small scale activities, to attract and retain suitable Directors by offering Directors an interest in the Company.

The Board has taken steps to structure the Board in order to add |

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RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
		value, despite not having an independent majority of Directors, by appointing Directors based on their skills in management, mining exploration, finance, accounting and Corporate Governance expertise and experience.

The Board will periodically review the size and composition of its Board.

Directors must immediately declare any potential or active conflicts of interest to the Board. Furthermore, all Directors are entitled to seek independent professional advice as and when required.

The Directors believe they are able to objectively analyse the issues before them in the best interest of all shareholders and in accordance with their duties as Directors. |
| Recommendation 2.5 | | |
| The Chair of the Board of a listed entity should be an independent Director and, in particular, should not be the same person as the CEO of the entity. | NO | The Board Charter provides that, where practical, the Chair of the Board should be an Independent Director and should not be the Chief Executive Officer (CEO) / Managing Director.

The Chair of the Board is not an Independent Director; the Chair of the Board is not the CEO / Managing Director.

Given the Company's current size and operations, the Board believes that the Chair, with his extensive experience in business, is able to bring independent judgement to matters before the Board, while being assisted by an external corporate governance consultant. |
| Recommendation 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 needed to perform their role as Directors effectively. | YES | In accordance with the Company's Board Charter, the Nomination Committee (or, in its absence, the Board) is responsible for the approval and review of induction and continuing professional development programs and procedures for Directors to ensure that they can effectively discharge their responsibilities. The Company Secretary is responsible for facilitating inductions and professional development of Directors. Directors are also encouraged to attend external director education programs to develop their skills and knowledge. |

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RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
Principle 3: Instil a culture of acting lawfully, ethically and responsibly
Recommendation 3.1
A listed entity should articulate and disclose its values.	YES	(a) The Company and its subsidiary companies are committed to conducting all of its business activities fairly, honestly with a high level of integrity, and in compliance with all applicable laws, rules and regulations. The Board, Management and employees are dedicated to high ethical standards and recognise and support the Company's commitment to compliance with these standards.

(b) The Company's values are set out in its Corporate Code of Conduct and are available on the Company's website. All employees are given appropriate training on the Company's values and senior executives will continually reference such values. The Company's Corporate Values can be found on the Company's website at:

https://auricmining.com.au/about/our-story/ |
| Recommendation 3.2 | | |
| A listed entity should:
(a) have and disclose a code of conduct for its Directors, senior executives and employees; and
(b) ensure that the Board or a committee of the Board is informed of any material breaches of that code. | YES | (a) The Company's Corporate Code of Conduct applies to the Company's Directors, Senior Executives and employees. The Company's Corporate Code of Conduct is available on the Company's website at:

(b) https://auricmining.com.au/about/corporate-governance/
Any material breaches of the Code of Conduct are reported to the Board. |
| Recommendation 3.3 | | |
| A listed entity should:
(a) have and disclose a whistleblower policy; and
(a) ensure that the Board or a committee of the Board is informed of any material incidents reported under that policy. | YES | (a) The Company has adopted a Whistleblower Protection Policy which is available on the Company's website at:

(b) https://auricmining.com.au/about/corporate-governance/
Any material breaches of the Whistleblower Protection Policy are to be reported to the Board. |

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RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
Recommendation 3.4
A listed entity should:
(a) have and disclose an anti-bribery and corruption policy; and
(b) ensure that the Board or committee of the Board is informed of any material breaches of that policy.	YES	(a) The Company has adopted an Anti-Bribery & Anti-Corruption Policy which is available on the Company's website at:
(b) https://auricmining.com.au/about/corporate-governance/
Any material breaches of the Anti-Bribery & Anti-Corruption Policy are to be reported to the Board.
Principle 4: Safeguard the integrity of corporate reports
Recommendation 4.1
The Board of a listed entity should:
(a) have an audit committee which:
(a) has at least three members, all of whom are non-executive Directors and a majority of whom are independent Directors; and
(b) is chaired by an independent Director, who is not the Chair of the Board,
and disclose:
(c) the charter of the committee;
(d) the relevant qualifications and experience of the members of the committee; and
(e) in relation to 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 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	PARTIALLY	(a) An Audit Committee has not been established and the function of the Audit Committee will be fulfilled by the Board having regard to the policies set out in the Audit & Risk Committee Charter, until such time as the size of the Company's operations and the Board justifies the establishment of such a Committee. The Company will review this position periodically.
(b) The Board will independently verify the integrity of the Company's periodic reports which are not audited or reviewed by an external auditor, as well as manage the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner.
The Board will devote time at Board meetings to fulfill the roles and responsibilities associated with maintaining the Company's audit functions and arrangements with External Auditors.
All Directors will be involved in the Company's Audit Function to ensure the proper maintenance of the entity and the integrity of all financial reporting.

RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
partner.
Recommendation 4.2
The Board of a listed entity should, before it approves the entity's financial statements for a financial period, receive from its CEO and CFO a declaration that the financial records of the entity have been properly maintained and that the financial statements 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.	YES	The Company's Audit & Risk Committee Charter requires the CEO and Chief Financial Officer (CFO) (or, if none, the person(s) fulfilling those functions) to provide a sign off on these terms.

Prior to approval of the Company's Financial Statements, the Board receives from the Managing Director and Executive Director a declaration that, in their opinion, the financial records have been properly maintained, that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the Company and that the opinion has been formed on the basis of a sound system of Risk Management and internal control which is operating effectively. |
| Recommendation 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 audited or reviewed by an external auditor. | YES | Processes are in place to verify the integrity of the Company's periodic corporate reports, which are released to the market that have not been audited or reviewed by the external auditor.

The Company has adopted a Continuous Disclosure Policy which sets out how market announcements are prepared and released. The Policy is available on the Company's website at:
https://auricmining.com.au/about/corporate-governance/ |
| Principle 5: Make timely and balanced disclosure | | |
| Recommendation 5.1 | | |
| A listed entity should have and disclose a written policy for complying with its continuous disclosure obligations under listing rule 3.1. | YES | The Company's adopted Continuous Disclosure Policy ensures the Company complies with the continuous disclosure obligations under the ASX Listing Rules. |
| Recommendation 5.2 | | |
| A listed entity should ensure that its board receives copies of all material market announcements promptly after they have been made. | YES | Under the Company's Continuous Disclosure Policy, Directors receive all market announcements promptly after they have been made. |

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RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
Recommendation 5.3
A listed entity that gives a new and substantive investor or analyst presentation should release a copy of the presentation materials on the ASX Market Announcements Platform ahead of the presentation.	YES	All substantive investor or analyst presentations are released on the ASX Online Market Platform ahead of such presentations.
Principle 6: Respect the rights of security holders
Recommendation 6.1
A listed entity should provide information about itself and its governance to investors via its website.	YES	Information about the Company and its governance is available on the Company's website:
https://auricmining.com.au/
The Company will ensure the website is continuously updated to contain recent announcements, disclosure documents and market information.
Recommendation 6.2
A listed entity should have an investor relations program that facilitates effective two-way communication with investors.	YES	The Company has adopted a Shareholder Communications Strategy which aims to promote and facilitate effective two-way communication with investors. The Strategy outlines a range of ways in which information is communicated to shareholders and is available on the Company's website at:
https://auricmining.com.au/about/corporate-governance/
Recommendation 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 General Meetings and Annual General Meetings (AGMs) of the Company.
Shareholders will have the opportunity to attend and vote (or appoint a proxy to vote) on all Resolutions proposed. All Shareholders will have the opportunity to ask questions of the Board at General Meetings and AGMs. The External Auditor will also be invited to attend the AGM and will be available to answer any questions concerning the conduct, preparation and content of the Auditor's report.

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RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
Recommendation 6.4
A listed entity should ensure that all substantive resolutions at a meeting of security holders are decided by a poll rather than by a show of hands.	YES	All Resolutions at General Meetings are decided by a poll rather than a show of hands.
Recommendation 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 Shareholder Communication Strategy provides that security holders can register with the Company to receive email notifications when an announcement is made by the Company to the ASX, including the release of the Annual Report, half yearly reports and quarterly reports. Links are made available to the Company's website on which all information provided to the ASX is immediately posted. Shareholders queries should be referred to the Company Secretary in the first instance.
Principle 7: Recognise and manage risk
Recommendation 7.1
The Board of a listed entity should:
(a) have a committee or committees to oversee risk, each of which:
(a) has at least three members, a majority of whom are independent Directors; and
(b) is chaired by an independent Director,
and disclose:
(c) the charter of the committee;
(d) the members of the committee; and
(e) 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	PARTIALLY	(a) A Risk Committee has not been established and the function of the Risk Committee will be fulfilled by the Board having regard to the policies set out in the Audit and Risk Committee Charter, until such time as the size of the Company's operations and the Board justifies the establishment of such a Committee. The Company will review this position periodically.
(b) The Board will devote time at Board meetings to fulfill the roles and responsibilities associated with overseeing risk and maintaining the entity's Risk Management Policy and associated internal compliance and control procedures.

RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
that satisfy (a) above, disclose that fact and the process it employs for overseeing the entity's risk management framework.
Recommendation 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.	YES	(a) The Audit & Risk Committee Charter requires that the Audit & Risk Committee (or, in its absence, the Board) should, at least annually, satisfy itself that the Company's Risk Management Policy continues to be sound and that the Company is operating with due regard to the risk appetite set by the Board.
(b) The Company's Risk Management Policy was reviewed during the reporting period.
Recommendation 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.	YES	(a) The Audit & Risk Committee Charter provides for the Audit & Risk Committee (or in its absence the Board) to monitor and periodically review the need for an internal audit function, as well as assessing the performance and objectivity of any internal audit procedures that may be in place.
(b) The Company does not have an internal audit function. The Board works closely with the Senior Executive team to identify and manage operational, financial and compliance risks. The Board is also assisted in this function by an external corporate governance consultant. The Board actively encourages the external auditor to raise internal control issues and oversees the timely remediation thereof.
Recommendation 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 Audit & Risk Committee Charter requires the Audit & Risk Committee (or, in its absence, the Board) to assist Management to determine whether the Company has any potential or apparent exposure to environmental or social risks and, if it does, put in place management systems, practices and procedures to manage those risks.

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RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
		Where the Company does not have material exposure to environmental or social risks, it will report the basis for that determination to the Board, and where appropriate, benchmark the Company's environmental or social risk profile against its peers.

The Company will disclose this information in its Annual Report. |
| Principle 8: Remunerate fairly and responsibly | | |
| Recommendation 8.1 | | |
| The Board of a listed entity should:
(a) have a remuneration committee which:
(a) has at least three members, a majority of whom are independent Directors; and
(b) is chaired by an independent Director,
and disclose:
(c) the charter of the committee;
(d) the members of the committee; and
(e) 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 that such remuneration is appropriate and not excessive. | PARTIALLY | (a) A Remuneration Committee has not been established and the function of the Remuneration Committee will be fulfilled by the Board having regard to the policies set out in the Remuneration Committee Charter, until such time as the size of the Company's operations and the Board justifies the establishment of such a Committee. The Company will review this position periodically.

(b) The Board will devote time at annual Board meetings to assess the level and composition of remuneration for Directors and Senior Executives and ensure that such remuneration is appropriate and not excessive. |
| Recommendation 8.2 | | |
| A listed entity should separately disclose its policies and practices regarding the remuneration of non-executive Directors and the remuneration of executive Directors and other senior executives. | YES | The Remuneration Committee Charter requires the Board to disclose its policies and practices regarding the remuneration of Directors and Senior Executives, which will be disclosed in the Remuneration Report contained in the Company's Annual Report. |

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RECOMMENDATIONS (4^{th} EDITION)	COMPLY	EXPLANATION
Recommendation 8.3
A listed entity which has an equity-based remuneration scheme should:
(a) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and
(b) disclose that policy or a summary of it.	YES	(a) The Company has an equity-based remuneration scheme, the Employee Securities Incentive Scheme (ESIP).
(b) The ESIP can be found on the Company’s website at: https://auricmining.com.au/about/corporate-governance/
Additional recommendations that apply only in certain cases
Recommendation 9.1
A listed entity with a director who does not speak the language in which board or security holder meetings are held or key corporate documents are written should disclose the processes it has in place to ensure the director understands and can contribute to the discussions at those meetings and understands and can discharge their obligations in relation to those documents.	N/A
Recommendation 9.2
A listed entity established outside Australia should ensure that meetings of security holders are held at a reasonable place and time.	N/A
Recommendation 9.3
A listed entity established outside Australia, and an externally managed listed entity that has an AGM, should ensure that its external auditor attends its AGM and is available to answer questions from security holders relevant to the audit.	N/A

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