RED MOUNTAIN MINING LIMITED — Governance Information 2024

Sep 26, 2024

Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

Name of entity

Red Mountain Mining Limited (ASX:RMX)

40 119 568 106 30 June 2024

ABN/ARBN Financial year ended:

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://www.redmountainmining.com.au/

The Corporate Governance Statement is accurate and up to date as at 27 September 2024 and has been approved by the board.

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

Date: 27 September 2024

Name of authorised officer authorising lodgement: Mauro Piccini – Company Secretary

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

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.

ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

Corporate Governance Council recommendation		Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons 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 settingout:(a)the respective roles and responsibilities of its board andmanagement; and(b)those matters expressly reserved to the board and thosedelegated to management.	☒and we have disclosed a copy of our board charterat:https://www.redmountainmining.com.au/	☐set outin our Corporate Governance Statement OR☐we arean externally managed entityand this recommendationis therefore not applicable
1.2	A listed entity should:(a)undertake appropriate checks before appointing a director orsenior executive or putting someone forward for election asa director; and(b)provide security holders with all material information in itspossession relevant to a decision on whether or not to elector re-elect a director.	☒	☐set outin our Corporate Governance Statement OR☐we are an externally managed entity and this recommendationis therefore not applicable
1.3	A listed entity should have a written agreement with each directorand senior executive setting out the terms of their appointment.	☒	☐set outin our Corporate Governance Statement OR☐we are an externally managed entity and this recommendationis therefore not applicable
1.4	The company secretary of a listed entity should be accountabledirectly to the board, through the chair, on all matters to do withthe proper functioning of the board.	☒	☐set outin our Corporate GovernanceStatement OR☐weare an externally managed entity and this recommendationis 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.

	Corporate Governance Council recommendation	Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons 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 boardsetmeasurable objectives for achieving gender diversity in thecomposition of its board, senior executives and workforcegenerally;and(c)disclose in relation to each reporting period:(1)the measurable objectives set forthat period toachievegender diversity;(2)the entity's progress towards achieving thoseobjectives;and(3)either:(A)the respective proportions of men and womenon the board, in senior executive positions andacross the whole workforce (including how theentity has defined "senior executive" for thesepurposes); or(B)if the entity is a "relevant employer" under theWorkplace Gender Equality Act, the entity'smost recent "Gender Equality Indicators", asdefined in and published under that Act.If the entity was in the S&P/ASX 300 Index at thecommencement of the reporting period, the measurable objectivefor achieving gender diversity in the composition of its boardshould be to have not less than 30% of its directors of eachgender within a specified period.	☐and we have disclosed a copy of our diversity policy at:……………………………………………………………………………[insert location]and we have disclosed the information referred to in paragraph (c)at:……………………………………………………………………………[insert location]and if we were included in the S&P/ASX 300 Index at thecommencement of the reporting period our measurable objective forachieving gender diversity in the composition of its board of not lessthan 30% of its directors of each gender within a specified period.	☒set outin our Corporate Governance Statement OR☐we are an externally managed entityand this recommendationis therefore not applicable
1.6	A listed entity should:(a)have and disclose a process for periodically evaluating theperformance of the board, its committees and individualdirectors; and(b)disclosefor each reporting period whether aperformanceevaluation has been undertakenin accordance with thatprocessduring or in respect of that period.	☒and we have disclosed the evaluationprocess referred to inparagraph (a) at:https://www.redmountainmining.com.au/and whether a performance evaluation was undertaken for thereporting period in accordance with that process at:https://www.redmountainmining.com.au/	☐set outin our Corporate Governance Statement OR☐we are an externally managed entity and this recommendationis therefore not applicable

	Corporate Governance Council recommendation	Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons for not doing so are:5
1.7	A listed entity should:(a)have and disclose a process for evaluating the performanceof its senior executivesat least once every reporting period;and(b)disclosefor each reporting period whether a performanceevaluation has been undertakenin accordance with thatprocessduring or in respect of that period.	☒and we have disclosed the evaluationprocess referred to inparagraph (a) at:https://www.redmountainmining.com.au/and whether a performance evaluation was undertaken for thereporting period in accordance with that process at:https://www.redmountainmining.com.au/	☐set outin our Corporate Governance Statement OR☐we are an externally managed entity and this recommendationis therefore not applicable

	Corporate Governance Council recommendation	Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons 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 areindependent 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 numberof times the committee met throughout the periodand the individual attendances of the members atthose meetings; or(b)if it does not have a nomination committee, disclose thatfact and the processes it employs to address boardsuccession issues and to ensure that the board has theappropriate balance of skills, knowledge, experience,independence and diversity to enable it to discharge itsduties and responsibilities effectively.	☐[If the entity complies with paragraph (a):]and we have disclosed a copy of the charter of the committee at:……………………………………………………………………………[insert location]and the information referred to in paragraphs (4) and (5) at:……………………………………………………………………………[insert location][If the entity complies with paragraph (b):]and we have disclosed the fact that we do not have a nominationcommittee and the processes we employ to address boardsuccession issues and to ensure that the board has the appropriatebalance of skills, knowledge, experience, independence anddiversity to enable it to discharge its duties and responsibilitieseffectively at:……………………………………………………………………………[insert location]	☒set outin our Corporate Governance Statement OR☐we are an externally managed entityand this recommendationis therefore not applicable
2.2	A listed entity should have and disclose a board skills matrixsetting out the mix of skills that the board currently has or islooking to achieve in its membership.	☐and we have disclosed our boardskills matrix at:……………………………………………………………………………[insert location]	☒set outin our Corporate Governance Statement OR☐we are an externally managed entityand this recommendationis therefore not applicable
2.3	A listed entity should disclose:(a)the names of the directors considered by the board to beindependent directors;(b)if a director has an interest, position, affiliation orrelationship of the type described in Box2.3 but the boardis of the opinion that it does not compromise theindependence of the director, the nature of the interest,positionor relationship in question and an explanation ofwhy 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 theboard to be independentdirectors as set outin our CorporateGovernance Statement athttps://www.redmountainmining.com.au/and, where applicable, the information referred to in paragraph (b)asset outin our Corporate Governance Statementand the length of service of each director as set outin our CorporateGovernance Statementathttps://www.redmountainmining.com.au/	☐set outin our Corporate Governance Statement

	Corporate Governance Council recommendation	Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons for not doing so are:5
2.4	A majority of the board of a listed entity should be independentdirectors.	☒	☐set outin our Corporate Governance Statement OR☐we are an externally managed entity and this recommendationis therefore not applicable
2.5	The chair of the board of a listed entity should be anindependent director and, in particular, should not be the sameperson as the CEO of the entity.	☒	☐set outin our Corporate Governance Statement OR☐we are an externally managed entity and this recommendationis therefore not applicable
2.6	A listed entity should have a program for inducting newdirectors and for periodically reviewing whether there is a needfor existing directors to undertake professional development tomaintain the skills and knowledge needed to perform their roleas directors effectively.	☒	☐set outin our Corporate Governance Statement OR☐we are an externally managed entity and this recommendationis therefore not applicable
PRINCIPLE 3 –	INSTIL A CULTUREOF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY
3.1	A listed entity should articulate and disclose its values.	☒and we have disclosed our values at:https://www.redmountainmining.com.au/	☐set outin 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 boardor a committee of the boardisinformed ofany material breachesofthat code.	☒and we have disclosed our codeof conduct at:https://www.redmountainmining.com.au/	☐set outin 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 isinformed of any material incidents reported under thatpolicy.	☒and we have disclosed our whistleblower policy at:https://www.redmountainmining.com.au/	☐set outin 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 theboard isinformed of any material breaches of that policy.	☒and we have disclosed our anti-bribery and corruption policy at:https://www.redmountainmining.com.au/	☐set outin our Corporate Governance Statement

	Corporate Governance Council recommendation	Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons 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 nonexecutive directors and a majority of whom areindependent directors; and(2)is chaired by an independent director, who is notthe chair of the board,and disclose:(3)the charter of the committee;(4)the relevant qualifications and experience of themembers of the committee; and(5)in relation to each reporting period, the number oftimes the committee met throughout the period andthe individual attendances of the members at thosemeetings; or(b)if it does not have an audit committee, disclose that factand the processes it employs that independently verifyand safeguard the integrity of its corporate reporting,including the processes for the appointment and removalof the external auditor and the rotation of the auditengagement partner.	☐[If the entity complies with paragraph (a):]and we have disclosed a copy of the charter of the committee at:……………………………………………………………………………[insert location]and the information referred to in paragraphs (4) and (5) at:……………………………………………………………………………[insert location][If the entity complieswith paragraph (b):]and we have disclosed the fact that we do not have an auditcommitteeand the processes we employ that independently verifyand safeguard the integrity of our corporate reporting, including theprocesses for the appointment and removal of the external auditorand the rotation of the audit engagementpartner at:……………………………………………………………………………[insert location]	☒set outin our Corporate Governance Statement
4.2	The board of a listed entity should, before it approves theentity's financial statements for a financial period, receive fromits CEO and CFO a declaration that, in their opinion, thefinancial records of the entity have been properly maintainedand that the financial statements comply with the appropriateaccounting standards and give a true and fair view ofthefinancial position and performance of the entity and that theopinion has been formed on the basis of a sound system of riskmanagement and internal control which is operating effectively.	☒	☐set outin our Corporate Governance Statement
4.3	A listed entity should disclose its process to verify the integrityof anyperiodiccorporate report it releases to the marketthat isnot audited or reviewed by an external auditor.	☒	☐set outin our Corporate Governance Statement

Corporate Governance Council recommendation		Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons for not doing so are:5
PRINCIPLE 5 –	MAKE TIMELY AND BALANCED DISCLOSURE
5.1	A listed entity shouldhave and disclose a written policy forcomplying with its continuous disclosure obligations underlisting rule3.1.	☒and we have disclosed our continuous disclosure compliance policyat:https://www.redmountainmining.com.au/	☐set outin our Corporate Governance Statement
5.2	A listed entity should ensure that its board receives copies of allmaterial market announcements promptly after they have beenmade.	☒	☐set outin our Corporate Governance Statement
5.3	A listed entity that gives anewand substantiveinvestor oranalyst presentation should release a copy of the presentationmaterials on the ASX Market Announcements Platform aheadof the presentation.	☒	☐set outin our Corporate Governance Statement
PRINCIPLE 6 –	RESPECT THE RIGHTS OF SECURITY HOLDERS
6.1	A listed entity should provide information about itself and itsgovernance to investors via its website.	☒and we have disclosed information about us and our governance onour website at:https://www.redmountainmining.com.au/	☐set outin our Corporate Governance Statement
6.2	A listed entity should have an investor relations program thatfacilitates effective two-way communication with investors.	☒	☐set outin our Corporate Governance Statement
6.3	A listed entity should disclose how it facilitatesand encouragesparticipation at meetings of security holders.	☒and we have disclosed how we facilitate and encourage participationat meetings of security holdersat:https://www.redmountainmining.com.au/	☐set outin our Corporate Governance Statement
6.4	A listed entity should ensure that all substantive resolutions at ameeting of security holders are decided by a poll rather than bya show of hands.	☒	☐set outin our Corporate Governance Statement
6.5	A listed entity should give security holders the option to receivecommunications from, and send communications to, the entityand its security registry electronically.	☒	☐set outin our Corporate Governance Statement

	Corporate Governance Council recommendation	Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons for not doing so are:5
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 ofwhich:(1)has at least three members, a majority of whom areindependent 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 numberof times the committee met throughout the periodand the individual attendances of the members atthose meetings; or(b)if it does not have a risk committee or committees thatsatisfy (a) above, disclose that fact and the processes itemploys for overseeing the entity's risk managementframework.	☐[If the entity complies with paragraph (a):]and we have disclosed a copy of the charter of the committee at:……………………………………………………………………………[insert location]and the information referred to in paragraphs (4) and (5) at:……………………………………………………………………………[insert location][If the entity complies withparagraph (b):]andwe have disclosedthe fact that we do not have a risk committeeor committees that satisfy (a) and the processes we employ foroverseeing our risk management framework at:……………………………………………………………………………[insert location]	☒set outin our Corporate Governance Statement
7.2	The board or a committee of the board should:(a)review the entity's risk management framework at leastannually to satisfy itself that it continues to be sound andthe riskthat the entity is operating with due regard toappetite set by the board; and(b)disclose, in relation to each reporting period, whethersuch a review has taken place.	☒and we have disclosed whethera review of the entity's riskmanagement framework was undertaken during the reporting periodat:https://www.redmountainmining.com.au/	☐set outin our Corporate Governance Statement

Corporate Governance Council recommendation		Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons for not doing so are:5
7.3	A listed entity should disclose:(a)if it has an internal audit function, how the function isstructured and what role it performs; or(b)if it does not have an internal audit function, that fact andthe processes it employs for evaluating and continuallyimproving the effectiveness of its governance, riskmanagement and internal control processes.	☒[If the entity complies with paragraph (a):]and we have disclosed how our internal audit function is structuredand what role it performsat:https://www.redmountainmining.com.au/[If the entity complies with paragraph (b):]and we have disclosed the fact that we do not have an internal auditfunction and the processes we employ for evaluating and continuallyimproving the effectivenessof our risk management and internalcontrol processes at:https://www.redmountainmining.com.au/	☐set outin our Corporate Governance Statement
7.4	A listed entity should disclose whether it has any materialexposure to environmental or social risks and, if it does, how itmanages or intends to manage those risks.	☒and we have disclosed whether we have any material exposure toenvironmental and social risks at:https://www.redmountainmining.com.au/and, if we do, how we manage or intend to manage those risks at:https://www.redmountainmining.com.au/	☐set outin our Corporate GovernanceStatement

Corporate Governance Council recommendation		Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons 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 areindependent 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 numberof times the committee met throughout the periodand the individual attendances of the members atthose meetings; or(b)if it does not have a remuneration committee, disclosethat fact and the processes it employs for setting the leveland composition of remuneration for directors and seniorexecutives and ensuring that such remuneration isappropriate and not excessive.	☐[If the entity complies with paragraph (a):]and we have disclosed a copy of the charter of the committeeat:……………………………………………………………………………[insert location]and the information referred to in paragraphs (4) and (5)at:……………………………………………………………………………[insert location][If the entity complies with paragraph (b):]and we have disclosed the fact that we do not have a remunerationcommittee and the processes we employ for setting the level andcomposition of remuneration for directors and senior executives andensuring that such remuneration is appropriate and not excessive:……………………………………………………………………………[insert location]	☒set outin our Corporate Governance Statement OR☐we are an externally managed entity and this recommendationis therefore not applicable
8.2	A listed entity should separately disclose its policies andpractices regarding the remuneration of non-executive directorsand the remuneration of executive directors and other seniorexecutives.	☒and we have disclosed separately our remuneration policies andpractices regarding the remuneration of non-executive directors andthe remuneration of executive directors and other senior executivesat:https://www.redmountainmining.com.au/	☐set outin our Corporate GovernanceStatement OR☐we are an externallymanaged entity and this recommendationis therefore not applicable
8.3	A listed entity which has an equity-based remuneration schemeshould:(a)have a policy on whether participants are permitted toenter intotransactions (whether through the use ofderivatives or otherwise) which limit the economic risk ofparticipating in the scheme; and(b)disclose that policy or a summary of it.	☐and we have disclosed our policy on thisissue or a summary of it at:……………………………………………………………………………[insert location]	☐set outin our Corporate Governance Statement OR☒we do not have an equity-based remuneration scheme andthis recommendation is therefore not applicableOR☐we are an externally managed entity and this recommendationis therefore not applicable

Corporate Governance Council recommendation		Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons 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 languagein which board or security holder meetings are held or keycorporate documents are written should disclose the processesit has in place to ensure the director understands and cancontribute to the discussions at those meetings andunderstands and can discharge their obligations in relation tothose documents.	☐and we have disclosed information about the processes in place at:………………………………………………………………………[insert location]	☐set outin our Corporate Governance StatementOR☒we do not have a director in this position and thisrecommendation is therefore not applicableOR☐we are an externally managed entity and this recommendationis therefore not applicable
9.2	A listed entity established outside Australia should ensure thatmeetings of security holders are held at a reasonable place andtime.	☐	☐set outin our Corporate Governance Statement OR☒we are established in Australia and this recommendation istherefore not applicableOR☐we are an externally managed entity and this recommendationis therefore not applicable
9.3	A listed entity established outside Australia, and an externallymanaged listed entity that has an AGM,should ensure that itsexternal auditor attends its AGM and is available to answerquestions from security holders relevant to the audit.	☐	☐set outin our Corporate Governance Statement OR☒we are established in Australia andnot an externally managedlisted entityandthis recommendation is therefore notapplicable☐we are an externally managed entity that does not holdanAGMand this recommendation is therefore not applicable
	ADDITIONAL DISCLOSURES APPLICABLE TO EXTERNALLY MANAGED LISTED ENTITIES
-	Alternative to Recommendation1.1 for externally managedlisted entities:The responsible entity of an externally managed listed entityshould disclose:(a)the arrangements between the responsible entity and thelisted entity for managing the affairs of the listed entity;and(b)the role and responsibility of the board of the responsibleentity for overseeing those arrangements.	☐and we have disclosed the information referred to in paragraphs (a)and (b) at:……………………………………………………………………………[insert location]	☐set outin our Corporate Governance Statement

Corporate Governance Council recommendation	Where a box below is ticked,4 we have followed therecommendation in fullfor the wholeof the period above. Wehave disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed therecommendation in full for the whole of the period above. Ourreasons for not doing so are:5
-Alternative to Recommendations8.1, 8.2 and 8.3 for externallymanaged listed entities:An externally managed listed entity should clearly disclose theterms governing the remuneration of the manager.	☐and we have disclosed the terms governingour remuneration asmanager of the entity at:……………………………………………………………………………[insert location]	☐set outin our Corporate Governance Statement

RED MOUNTAIN MINING LIMITED ACN 119 568 106 (Company)

CORPORATE GOVERNANCE STATEMENT

FOR THE FINANCIAL YEAR ENDING 30 JUNE 2024

This Corporate Governance Statement is current as at 27 September 2024 and has been approved by the Board of the Company on that date.

This Corporate Governance Statement discloses the extent to which the Company has, during the financial year ending 30 June 2024, followed the recommendations set by the ASX Corporate Governance Council in its publication Corporate Governance Principles and Recommendations – 4th Edition (Recommendations). The Recommendations are not mandatory, however the Recommendations that have not been followed for any part of the reporting period have been identified and reasons provided for not following them along with what (if any) alternative governance practices were adopted in lieu of the recommendation during that period.

The Company has adopted a Corporate Governance Plan which provides the written terms of reference for the Company's corporate governance duties.

Due to the current size and nature of the existing Board and the magnitude of the Company's operations, the Board does not consider that 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 Board under the written terms of reference for those committees.

The Company's Corporate Governance Plan is available on the Company's website at https://www.redmountainmining.com.au/

The Board sets out below its "if not why not" report in relation to those matters of corporate governance where the Group's practices depart from the Recommendations.

(4THRECOMMENDATIONSEDITION)		COMPLY	EXPLANATION
	Principle 1: Lay solid foundations for management and oversight
out:(a)(b)	Recommendation 1.1A listed entity should have and disclose a board charter settingthe respective roles and responsibilities of its Boardand management;andthose matters expressly reserved to the Board andthose delegated to management.	YES	The Company has adopted a Board Charterthat sets out the specificroles and responsibilities of the Board,the Chairand managementand includes a description of those matters expressly reserved to theBoard 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 andresponsibilities of the Chairman and Company Secretary, theestablishment, operation and management of Board Committees(ifany), Directors' access to Company records and information, detailsof the Board's relationship with management, details of the Board'sperformance review and details of the Board's disclosure policy.A copy of the Company's Board Charter, which is part of theCompany's Corporate Governance Plan, is available on theCompany's website.

(4THRECOMMENDATIONSEDITION)	COMPLY	EXPLANATION
Recommendation 1.2A listed entity should:(a)undertake appropriate checks before appointing adirector or senior executiveor putting someoneforward for electionas a Director; and(b)provide security holders with all material informationin its possessionrelevant to a decision on whether ornot to elect or re-elect a Director.	YES	(a)The Company has guidelines for the appointment andselection of the Boardand senior executivesin its CorporateGovernance Plan. The Company's Nomination CommitteeCharter(inthe Company's Corporate Governance Plan)requires the Nomination Committee(or, in its absence, theBoard) to ensure appropriate checks (including checks inrespect of character, experience, education, criminal recordand bankruptcy history (as appropriate)) are undertakenbefore appointing a person, or putting forward to securityholders a candidate for election, as a Director.In the event ofan unsatisfactory check, a Director is requiredto submit theirresignation.(b)Under the Nomination CommitteeCharter, all materialinformation relevant to a decision on whether or not to elector re-elect a Director mustbe provided to security holders inthe Notice of Meeting containing the resolution to elect orre-elect a Director.
Recommendation 1.3A listed entity should have a written agreement with eachDirector and senior executive setting out the terms of theirappointment.	YES	The Company's Nomination CommitteeCharter requires theNomination Committee (or, in its absence, the Board) to ensure thateach Director and senior executive ispersonallya party to a writtenagreement with the Company which sets out the terms of thatDirector's or senior executive's appointment.The Company has had written agreements with each of its Directorsand senior executives for the past financial year.

(4THRECOMMENDATIONSEDITION)	COMPLY	EXPLANATION
Recommendation 1.4The Company Secretary of a listed entity should beaccountable directly to the Board, through the Chair, on allmatters to do with the proper functioning of the Board.	YES	TheBoardCharteroutlinestheroles,responsibilityandaccountability of the Company Secretary. In accordance with this,the Company Secretary is accountable directly to the Board, throughthe Chair, on all matters to do with the proper functioning of theBoard.
Recommendation 1.5A listed entity should:(a)haveand disclosea diversity policy;(b)through its board or a committee of the board setmeasurable objectives for achieving gender diversityin the composition of its board, senior executives andworkforce generally;and(c)disclose in relation toeach reporting period:(i)the measurable objectives set for thatperiod to achievegender diversity;(ii)the entity's progress towards achievingthose objectives; and(iii)either:(A)the respective proportions of menand women on the Board, in seniorexecutive positions and across thewhole workforce (including howthe entity has defined "seniorexecutive" for these purposes); or	PARTIALLY	(a)The Company has adopted a Diversity Policywhich providesa framework for the Company to establish,achieve andmeasure diversity objectives,including in respect of genderdiversity.The Diversity Policy is available, as part of theCorporate Governance Plan, on the Company's website.(b)The Diversity Policyallowsthe Board to setmeasurablegender diversity objectives,if considered appropriate, and tocontinually monitor both the objectives [if any have been setand the Company's progress in achieving them.(c)The Board did not set measurable gender diversity objectivesfor the past financial year, because:(i)the Board did not anticipate there would be a need toappoint any new Directors or senior executives due tothe limited nature of the Company's existing andproposed activities and the Board's view that theexisting Directors and senior executives havesufficient skill and experience to carry out theCompany's plans; and

(4THRECOMMENDATIONSEDITION)	COMPLY	EXPLANATION
iftheentityisa"relevant(B)employer" under the WorkplaceGender Equality Act, theentity'smostrecent"GenderEqualityIndicators", as defined in theWorkplace Gender Equality Act.		(ii)the respective proportions of men and women on theBoard, in senior executive positions and across thewhole organisation (including how the entity hasdefined "senior executive" for these purposes) for thepast financial year is disclosedbelow.
If the entity was in the S&P/ASX 300 Index at thecommencement of the reporting period, the measurableobjective for achieving gender diversity in the composition ofits board should be to have not less than 30% of its directorsof each gender within a specified period.		WomenMenTotal% FemaleBoard of Directors-33-Other KMP-11-Other Employees101100%Total Organisation14520%
Recommendation 1.6A listed entity should:(a)have and disclose a process for periodicallyevaluating the performance of the Board, itscommittees and individual Directors; and(b)disclosefor each reporting period whether aperformance evaluation has been undertaken inaccordance with that process during or in respect ofthat period.	YES	(a)The Company's Nomination Committee (or, in its absence,the Board) is responsible for evaluating the performance ofthe Board, its committees(if any)and individual Directors onan annual basis. It may do so with the aid of an independentadvisor. The process for this is set outin the Company'sCorporate Governance Plan,which is available on theCompany's website.

(4THRECOMMENDATIONSEDITION)	COMPLY	EXPLANATION
		(b)The Company's Corporate Governance Plan requires theCompanytodisclosewhetherornotperformanceevaluations were conducted during the relevant reportingperiod. The Board has developed an informal process forperformance evaluation whereby the performance of alldirectors is reviewed regularly by the Chair and ManagingDirector. The Board as a whole may then hold a facilitateddiscussion during which each Board member has theopportunity to raise any matter, suggestion for improvementor criticism with the Board as a whole. The Chair and/or theManaging Director of the Board may also meet individuallywith each Board member to discuss their performance. Nonexecutivedirectorsmayalsomeet to discusstheperformance of the Chair or the Managing Director. Directorswhose performance is consistently unsatisfactory may beasked to retire.
		The Company has completed performance evaluations inrespect of the Board, its committees (if any) and individualDirectors for the past financial year in accordance with theabove process.Going forward, it is the Company's intentionthat all directors will continue to receive individualperformance evaluations at least annually. The Company hascompleted performance evaluations in respect of the Board,its committees (if any) and individual Directors for the pastfinancial year in accordance with theabove process.

(4THRECOMMENDATIONSEDITION)	COMPLY	EXPLANATION
Recommendation 1.7A listed entity should:YES(a)have and disclose a process for evaluating theperformance of its senior executivesat least onceevery reporting period; and(b)disclose for each reporting period whether aperformance evaluation has been undertaken inaccordance with that process during or in respect ofthat period.		(a)The Company's Nomination Committee (or, in its absence,the Board) is responsible for evaluating the performance ofthe Company's senior executiveson an annual basis. TheCompany's Remuneration Committee (or, in its absence, theBoard) is responsible for evaluating the remuneration of theCompany's senior executives on an annual basis. A seniorexecutive, for these purposes, means key managementpersonnel (as defined in the Corporations Act) other than anon-executive Director.The applicable processesfor these evaluations can be foundin the Company's Corporate Governance Plan, which isavailable on the Company's website.
		(b)The Company has developed an informal process ofperformance evaluation whereby an assessment of progressis carried out throughout the year. The Board as a whole maythen hold a facilitated discussion during which each Boardmember has the opportunity to raise any matter, suggestionfor improvement or criticism with the Board as a whole. TheChair of the Board may also meet individually with ExecutiveDirectors, in this case the Managing Director to discuss theirperformance. Executive Directors whose performance isconsistently unsatisfactorymay be asked to retire.TheCompanyhascompletedaninformalperformanceevaluation in respect of the senior executives (being theManaging Director) for the past financial year in accordancewith the applicable processes.

(4THRECOMMENDATIONSEDITION)			COMPLY		EXPLANATION
	Principle 2: Structure the Board tobe effective andadd value
(a)(b)	Recommendation 2.1(i)(ii)and disclose:(iii)(iv)(v)	The Board of a listed entity should:have a nomination committee which:has at least three members, a majority ofwhom are independent Directors; andis chaired by an independent Director,the charter of the committee;the members of the committee; andas at the end of each reporting period, thenumber of times the committee metthroughout the period and the individualattendances of the members at thosemeetings; orif it does not have a nomination committee, disclosethat fact and the processes it employs to addressBoard succession issues and to ensure that the Boardhas the appropriate balance of skills,knowledge,experience, independence and diversity to enable itto discharge its duties and responsibilities effectively.	PARTIALLY	(a)(b)	The Company's Nomination Committee Charter provides forthe creation of a Nomination Committee(if it is considered itwill benefit the Company), with atleast three members, amajority of whom are independent Directors, and which mustbe chaired by an independent DirectorThe Company did not have a Nomination Committee for thepast financial year as the Board did not consider theCompanywouldbenefitfromitsestablishment.Inaccordance with the Company's Board Charter, the Boardcarries out the duties that would ordinarily be carried out bytheNominationCommitteeundertheNominationCommittee Charter, including the following processes toaddress succession issues and to ensure the Board has theappropriate balance of skills, experience, independence andknowledge of the entity to enable it to discharge its dutiesand responsibilities effectively:(i)devoting time at least annually to discuss Boardsuccession issues; and(ii)all Board members being involved in the Company'snominationprocess,tothemaximumextentpermitted under the Corporations Act and ASX ListingRules.The Board oversees the appointment and induction processfor directors and the selection, appointment andsuccession

(4THRECOMMENDATIONSEDITION)	COMPLY	EXPLANATION
		planning process of the Company's Managing Director. Whena vacancy exists or there is a needfor a particular skill,theBoard determines the selection criteria that will be applied.The Board will then identifysuitable candidates, withassistancefrom an external consultant if required, and willinterview and assess theselected candidates. Directors areinitially appointed by the Board and must stand for reelection at the Company's next Annual General Meeting ofshareholders. Directors must then retire from office andnominate for re-election at least once every three years withthe exception of the Managing Director.
Recommendation 2.2A listed entity should have and disclose a Board skillsmatrixsetting out the mix of skills that the Board currently has or islooking to achieve in its membership.	NO	Under the Nomination CommitteeCharter(inthe Company'sCorporate Governance Plan), the Nomination Committee (or, in itsabsence, the Board) is required to prepare a Board skillsmatrixsetting out the mix of skills that the Board currently has (or is lookingto achieve) and to review this at least annuallyagainst theCompany's Board skills matrix to ensure the appropriate mix of skillsto discharge its obligations effectively and to add value and to ensurethe Board has the ability to deal with new and emerging business andgovernance issues.

(4THRECOMMENDATIONSEDITION)	COMPLY	EXPLANATION
		Given the current size and stage of development of the Company theBoard has not yet established a formal boardskills matrix. Gaps inthe collective skills of the Board are regularly reviewed by the Boardas a whole, with theBoard proposing candidates for directorshipshaving regard to the desired skills and experience required by theCompany as well as the proposed candidates' diversity ofbackground.
		The Board Charter requires the disclosure of each Board member'squalifications and expertise. Full details as to each Director andsenior executive's relevant skills and experience are available in theCompany's Annual Report.

(a)(b)	Recommendation 2.3A listed entity should disclose:the names of the Directors considered by the Boardto be independent Directors;if a Director has an interest, position or relationshipof the type described in Box 2.3 of the ASX CorporateGovernance Principles and Recommendations(4thEdition), but the Board is of the opinion that it doesnot compromise the independence of the Director,the nature of the interest, positionor relationship inquestion and an explanation of why the Board is ofthat opinion; and	YES	(a)	The Board Charter requires the disclosure of the names ofDirectors considered by the Board to be independent.TheCompany has disclosed those Directors it considered to beindependent in its Annual Report. The current Boardcomposition includes 3Non-Executive Directors (allof whomare considered to be independent), MrMauro Piccini, MrLincoln Liuand Mr Robert Parton. The Board has consideredthe guidance to Principle 2 and in particular the relationshipsaffectingindependentstatus.Initsassessmentofindependence, the Board considers all relevant facts andcircumstances. Relationships that the Board will take intoconsideration when evaluating independence are whether aDirector:
(c)	the length of service of each Director		••	is a substantial shareholder of the Company or an officerof, or otherwise associated directly with, a substantialshareholder of the Company;is employed, or has previously been employed in anexecutive capacity by the Company or another Companymember, and there has not been a period of at least threeyears between ceasing such employment and serving onthe Board;
			••	has within the last three years been a principal of amaterial professional advisor or a material consultant tothe Company or another Company member, or anemployeemateriallyassociatedwiththeserviceprovided;is a material supplier or customer of the Company orother Company member, or an officer of or otherwise

(4THRECOMMENDATIONSEDITION)	COMPLY	EXPLANATION
		associated directly or indirectly with a material supplieror customer; or
		•has a material contractual relationship with the Companyor another Company member other than as a Director.
		(b)There are no independent Directors who fall into thiscategory;
		(c)The Company's Annual Report discloses the length of serviceof each Director, as atthe end of each financial year.
Recommendation 2.4A majority of the Board of a listed entity should beindependent Directors.	YES	The Company's Board Charter requires that, where practical, themajority of the Board shouldbe independent. The Board currentlycomprises a total of 3directors, of whom allare considered to beindependent.As such, independent directors currently comprise themajority of the Board.
Recommendation 2.5The Chair of the Board of a listed entity should be anindependent Director and, in particular, should not be the	YES	The Board Charter provides that, where practical, the Chairof theBoard should be an independent Directorand should not be theCEO/Managing Director.
same person as the CEO of the entity.		The Chair of the Company during the past financial year, Mr TroyFlannery and now Mr Mauro Piccini areindependent Director'sandisnot the CEO/Managing Director.

(4THRECOMMENDATIONSEDITION)	COMPLY	EXPLANATION
Recommendation 2.6A listed entity should have a program for inducting newDirectors and for periodically reviewing whether there is aneed for existing directors to undertake professionaldevelopment tomaintain the skills and knowledge needed toperform their role asDirectorseffectively.	YES	In accordance with the Company's Board Charter, the NominationsCommittee (or, in its absence, the Board)is responsible for theapproval and review of induction and continuing professionaldevelopment programs and procedures for Directors to ensure thatthey can effectively discharge their responsibilities. The CompanySecretary is responsible for facilitating inductions and professionaldevelopmentincluding receiving briefings on material developmentsin laws, regulations and accounting standards relevant to theCompany.
Principle 3: Instil a culture of acting lawfully, ethically and responsibly
Recommendation 3.1A listed entity shouldarticulate and disclose its values.	YES	(a)The Company and its subsidiary companies (if any) arecommitted to conducting all of its business activities fairly,honestly with a high level of integrity, and in compliance withall applicable laws, rules and regulations. The Board,management and employees are dedicated to high ethicalstandards and recognise and support the Company'scommitment to compliance with these standards.(b)The Company's values are set out in its Code of Conduct(which forms part of the Corporate Governance Plan) and areavailable on the Company's website. All employees are givenappropriate training on the Company's values and seniorexecutives will continually reference such values.

(a)(b)	Recommendation 3.2A listed entity should:have and disclose a code of conduct for its Directors,senior executives and employees; andensure that the Board or a committee of the Board isinformed of any material breaches ofthat code.	YES	(a)The Company's Corporate Code of Conduct applies to theCompany's Directors, senior executives and employees.(b)The Company's Corporate Code of Conduct (which forms partof the Company's Corporate Governance Plan) is available onthe Company's website. Any material breaches of the Codeof Conduct are reported to the Board or a committee of theBoard.
(a)(a)	Recommendation 3.3A listed entity should:have and disclose a whistleblower policy; andensure that the Board or a committee of the Board isinformed of any material incidents reported underthat policy.	YES	The Company'sWhistleblower Protection Policy (which forms part ofthe Corporate Governance Plan) is available on the Company'swebsite. Any material breaches of the Whistleblower ProtectionPolicy are to be reported to the Board.
Recommendation 3.4A listed entity should:(a)have and disclose an anti-bribery and corruptionpolicy; and(b)ensure that the Board or committee of the Board isinformed of any material breaches of that policy.		YES	The Company'sAnti-Bribery and Anti-Corruption Policy (which formspart of the Corporate Governance Plan) is available on theCompany's website. Any material breaches of the Anti-Bribery andAnti-Corruption Policy are to be reported to the Board.

	Principle 4: Safeguardtheintegrity of corporate reports
	Recommendation 4.1The Board of a listed entity should:		PARTIALLY	(a)	The Company's Corporate Governance Plan contains an Auditand Risk Committee Charter that provides for the creation of
(a)	(i)(ii)(iii)(iv)(v)	have an audit committee which:has at least three members, all of whom arenon-executive Directors and a majority ofwhom are independent Directors; andis chaired by an independent Director, whois not the Chair of the Board,and disclose:the charter of the committee;the relevant qualifications and experience ofthe members of the committee; andin relation to each reporting period, thenumber of times the committee metthroughout the period and the individualattendances of the members at thosemeetings; or			an Audit and Risk Committee with at least three members, allof whom must be non-executive Directors, andmajority ofthe Committee must be independent Directors. TheCommitteemust be chaired by an independent Director whois not the Chair.The Company did not have an Audit and Risk Committee forthe past financial yearas the Directors do not view that thesize of the Company warrants a separate Audit Committee.In accordance with the Company's Board Charter, the Boardcarries out the duties that would ordinarily be carried out bythe Audit and Risk Committee under the Audit and RiskCommittee Charter including the following processes toindependently verify the integrity of the Company's periodicreports which are not audited or reviewed by an externalauditor, as well as the processes for the appointment andremoval of the external auditor and the rotation of the auditengagement partner:
(b)	reporting,	if it does not have an audit committee, disclose thatfact and the processes it employs that independentlyverify and safeguard the integrity of its corporateincludingtheprocessesfortheappointment and removal of the external auditor andthe rotation of the audit engagement partner.			(i)the Board devotes time at annual Board meetings tofulfilling the roles and responsibilities associated withmaintaining the Company's internal audit functionand arrangements with external auditors; and

		(ii)all members of the Board are involved in theCompany's audit function to ensure the propermaintenance of the entity and the integrity of allfinancial reporting.The Board is of the view that the experience andprofessionalism of the persons on the Board is sufficient toensure that all significant matters are appropriatelyaddressed and actioned. Further, the Board does notconsider that the Company is of sufficient size to justify theappointment of additional directors for the sole purpose ofsatisfying this recommendation as it would be costprohibitive and counterproductive.
Recommendation 4.2The Board of a listed entity should, before it approves theentity's financial statements for a financial period, receivefrom its CEO and CFO a declaration that the financial recordsof the entity have been properly maintained and that thefinancial statements comply with the appropriate accountingstandards and give a true and fair view of the financial positionand performance of the entity and that the opinion has beenformed on the basis of a sound system of risk managementand internal control which is operating effectively.	YES	The Company's Audit and Risk Committee Charter requires theManaging Directorand CFO (or, if none, theperson(s) fulfilling thosefunctions) to provide a sign off on these terms.The Company has obtained a sign off on these terms for each of itsfinancial statements in the past financial year.

Recommendation 4.3A listed entity should disclose its process to verify the integrityof any periodic corporate report it releases to the market thatis not audited or reviewed by an external auditor.	YES	The Company ensures that the corporate reports it releases arereviewed by Management and provided to the Board to ensure thefinancial and technical content isaccurate, balanced andunderstandable.Where appropriate, information contained incorporate reports is referenced to supporting documents andsources.r, in accordance with Section 295A of the Corporations Act 2001 andmendation 4.2 of the ASX Corporate Governance Principles andmendations, the Managing Directorand CFO make declarations to thethat the Company's financial records have been properly maintainedrdance with the Act and that the financial statements comply withting standards and give a true and fair view of the financial positionrformance of the Companyandthat the above statement is foundedound system of risk management and internal control and that theswhich are operating effectively in all material respects in relation toal reporting risks.
Principle 5: Make timely and balanced disclosure
Recommendation 5.1A listed entity shouldhave and disclose a written policy forcomplying with its continuous disclosure obligations underlisting rule 3.1.	YES	(a)The Company's Corporate Governance Plan details theCompany's Continuous Disclosure policy.(b)The Corporate Governance Plan, which incorporates theContinuous Disclosure policy, isavailable on the Company'swebsite.

Recommendation 5.2A listed entity should ensure that its board receives copies ofall material market announcements promptly after they havebeen made.	YES	Under the Company's Continuous Disclosure Policy (which formspart of the Corporate Governance Plan), all members of the Boardreceive material market announcements promptly after they havebeen made.
Recommendation 5.3A listed entity that gives a new and substantive investor oranalyst presentation should release a copy of the presentationmaterials on the ASX Market Announcements Platform aheadof the presentation.	YES	All substantive investor or analyst presentations were released onthe ASX Markets Announcement Platform ahead of suchpresentations.
Principle 6: Respect the rights of security holders
Recommendation 6.1A listed entity should provide information about itself and itsgovernance to investors via its website.	YES	Information about the Company and its governance is available inthe Corporate Governance Plan which can be found on theCompany's website.
Recommendation 6.2A listed entity should have an investor relations program thatfacilitates effective two-way communication with investors.	YES	The Company has adopted a Shareholder Communications Strategywhichaimstopromoteandfacilitateeffectivetwo-waycommunication with investors. The Strategy outlines a range of waysin which information is communicated to shareholders and isavailable on the Company's website as part of the Company'sCorporate Governance Plan.
Recommendation 6.3A listed entity should disclose how it facilitates andencourages participation at meetings of security holders.	YES	The Company's Security Holder Communication Policy addressessecurity holder attendance at Security Holder Meetings.Shareholders are encouraged to participate at all general meetingsand AGMs of the Companyand provides Shareholders with theopportunity to participate in shareholder meetings by allowingvoting in person, by proxy or online.

Recommendation 6.4A listed entity should ensure that all substantive resolutionsat a meeting of security holders are decided by a poll ratherthan by a show of hands.	YES	All substantive resolutions at securityholder meetings will be decidedby a poll rather than a show of hands.
Recommendation 6.5A listed entity should give security holders the option toreceive communications from, and send communications to,the entity and its security registry electronically.	YES	The Company encourages the use of electronic communication andoffers Security Holders the option to receive and send electroniccommunication to the Company and its share registry wherepossible. The Shareholder Communication Strategy provides thatsecurity holders can register with the Company to receive emailnotifications when an announcement is made by the Company to theASX, including the release of the Annual Report, half yearly reportsand quarterly reports. Links are made available to the Company'swebsite on which all information provided to the ASX is immediatelyposted.Shareholders queries should be referred to the Company Secretaryin the first instance.
Principle 7:Recognise and manage risk

Recommendation 7.1			(a)	The Company did not have an Audit and Risk Committee for
	The Board of a listed entity should:		PARTIALLY		the past financial year as theDirectors do not view that the
(a)		have a committee or committees to oversee risk,each of which:			size of the Company warrants a separate Risk Committee. Allmatters that might properly be dealt with by the RiskCommittee are dealt with by the full Board. The Company's
	(i)	has at least three members, a majority ofwhom are independent Directors; and			Corporate Governance Plan contains an Audit and RiskCommittee Charter that provides for the creation of an Audit
	(ii)	is chaired by an independent Director,			and Risk Committee (if deemed appropriate in the future)
	and disclose:				with at least three members, all of whom must be non
	(iii)	the charter of the committee;			executive Directors, and majority of theCommittee must be
	(iv)	the members of the committee; and			independent Directors. The Committee must be chaired by
(b)	(v)	as at the end of each reporting period, thenumber of times the committee metthroughout the period and the individualattendances of the members at thosemeetings; orif it does not have a risk committee or committeesthat satisfy (a) above, disclose that fact and theprocess it employs for overseeing the entity's riskmanagement framework.		(b)	an independent Director who is not the Chair.The Company did not have an Audit and Risk Committee forthe past financial year. The Board is of the view that theexperience and professionalism of the persons on the Boardis sufficient to ensure that all significant matters areappropriately addressed and actioned. Further, the Boarddoes not consider that the Company is of sufficient size tojustify the appointment of additional directors for the solepurpose of satisfying this recommendation as it would becost prohibitive and counterproductive. The Board isresponsibleforoverseeingtheestablishmentandimplementation of effective risk management and internalcontrol systems to manage the Company's material businessrisks and for reviewing and monitoring the Company'sapplication of those systems. Major risk categories reportedinclude operational risk, environmental risk, sustainability,statutory reporting and compliance, financial risks (including

		financial reporting, treasury, information technology andtaxation), and market related risks.
Recommendation 7.2The Board or a committee of the Board should:(a)review the entity's risk management framework atleast annually to satisfy itself that it continues to besoundand that the entity is operating with dueregard to the risk appetite set by the Board; and(b)disclose in relation to each reporting period, whethersuch a review has taken place.	YES	(a)The Audit and Risk Committee Charter requires that the Auditand Risk Committee (or, in its absence, the Board) should, atleast annually, satisfy itself that the Company's riskmanagement framework continues to be soundand that theCompany is operating with due regard to the risk appetite setby the Board.The Board is responsible for reviewing theCompany's risk management frameworkand overseeing theestablishmentandimplementationofeffectiveriskmanagement and internal control systems to manage theCompany's material business risks and for reviewing andmonitoring the Company's application of those systems. TheBoard devotes time at quarterly Board meetings to fulfillingthe roles and responsibilities associated with overseeing riskand maintaining the entity's risk management frameworkand associated internal compliance and control procedures.(b)Risk framework reviews may occur more or less frequentlythan annually as necessitated by changes in the Company andits operating environment. Given the operations of theCompany have not materially changed over the past 12-month period, a risk framework review has not taken placeduring the transitional financial year ended 30 June 2021.

Recommendation 7.3A listed entity should disclose:(a)if it has an internal audit function, how the functionis structured and what role it performs; or(b)if it does not have an internal audit function, that factand the processes it employs for evaluating andcontinually improving the effectiveness of itsgovernance, risk management and internal controlprocesses.	YES	(a)The Audit and Risk Committee Charterprovides for theAuditand Risk Committee(and in its absence, the Board)tomonitor and periodically review the need for aninternal auditfunction, as well as assessing the performance and objectivityof any internal audit procedures that may be in place.(b)The Company did not have an internal audit function for thepast financial year.As set out in Recommendation 7.1, theBoard is responsible for overseeing the establishment andimplementation of effective risk management and internalcontrol systems to manage the Company's material businessrisks and for reviewing and monitoring the Company'sapplication of those systems.
Recommendation 7.4A listed entity should disclose whether it has any materialexposure to environmental or social risks and, if it does, howit manages or intends to manage those risks.	YES	The Audit and Risk Committee Charter requires the Audit and RiskCommittee (or, in its absence, the Board) to assist managementtodetermine whether the Company has any potential or apparentexposure to environmental or social risks and, if it does, put in placemanagement systems, practices and procedures to manage thoserisks.The Company's Corporate Governance Plan requires the Company todisclose whether it has any potential or apparent exposure toenvironmental or social risks and, if it does, put in place managementsystems, practices and procedures to manage those risk.Where the Company does not have material exposure toenvironmental or social risks, report the basis for that determinationto the Board, and where appropriate benchmark the Company'senvironmental or social risk profile against its peers.The Company discloses this information in its Annual Report.

Principle 8: Remunerate fairly and responsibly
Recommendation 8.1The Board of a listed entity should:(a)have a remuneration committee which:(i)has at least three members, a majority ofwhom are independent Directors; and(ii)is chaired by an independent Director,and disclose:(iii)the charter of the committee;(iv)the members of the committee; and(v)as at the end of each reporting period, thenumber of times the committee metthroughout the period and the individualattendances of the members at thosemeetings; or(b)if it does not have a remuneration committee,disclose that fact and the processes it employs forsetting the level and composition of remunerationfor Directors and senior executives and ensuring thatsuch remuneration is appropriate and not excessive.	PARTIALLY	(a)(b)	The Company did nothavea Remuneration Committee forthepastfinancialyear.TheCompany'sCorporateGovernance Plan contains a Remuneration CommitteeCharter that provides for the creation of a RemunerationCommittee (if it is considered it will benefit the Company),with at least three members, a majority of whom arebeindependent Directors, and which must be chaired by anindependent Director.The Company did not have a Remuneration Committee forthe past financial year as the Board did not consider theCompany would benefit from its establishment, and does notcurrently have one. In accordance with the Company's BoardCharter, the Board carriesout the duties that wouldordinarily be carried out by the Remuneration Committeeunder the Remuneration Committee Charter including thefollowing processes to set the level and composition ofremuneration for Directors and senior executives andensuring that such remuneration is appropriate and notexcessive:(i)the Board devotes time at an annual Board meetingto assess the level and composition of remunerationfor Directors and senior executives;and(ii)periodicallybenchmarkstheCompany'sremuneration against its peers.

	Recommendation 8.2A listed entity should separately disclose its policies andpractices regarding the remuneration of non-executiveDirectors and the remuneration of executive Directors andother senior executives.	YES	The Company's Corporate Governance Plan requires the Board todisclose its policies and practices regarding the remuneration ofDirectors and senior executives,which is disclosed in theremuneration report contained in the Company's Annual Report.
	Recommendation 8.3		The Company has no equity-based compensation schemes.
A listed entity which has an equity-based remunerationscheme should:		N/A
(a)	have a policy on whether participants are permittedto enter into transactions (whether through the useof derivatives or otherwise) which limit the economicrisk of participating in the scheme; and
(b)	disclose that policy or a summary of it.
	Recommendation 9.1
A listed entity with a director who does not speak thelanguage in which board or security holder meetings are heldor key corporate documents are written should disclose theprocesses it has in place to ensure the director understandsand can contribute to the discussions at those meetings andunderstands and can discharge their obligations in relation tothose documents.			Not applicable
Recommendation 9.2			Not applicable

A listed entity established outside Australia should ensurethat meetings of security holders are held at a reasonableplace and time.
Recommendation 9.3	Not applicable
A listed entity established outside Australia, and an externallymanaged listed entity that has an AGM, should ensure that itsexternal auditor attends its AGM and is available to answerquestions from security holders relevant to the audit.