ENEGEX LIMITED — Governance Information 2023

Sep 19, 2023

ENEGEX LIMITED

ABN 28 160 818 986 (Company)

CORPORATE GOVERNANCE STATEMENT

This Corporate Governance Statement is current as at 20 September 2023 and has been approved by the Board of the Company on that date.

This Corporate Governance Statement discloses the extent to which the Company follows the recommendations set by the ASX Corp orate Governance Council in its publication Corporate Governance Principles and Recommendations 4[th ] Edition ( Recommendations ). The Recommendations are not mandatory. However, the Recommendations that will not be followed have been identified and reasons provided for not following them along with what (if any) alternative governance practices the Company intends to adopt in lieu of the recommendation.

Due to the current size and nature of the Board and the magnitude of the Company’s operations, the Board does not consider th at the Company will gain any benefit from individual Board committees and that its resources would be better utilised in other areas as the Board is of the strong view that, at this stage, the experience and skill set of the current Board is sufficient to perform these roles. Under the Company’s Board Charter, the duties that would ordinarily be assigned to individual committees are currently carried out by the full Bo ard under the written terms of reference for those committees.

RECOMMENDATIONS (4TH EDITION) COMPLY EXPLANATION PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT Recommendation 1.1 The Company has adopted a Board Charter that sets out the A listed entity should have and disclose a charter which sets YES specific roles and responsibilities of the Board, the Chair and management and includes a description of those matters out the respective roles and responsibilities of the Board, the expressly reserved to the Board and those delegated to Chair and management, and includes a description of management. those matters expressly reserved to the Board and those delegated to management. A copy of the Company’s Board Charter is available on the Company’s website.

RECOMMENDATIONS (4TH EDITION)	COMPLY	EXPLANATION
Recommendation 1.2		(a)Appropriate screening of all candidates is conducted prior to
A listed entity should:	YES	appointment to the Board of Enegex.
(a) undertake appropriate checks before appointing a
person, or putting forward to security holders a
candidate for election, as a Director; and		(b) Biographical information including details of any other
(b)provide security holders with all material information
		material directorships currently held for each director
relevant to a decision on whether or not to elect or re-		seeking election or re-election is provided to members in
elect a Director.		the explanatory memorandum accompanying a notice of
		meeting.
Recommendation 1.3		Enegex does not have a written agreement with each of its
A listed entity should have a written agreement with each	NO	directors.
Director and senior executive setting out the terms of their
appointment.
Recommendation 1.4		Enegex’s Board Charter provides that the company secretary is
The company secretary of a listed entity should be	YES	accountable to the Board through the chair for matters regarding
		Board administration.
accountable directly to the Board, through the Chair, on all
matters to do with the proper functioning of the Board.
Recommendation 1.5		Enegex does not have a formal gender diversity policy. Given the
A listed entity should:	NO	limited size of the Company it is important to maximise efficiency
		by providing flexibility for the engagement of the best person for a
		role.
		50% of Enegex’s board (2 directors from 4) are women.

RECOMMENDATIONS (4TH EDITION)	COMPLY	EXPLANATION
(a)have a diversity policy which includes requirements for
the Board or a relevant committee of the Board to set
measurable objectives for achieving gender diversity
and to assess annually both the objectives and the
entity’s progress in achieving them;
(b)disclose that policy or a summary of it; and
(c)disclose as at the end of each reporting period:
(i) the measurable objectives for achieving gender
diversity set by the Board in accordance with the
entity’s diversity policy and its progress towards
achieving them; and
(ii)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 the Workplace
Gender Equality Act.
Recommendation 1.6		Enegex uses a continuous performance appraisal process
A listed entity should:	YES	involving ongoing feedback and coaching with the objective of
		promoting continuous development.
(a)have and disclose a process for periodically evaluating
the performance of the Board, its committees and
individual Directors; and

RECOMMENDATIONS (4TH EDITION)

COMPLY

EXPLANATION

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• (b) disclose, in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process.

RECOMMENDATIONS (4TH EDITION)	COMPLY	EXPLANATION
(b) disclose, in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process.
Recommendation 1.7		Enegex uses a continuous performance appraisal process
A listed entity should:	YES	involving ongoing feedback and coaching with the objective of
		promoting continuous development.
(a)have and disclose a process for periodically evaluating
the performance of its senior executives; and
(b)disclose, in relation to each reporting period, whether a
performance evaluation was undertaken in the reporting
period in accordance with that process.
PRINCIPLE 2 - STRUCTURE THE BOARD TO ADD VALUE
Recommendation 2.1		The Board fulfills the role of nominations & remuneration
The Board of a listed entity should:	NO	committee. The nominations & remuneration committee charter
		can be found at
(a) have a nomination committee which:
		http://www.enegex.com/corporate-governance
(i) has at least three members, a majority of whom are
		The Nominations & Remuneration Committee did not meet during
independent Directors; and
(ii) is chaired by an independent Director,		2022/23 financial year.
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

RECOMMENDATIONS (4TH EDITION)

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, experience, independence and knowledge of the entity to enable it to discharge its duties and responsibilities effectively.

Recommendation 2.2

A listed entity should have and disclose 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.

COMPLY EXPLANATION

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		The following table summarises the skills, attributes and	The following table summarises the skills, attributes and
	YES	experience of the directors serving on the Board at the date of this report: Board Experience, Skills and Attributes Matrix
			Number
		Total directors	4
		Corporate leadership
		Experience in senior corporate	3
		leadership roles
		Natural resources experience
		Relevant industry experience	4
		Corporate financing	3
		Finance, legal, tax	2
		Other board level experience
		Membership of other listed entities	3
		(last 3 years)

RECOMMENDATIONS (4TH EDITION)	COMPLY	EXPLANATION
Recommendation 2.3		N Castleden and RA Sharpe are independent directors.
A listed entity should disclose:	YES
		The length of service of each director is reported in the
(a) the names of the Directors considered by the Board to		company’s Annual Report and on its website.
be independent Directors;
(b)if a Director has an interest, position, association or
relationship of the type described in Box 2.3 of the ASX
Corporate Governance Principles and
Recommendation (4th Edition), but the Board is of the
opinion that it does not compromise the
independence of the Director, the nature of the
interest, position, association or relationship in question
and an explanation of why the Board is of that opinion;
and
(c)the length of service of each Director.
Recommendation 2.4		A majority of the Board is not independent. As disclosed against
A majority of the Board of a listed entity should be	NO	Recommendation 2.3, N Castleden and RA Sharpe are
		independent directors.
independent Directors.

RECOMMENDATIONS (4TH EDITION)	COMPLY	EXPLANATION
Recommendation 2.5		Mr Steinepreis is not an independent director. The Board
The Chair of the Board of a listed entity should be an	NO	considers that his lack of independence does not hinder the
		effective performance of his role as Chairman.
independent Director and, in particular, should not be the
same person as the CEO of the entity.
Recommendation 2.6		Induction of new directors is provided by the Chairman with
A listed entity should have a program for inducting new	YES	assistance of the Company Secretary.
		The Board encourages directors to continue their education and
Directors and providing appropriate professional
development opportunities for continuing Directors to		maintain the skills required to discharge their duties by
develop and maintain the skills and knowledge needed to		participation in professional development opportunities.
perform their role as a Director effectively.
Principle 3: Act ethically and responsibly
Recommendation 3.1	NO	The Company does not have a Statement of Purpose and Values
A listed entity should articulate and disclose its values.		but is in the process of developing one.
Recommendation 3.2		(a)The Company’s Code of Conduct applies to the Company’s
A listed entity should:	YES	Directors, senior executives and employees.
		(b)The Company’s Code of Conduct is available on the
(a)have a code of conduct for its Directors, senior
		Company’s website.
executives and employees; and
(b)disclose that code or a summary of it.
Recommendation 3.3		The Company does not have a Whistleblower Protection Policy
A listed entity should:	NO	but is in the process of developing one.
(a)have and disclose a whistleblower policy; and
(b)ensure that the board or a committee of the board is
informed of any material breaches incidents reported
under that policy

RECOMMENDATIONS (4TH EDITION)	COMPLY	EXPLANATION
Recommendation 3.4	NO	The Company does not have an Anti-Bribery and Corruption
A listed entity should:		Policy but is in the process of developing one.
(a)have and disclose an anti-bribery and corruption
policy; and
(b)ensure that the board or a committee of the board is
informed of any material breaches of that policy
Principle 4: Safeguard integrity in financial reporting
Recommendation 4.1		The audit committee is currently comprised of:
The Board of a listed entity should:	PARTIALLY	R Steinepreis (Chair)
(a) have an audit committee which:		RL Clark
(i) has at least three members, all of whom are non-		N Castleden - independent
executive Directors and a majority of whom are		RA Sharpe- independent
independent Directors; and
(ii) is chaired by an independent Director, who is not
		The qualifications and experience of each member of the
the Chair of the Board,
and disclose:		committee can be seen in the annual report and the Charter of
		the Audit Committee can be found on Enegex’s website.
(iii) the charter of the committee;
(iv) the relevant qualifications and experience of the
members of the committee; and		Director Eligible Attended R Steinepreis 1 1 N Castleden 1 1 RA Sharpe 2 2 RL Clark 2 2
(v) 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 financial reporting,
includingtheprocesses for the appointment

RECOMMENDATIONS (4TH EDITION)

RECOMMENDATIONS (4TH EDITION) COMPLY EXPLANATION and removal of the external auditor and the rotation of the audit engagement partner. The CEO and CFO equivalent provide a declaration that in their Recommendation 4.2 opinion the financial records of the entity have been properly The Board of a listed entity should, before it approves the YES maintained, that the financial statements comply with the entity’s financial statements for a financial period, receive accounting standards and give a true and fair view of the financial from its CEO and CFO a declaration that the financial position and performance of the entity and that the opinion has records of the entity have been properly maintained and been formed on the basis of a sound system of risk management that the financial statements comply with the appropriate and internal controls which is operating effectively. 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.

Recommendation 4.3		The Company’s Continuous Disclosure Policy discloses the
A listed company 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	YES	Company’s process to verify the integrity of any corporate report it releases to the market. The Continuous Disclosure Policy is available on the Company’s website.
auditor.
Principle 5: Make timely and balanced disclosure
Recommendation 5.1		The Company’s Continuous Disclosure Policy is available on the
A listed entity should:	YES	Company’s website.

RECOMMENDATIONS (4TH EDITION) COMPLY EXPLANATION

RECOMMENDATIONS (4TH EDITION)	COMPLY	EXPLANATION
(a)have a written policy for complying with its continuous
disclosure obligations under the Listing Rules; and
(b)disclose that policy or a summary of it.
Recommendation 5.2		The Board receives copies of all market announcements promptly
A listed entity should ensure that its board receives copies	YES	upon lodgement with the ASX Market Announcements Platform in
		line with the Company’s Continuous Disclosure Policy, which is
of all material market announcements promptly after they
		available on the Company’s website.
have been made.
Recommendation 5.3		All substantive investor or analyst presentations are released on
A listed entity that gives a new and substantive investor or	YES	the ASX Market Announcements Platform ahead of the
		presentation, in line with the Company’s Continuous Disclosure
analyst presentation should release a copy of the
		Policy.
presentation materials on the ASX Market Announcements
Platform ahead of the presentation.
Principle 6:Respect the rights of security holders
Recommendation 6.1		Information about the Company and its governance is available
A listed entity should provide information about itself and its	YES	on the Company’s website.
governance to investors via its website.
Recommendation 6.2		Enegex provides an email address for use by shareholders who
A listed entity should have an investor relations program	YES	wish to make two-way communication with the Company.
that facilitates effective two-way communication with
investors.
Recommendation 63		Shareholders are encouraged to participate at all general
. A listed entity should disclose how it facilitates and	YES	meetings and AGMs of the Company. Upon the despatch of any
		notice of meeting to Shareholders, the Company Secretary shall
encourages participation at meetings of security holders		send out material stating that all Shareholders are encouraged to
		participate at the meeting.

RECOMMENDATIONS (4TH EDITION)

COMPLY EXPLANATION

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RECOMMENDATIONS (4TH EDITION)	COMPLY	EXPLANATION
Recommendation 6.4		All resolutions are decided by poll.
A listed entity should ensure that all substantive resolutions	YES
at a meeting of security holders are decided by a poll rather
than by a show of hands.
Recommendation 6.5		A right to receive noticed regarding company communication
A listed entity should give security holders the option to	YES	preference is available on the website and is distributed to
		shareholders with the annual general meeting communication.
receive communications from, and send communications
to, the entity and its security registry electronically.
Principle 7: Recognise and manage risk
Recommendation 7.1		The Board is responsible for overseeing the effectiveness of risk
The Board of a listed entity should:	YES	management so as to:
		• identify, assess, monitor and manage risk; and
(a)have a committee or committees to oversee risk, each
of which:		• inform investors of the nature of, and material changes to, the
(i) has at least three members, a majority of whom		Company’s risk profile.
are independent Directors; and
(ii) is chaired by an independent Director,		The Company’s activities are currently centred on advancing its
and disclose:		exploration and development projects. Apart from geological risk,
		material business risks include financial and operational risk - this
(iii) the charter of the committee;
		is not an exhaustive list of risks faced by the Company. The Board
(iv) the members of the committee; and
		considers the existing policies and procedures for risk oversight to
(v) as at the end of each reporting period, the		be appropriate for the Company’s current size and stage of
number of times the committee met throughout		development.

RECOMMENDATIONS (4TH EDITION) 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 process it employs for overseeing the entity’s risk management framework.

COMPLY EXPLANATION

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Recommendation 7.2 The Board has a risk assessment framework which it utilises to identify risks as well as potential risk mitigation strategies. The The Board or a committee of the Board should: YES Board conducts a risk assessment using the framework annually, (a) review the entity’s risk management framework with or more often if appropriate. management at least annually to satisfy itself that it continues to be sound; and

• (b) disclose in relation to each reporting period, whether such a review has taken place.

During 2022/23 the Board did not conduct a company-wide risk assessment.

Recommendation 7.3 Enegex does not have an internal audit function. Rather, Enegex implements internal control process appropriate to the size of A listed entity should disclose: YES Enegex’s organisation and activities. (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 risk management and internal control processes.

RECOMMENDATIONS (4TH EDITION)	COMPLY	EXPLANATION
Recommendation 7.4		Enegex has exposure to material economic risks including funding
A listed entity should disclose whether it has any material	YES	risks, prices for natural resources commodities, project cost
		overruns and. These risks and the factors influencing these risks
exposure to economic, environmental and social
		are reviewed on a continuous basis with mitigation strategies
sustainability risks and, if it does, how it manages or intends
		implemented and revised as appropriate.
to manage those risks.
Principle 8: Remunerate fairly and responsibly
Recommendation 8.1		The Board acts as a nominations & remuneration committee.
The Board of a listed entity should:	YES	The nominations & remuneration committee charter can be found
(a)have a remuneration committee which:		at
(i) has at least three members, a majority of whom		http://www.enegex.com/corporate-governance/
are independent Directors; and
(ii) is chaired by an independent Director,		The Nominations & Remuneration Committee did not meet during
and disclose:		2022/23 financial year.
(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

RECOMMENDATIONS (4TH EDITION)

COMPLY EXPLANATION

and senior executives and ensuring 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.

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

Enegex reports on its remuneration practices for its non-executive YES directors and its executive directors separately. Disclosure regarding both can be founded in the remuneration report in the annual report.

Enegex does not have a policy on whether participants in its NO equity-based remuneration scheme are permitted to enter into transactions which limit the economic risk of participating in the scheme.

During 2022/23 no grants were made under an Enegex employee share scheme.

(b) disclose that policy or a summary of it.

Rules 4.7.3 and 4.10.3

Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

Name of entity

ENEGEX LIMITED

ABN/ARBN 28 160 818 986	Financial year ended:
28 160 818 986	30 June 2023

Our corporate governance statement[1 ] for the period above can be found at:[2]

These pages of our ☐ annual report: This URL on our X website: http://www.enegex.com/corporate-governance/

The Corporate Governance Statement is accurate and up to date as at 20 September 2023 and has been approved by the board.

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

Date: 20 September 2023

Name of authorised officer Alex Neuling authorising lodgement:

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 “OR” 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)

Page 1

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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: http://www.enegex.com/corporate-governance/	☐ set out in our Corporate Governance StatementOR ☐ 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 StatementOR ☐ 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 StatementOR ☐ 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

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.

Page 2

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

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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 StatementOR
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: http://www.enegex.com/corporate-governance/ and whether a performance evaluation was undertaken for the reporting period in accordance with that process in the Corporate Governance Statement	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable

Page 3

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

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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
1.7	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.	 and we have disclosed the evaluation process referred to in paragraph (a) at: http://www.enegex.com/corporate-governance/ and whether a performance evaluation was undertaken for the reporting period in accordance with that process in the Corporate Governance Statement.	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable

Page 4

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

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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 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: (1) has at least three members, a majority of whom are independent directors; and (2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the number of times the committee met throughout the 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.	☐	 set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable The Company does not have a Nomination Committee. The Board considers this to be appropriate given the current size of the Company. The Board as a whole assumes the tasks of a Nomination Committee.
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.	 .	☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
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, affiliation 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 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.	 and we have disclosed the names of the directors considered by the board to be independent directors in our Corporate Governance Statement: and, where applicable, the information referred to in paragraph (b) in its Corporate Governance Statement and the length of service of each director in its Corporate Governance Statement	☐ set out in our Corporate Governance Statement

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

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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
2.4	A majority of the board of a listed entity should be independent directors.	☐	 set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
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.	☐	 set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
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.		☐ set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable
PRINCIPLE 3 – INSTIL A CULTURE OF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY
3.1	A listed entity should articulate and disclose its values.	☐and we have disclosed out value at:	set out in our Corporate Governance Statement
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.	 and we have disclosed our Code of Conduct at: http://www.enegex.com/corporate-governance/	☐ set out in our Corporate Governance Statement
3.3	A listed entity should: (a) have and disclose a whistleblower policy; and (b) ensure that the board or a committee of the board is informed of any material incidents reported under that policy.	☐and we have disclosed our Whistleblower Protection Policy at:	set out in our Corporate Governance Statement
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.	☐and we have disclosed our Anti Bribery and Corruption Policy at:	set out in our Corporate Governance Statement

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

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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 4 – SAFEGUARD THE INTEGRITY OF CORPORATE REPORTS
4.1	The board of a listed entity should: (a) have an audit committee which: (1) has at least three members, all of whom are non- executive directors and a majority of whom are independent directors; and (2) is chaired by an independent director, who is not the chair of the board, and disclose: (3) the charter of the committee; (4) the relevant qualifications and experience of the members of the committee; and (5) 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 partner.	☐	 set out in our Corporate Governance Statement The Company does not have an Audit Committee. The Board considers this to be appropriate given the current size of the Company. The Board as a whole takes on the tasks of the Audit Committee and to ensure and safeguard the integrity of its corporate reporting, appointment and removal of external auditor and rotation of the audit partner.
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, in their opinion, 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.	 and we have disclosed that in our Annual Report as well as in our Corporate Governance Statement http://www.enegex.com/corporate-governance/	☐ set out in our Corporate Governance Statement
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.	 and we have disclosed our Continuous Disclosure Policy at: http://www.enegex.com/corporate-governance/	☐ set out in our Corporate Governance Statement

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

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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 5 – MAKE TIMELY AND BALANCED DISCLOSURE
5.1	A listed entity should have and disclose a written policy for complying with its continuous disclosure obligations under listing rule 3.1.	 and we have disclosed our Continuous Disclosure Policy at: http://www.enegex.com/corporate-governance/	☐ set out in our Corporate Governance Statement
5.2	A listed entity should ensure that its board receives copies of all material market announcements promptly after they have been made.	 and we have disclosed our Continuous Disclosure Policy at: http://www.enegex.com/corporate-governance/	☐ set out in our Corporate Governance Statement
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.	 and we have disclosed our Continuous Disclosure Policy at: http://www.enegex.com/corporate-governance/	☐ set out in our Corporate Governance Statement
PRINCIPLE 6 – RESPECT THE RIGHTS OF SECURITY HOLDERS
6.1	A listed entity should provide information about itself and its governance to investors via its website.	 and we have disclosed information about us and our governance on our website at: http://www.enegex.com/corporate-governance/	☐ set out in our Corporate Governance Statement
6.2	A listed entity should have an investor relations program that facilitates effective two-way communication with investors.	 in our Corporate Governance Statement and we have disclosed how we facilitate effective two way communication with investors in our Shareholder Communications Policy available at: http://www.enegex.com/corporate-governance/	☐ set out in our Corporate Governance Statement
6.3	A listed entity should disclose how it facilitates and encourages participation at meetings of security holders.	 in our Corporate Governance Statement and we have disclosed how we facilitate and encourage participation at meetings of security holders in our Shareholder Communications Policy available at: http://www.enegex.com/corporate-governance/	☐ set out in our Corporate Governance Statement

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

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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
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.		☐ set out in our Corporate Governance Statement
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.		☐ set out in our Corporate Governance Statement
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: (1) has at least three members, a majority of whom are independent directors; and (2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the number of times the committee met throughout the 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.	☐	 set out in our Corporate Governance Statement The Company does not have an Audit and Risk Committee. The Board considers this to be appropriate given the current size of the Company. The Board will reassess the need for an Audit and Risk Committee dependent on the Company’s growth.
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.	☐	set out in our Corporate Governance Statement

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

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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
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.	 The Company does not have an internal audit function and we have disclosed the fact that we do not have an internal audit function and the processes we employ for evaluating and continually improving the effectiveness of our risk management and internal control processes in our Corporate Governance Statement at: http://www.enegex.com/corporate-governance/	☐
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.	 and we have disclosed whether we have any material exposure to economic, environmental and social sustainability risks, and if we do, how we intend to manage those risks, in the Company’s Corporate Governance Statement located at: http://www.enegex.com/corporate-governance/	☐ set out in our Corporate Governance Statement

Page 10

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

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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 8 – REMUNERATE FAIRLY AND RESPONSIBLY
8.1	The board of a listed entity should: (a) have a remuneration committee which: (1) has at least three members, a majority of whom are independent directors; and (2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the number of times the committee met throughout the 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.	☐	 set out in our Corporate Governance StatementOR ☐ we are an externally managed entity and this recommendation is therefore not applicable The Company has a Remuneration Committee. However, this Committee only has two members, both of whom are independent. The Board considers this to be appropriate given the current size of the Company. The Board will reassess dependent on the Company’s growth.
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.	 and we have disclosed separately our remuneration policies and practices regarding the remuneration of non-executive directors and the remuneration of executive directors and other senior executives in the Directors’ Report contained in the Company’s Annual Report	☐ set out in our Corporate Governance Statement OR ☐ we are an externally managed entity and this recommendation is therefore not applicable
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.	☐	set out in our Corporate Governance Statement OR ☐ we do not have an equity-based remuneration scheme and this recommendation is therefore not applicableOR ☐ we are an externally managed entity and this recommendation is therefore not applicable

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

Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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
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.	Not applicable	☐ set out in our Corporate Governance StatementOR ☐ we do not have a director in this position and this recommendation is therefore not applicableOR ☐ 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.	Not applicable	☐ set out in our Corporate Governance StatementOR ☐ we are established in Australia and this recommendation is therefore not applicableOR ☐ 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.	Not applicable	☐ set out in our Corporate Governance StatementOR ☐ 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
ADDITIONAL DISCLOSURES APPLICABLE TO EXTERNALLY MANAGED LISTED ENTITIES
-	Alternative to Recommendation 1.1 for externally managed listed entities: The responsible entity of an externally managed listed entity should disclose: (a) the arrangements between the responsible entity and the listed entity for managing the affairs of the listed entity; and (b) the role and responsibility of the board of the responsible entity for overseeing those arrangements.	Not applicable and we have disclosed the information referred to in paragraphs (a) and (b) at: …………………………………………………………………………….. [insert location]	☐ set out in our Corporate Governance Statement

Page 12

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

Corporate Governance Council recommendation	Corporate Governance Council recommendation	Where a box below is ticked,4we have followed the recommendation in fullfor the wholeof 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
-	Alternative to Recommendations 8.1, 8.2 and 8.3 for externally managed listed entities: An externally managed listed entity should clearly disclose the terms governing the remuneration of the manager.	☐ Not applicable and we have disclosed the terms governing our remuneration as manager of the entity at: …………………………………………………………………………….. [insert location]	☐ set out in our Corporate Governance Statement