RUMBLE RESOURCES LIMITED — Governance Information 2024

Sep 29, 2024

CORPORATE GOVERNANCE STATEMENT FOR THE YEAR ENDED 30 JUNE 2024

This Corporate Governance Statement is current as at 30 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, as at 30 June 2024 followed the recommendations set by the ASX Corporate Governance Council in its publication Corporate Governance Principles and Recommendations (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's Corporate Governance Plan is available on the Company's website at:

https://rumbleresources.com.au/corporate/corporate-governance/

CORPORATE GOVERNANCE PRINCIPLESAND RECOMMENDATIONS			COMPLY(Yes/No)	EXPLANATION
1.		Lay solid foundations for management and oversight
1.1	(a)(b)	Companies should have and disclose aboard charter:therespectiverolesandresponsibilities of its board andmanagement; andthose matters expressly reserved tothe board and those delegated tomanagement.	Yes	The Company has adopted a Board Charter that sets outthe specific roles and responsibilities of the board ofdirectors (Board), the Chair and management and includesa description of those matters expressly reserved to theBoard and those delegated to management.The Board Charter sets out the specific responsibilities ofthe Board, requirements as to the Board's composition, theroles and responsibilities of the Chairman and CompanySecretary, the establishment, operation and managementof Board Committees, Directors' access to Companyrecords and information, details of the Board's relationshipwith management, details of the Board's performancereview and details of the Board's disclosure policy.A copy of the Company's Board Charter, which is part ofthe Company's Corporate Governance Plan, is availableon the Company's website.
1.2	(a)(b)	Companies should:undertakeappropriatechecksbefore appointing a person, orputting forward to security holders acandidate for election, as a director;andprovide security holders with allmaterialinformationinitspossession relevant to a decisionon whether or not to elect or re-electa director.	Yes	The Company has guidelines for the appointment andselection of the Board in its Corporate Governance Plan.TheCompany'sRemunerationandNominationCommitteeCharter(intheCompany'sCorporateGovernance Plan) requires the Nomination Committee (or,in its absence, the Board) to ensure appropriate checks(including checks in respect of character, experience,education, criminal record and bankruptcy history (asappropriate) are undertaken before appointing a person orputting forward to security holders a candidate for election,as a Director.Under the Remuneration and Nomination CommitteeCharter, all material information relevant to a decision on

	CORPORATE GOVERNANCE PRINCIPLESAND RECOMMENDATIONS	COMPLY(Yes/No)		EXPLANATION
			whether or not to elect or re-elect a Director must beprovided to security holders in the Notice of Meetingcontaining the resolution to elect or re-elect a Director.Information in respect to each Directors experience andqualifications are outlined in the Annual Report. Directorswill be put forward for re-election at the Company's AnnualGeneral.
1.3	Companiesshouldhaveawrittenagreement with each director and seniorexecutive setting out the terms of theirappointment.	Yes	Detailed in the Board Charter. The Company requires eachdirector and senior executive to execute a writtenagreement setting out the terms of their appointment.The Company has written agreements with each of itsDirectors and executive service agreements with keymanagement personnel.
1.4	Thecompanysecretaryshouldbeaccountable directly to the board, throughthe chair, on all matters to do with the properfunctioning of the board.	Partially	The Board Charter outlines the roles, responsibility andaccountability of the Company Secretary.The Company Secretary is accountable directly to theBoard on all matters to do with the proper functioning ofthe Board as the Company does not currently have a chair.
1.5	Companies should:(a)haveadiversitypolicywhichincludes requirements for the boardor a relevant committee of theboard to set measurable objectivesfor achieving gender diversity andtoassessannuallyboththeobjectives and the entity's progressin achieving them;(b)disclose that policy or a summary ofit; and(c)disclose as at the end of eachreporting period the measurableobjectives for achieving genderdiversity set by the board or a	Yes	The Company has adopted a Diversity Policy whichprovides a framework for the Company to establish andachieve measurable diversity objectives, including inrespect of gender diversity. The Diversity Policy allows theBoard to set measurable gender diversity objectives ifconsidered appropriate, and to assess annually both theobjectives if any have been set and the Company'sprogress in achieving them.The Diversity Policy is available, as part of the CorporateGovernance Plan, on the Company's website.The respective proportions of men and women on theBoard, key management personnel and across the wholeorganisation is outlined below:
	relevant committee of the board inaccordancewiththeentity'sdiversity policy and its progress		Directors	Male100%	Female-
	towards achieving them and either:(1)the respective proportions ofmen and women on the board,in senior executive positions		Senior executives	100%	-
	andacrossthewholeorganisation (including how theentityhasdefined"senior		Other employees	86%	14%

		CORPORATE GOVERNANCE PRINCIPLESAND RECOMMENDATIONS	COMPLY(Yes/No)	EXPLANATION
		executive" for these purposes);or(2)if the entity is a "relevantemployer"undertheWorkplaceGenderEqualityAct, the entity's most recent"Gender Equality Indicators",as defined in and publishedunder that Act.
1.6	(a)(b)	Companies should:have and disclose a process forperiodicallyevaluatingtheperformanceoftheboard,itscommittees; anddisclose for each reporting periodwhether a performance evaluationhasbeenundertakeninaccordancewiththatprocessduring or in respect of that period.	Yes	The Board is responsible for evaluating the performanceof the Board, its committees and individual Directors andsenior executives on an annual basis. It may do so with theaid of an independent advisor. The process for this is setout in the Company's Board Charter as well as theCompany's Remuneration and Nomination CommitteeCharter, and the Board Performance Evaluation Policywhich is available on the Company's website.The Board should ensure that an evaluation of the Board,its committees and individual directors is undertaken inaccordance with the Board Charter in future years. TheCompany will provide details as to its compliance withthese recommendations in its future annual reports.During the financial year 2024, the Board in accordancewith its Board Charter, the Remuneration CommitteeCharter and Performance Evaluation Policy did notcomplete a formal performance review and evaluation.Rather, the Board conducted regular, informal reviews andongoing evaluationof Board and key managementpersonnelperformance,andevaluationofkeyremuneration, structure and composition metrics.
1.7	(a)(b)	Companies should:have and disclose a process forperiodicallyevaluatingtheperformanceofitsseniorexecutives; anddisclose,inrelationtoeachreportingperiod,whetheraperformanceevaluationwasundertaken in the reporting periodin accordance with that process.	Yes	Under the Board Charter, the Board (with the advice andassistanceoftheRemunerationandNominationCommittee (once established) is responsible for reviewingand approving the performance of the members of theexecutive leadership team.The Board should ensure that an evaluation of themembers of its executive leadership team is undertaken inaccordance with the Board Charter in future years andshould make disclosure as to whether the performanceevaluation was undertaken in the reporting period.The Company also has a Board Performance EvaluationPolicy which is available on the Company's website.During financial year 2024, the Board in accordance withits Board Charter, the Remuneration Committee Charter

	AND RECOMMENDATIONS		CORPORATE GOVERNANCE PRINCIPLES	COMPLY(Yes/No)	EXPLANATION
					and Performance Evaluation Policy did not complete aformal review of senior executives.
2.			Structure the board to add value
2.1	The board should:(a)	have	anominationcommittee	Yes	The Board established a separate Remuneration andNomination Committee during the financial year.
		which:(1)	has at least three members,a majority of whom areindependent directors; and		TheBoardhasaRemunerationandNominationCommittee Charter which describes the role, composition,functions and responsibilities of the Remuneration andNomination Committee.
		(2)	is chaired by an independentdirector,		A copy of the Remuneration and Nomination CommitteeCharter is available on the Company's website.
			and disclose:		The number of times the Board meets during a reportingperiod is detailed in the Company's Annual Report to
		(3)(4)	the charter of the committee;themembersofthe		shareholders.
		(5)	committee; andas at the end of eachreporting period, the numberof times the committee metthroughout the period andthe individual attendances ofthemembersatthosemeetings; or
	(b)	the	if it does not have a nominationcommittee, disclose that fact andprocessesitemploystoaddress board succession issuesand to ensure that the board hasthe appropriate balance of skills,knowledge,experience,independenceanddiversitytoenable it to discharge its duties andresponsibilities effectively.
2.2	Companies should have and disclose aboard skills matrix setting out the mix ofskills and diversity that the board currentlyhasorislookingtoachieveinitsmembership.		Yes	TheCompany'sBoardinaccordancewiththeRemuneration and Nomination Committee Charterisresponsible for regularly reviewing the size, compositionand skills of the Board to ensure that the Board is able todischarge its duties and responsibilities effectively and toidentify any gaps in the skills or experience of the Board.Per the Company's Board Charter, the Company shoulddisclose details of any board skills matrix it adopts.

	CORPORATE GOVERNANCE PRINCIPLESAND RECOMMENDATIONS	COMPLY(Yes/No)	EXPLANATION
			The Company has reviewed the skills, experience andexpertise of each of its directors across the followingcategories:Finance, Industry, Investor/Public Relations, Health,Safety/Environment, Legal, Risk & Compliance, CorporateGovernance and Strategy.
			The Board following review of the matrix have not identifiedany material weakness in the Board's ability to dischargeits duties and responsibilities effectively.
2.3	Companies should disclose:(a)thenamesofthedirectorsconsidered by the board to beindependent directors;(b)ifadirectorhasaninterest,position, association or relationshipof the type described in Box 2.3 butthe board is of the opinion that itdoesnotcompromisetheindependence of the director, thenature of the interest, position,associationorrelationshipinquestion and an explanation of whythe board is of that opinion; and(c)the length of service of eachdirector.	Yes	The Company should assess the independence of itsdirectors against the requirements for independence in theBoard Charter which should reflect the independencecriteria detailed in the ASX Corporate GovernancePrinciples.Director independence should initially be assessed uponeach director's appointment and reviewed each year, or asrequired when a new personal interest or conflict of interestis disclosed. Directors should disclose all actual orpotential conflicts of interest on an ongoing basis.The Board currently consists of five directors, with three ofthe Non-Executive Directors considered to be independentdirectors (Mr Matthew Banks, Mr Michael Smith, Mr PeterVenn and Mr Geoff Jones, who was appointed during theyear).TheCompany'sannualreportwilldisclosetheindependence of each Director as well as the length ofservice of each Director, as at the end of the financial year.
2.4	Amajorityoftheboardshouldbeindependent directors.	Yes	The Board Charter requires that, where practical, themajority of the Board be comprised of independentdirectors.The Board has considered independence and for thefinancial year ended 30 June 2024, three out of the fiveDirectors are considered independent.The Company notes that during the year, a ManagingDirectors (Mr Peter Harold) has been appointed to theBoard.
2.5	The chair of the board should be anindependent director and, in particular,should not be the same person as the CEO.	No	The Board should appoint a chair that is independent asoutlined in the Board Charter.At this time, the Board believes that given the history of theCompany and its current position and size, it is notpractical at this stage to have an independent chair of the

CORPORATE GOVERNANCE PRINCIPLESAND RECOMMENDATIONS			COMPLY(Yes/No)	EXPLANATION
				Board. The Board takes the view that in the interest ofshareholders, theyare best served with the presentcomposition of the Board and have resolved that thesituation will be monitored as the operations of theCompany evolve and opportunities arise.
2.6	Companies should have a program forinductingnewdirectorsandprovideappropriateprofessionaldevelopmentopportunities for directors to develop andmaintain the skills and knowledge needed toperform their role as directors effectively.		Yes	Upon appointment, new Directors will be subject torelevant induction procedures to provide the incomingindividual with sufficient knowledge of the entity and itsoperating environment to enable them to fulfil their roleeffectively.In accordance with the Company's Board Charter and theRemuneration and Nomination Committee Charter, theBoard is responsible for the approval and review ofinductionandcontinuingprofessionaldevelopmentprograms and procedures for Directors to ensure that theycan effectively discharge their responsibilities. TheCompanySecretaryisresponsibleforfacilitatinginductions and professional development.
3		Act ethically and responsibly
3.1	A listed entity should articulate and discloseits values.		Yes	The Board has articulated and disclosed its Statement ofValues in accordance with Recommendation 3.1, asdisclosedontheCompany'swebsiteathttps://rumbleresources.com.au/corporate/corporategovernance/
3.2	Companies should:(a)have a code of conduct for itsdirectors, senior executives andemployees; and(b)ensurethattheboardoracommittee of the board is informedof any material breaches of thatcode.		Yes	The Company's Corporate Code of Conduct applies to theCompany's Directors, senior executives and employees.Any material breaches should be disclosed to the Board.The Company's Corporate Code of Conduct (which formspart of the Company's Corporate Governance Plan) isavailable on the Company's website.
3.3	(a)(b)	A listed entity should:have and disclose a whistle blowerpolicy; andensurethattheboardoracommittee of the board is informed	Yes	The Company's Whistle Blower Policy (which forms part ofthe Company's Corporate Governance Plan) is availableon the Company's website.Any material breaches should be disclosed to the Board orto the Audit and Risk Committee (once established).

	AND RECOMMENDATIONS		CORPORATE GOVERNANCE PRINCIPLES	COMPLY(Yes/No)	EXPLANATION
			of any material incidents reportedunder that policy.
3.4	(a)(b)	ensurepolicy.	A listed entity should:have and disclose an anti-briberyand corruption policy; andthattheboardoracommittee of the board is informedof any material breaches of that	Yes	The Company's Anti-Corruption and Anti-Bribery Policy(whichformspartoftheCompany'sCorporateGovernance Plan) is available on the Company's website.Any material breaches should be disclosed to the Board orto the Audit and Risk Committee (once established).
4			Safeguard integrity in corporate reporting
4.1	(a)(b)	The board should:(1)(2)(3)(4)(5)the	have an audit committee which:has at least three members,allofwhomarenonexecutive directors and amajorityofwhomareindependent directors; andis chaired by an independentdirector, who is not the chairof the board,and disclose:the charter of the committee;therelevantqualificationsandexperienceofthemembers of the committee;andin relation to each reportingperiod, the number of timesthecommitteemetthroughout the period andthe individual attendances ofthemembersatthosemeetings; orif it does not have an auditcommittee, disclose that fact andthe processesitemploysthatindependently verify and safeguardintegrityofitscorporatereporting, including the processesfor the appointment and removal ofthe external auditor and the rotationof the audit engagement partner.	Yes	At this time, the Board has not established a separateAudit Committee due to the Company's current positionand size.The Board has however adopted an Audit and RiskCommittee Charter which describes the role, composition,functions and responsibilities of the Audit and RiskCommittee. Until such time that a separate committee isestablished, the Board remains responsiblefor suchmattersandwilldischargeitsresponsibilitiesinaccordance with the Audit and Risk Committee Charter (tothe extent practicable). The Board is of the view that theexperience and professionalism of the persons on theBoard are sufficient to ensure that all significant financialreporting mattersareappropriatelyaddressed andactioned.A copy of the Audit and Risk Committee Charter isavailable on the Company's website.The number of times the Board meets during a reportingperiod is detailed in the Company's Annual Report toshareholders.

	CORPORATE GOVERNANCE PRINCIPLESAND RECOMMENDATIONS	COMPLY(Yes/No)	EXPLANATION
4.2	The board should, before it approves theentity's financial statements for a financialperiod, receive from its CEO and CFO adeclarationthat,intheiropinion,thefinancial records of the entity have beenproperly maintained and that the financialstatements comply with the appropriateaccounting standards and give a true andfair view of the financial position andperformance of the entity and that theopinion has been formed on the basis of asound system of risk management andinternalcontrolwhichisoperatingeffectively.	Yes	The Company's Board Charter requires the CEO and CFOto provide a sign off on these terms.
4.3	A listed entity should disclose its process toverify the integrity of any periodic corporatereport it releases to the market that is notaudited or reviewed by an external auditor.	Yes	Under the Board's Charter, the Board, with the assistanceof the Risk and Audit Committee (once established) shouldensure that there is a process to verify the integrity of anyperiodic report it releases to the market that is not auditedor reviewed by an external auditor. The Board should beresponsible under the Charter for the disclosure of thisprocess to the market for the benefit of investors.
5	Make timely and balanced disclosure
5.1	A listed entity should have and disclose awrittenpolicyforcomplyingwithitscontinuous disclosure obligations underlisting rule 3.1.	Yes	The Company should be committed to taking a proactiveapproach to continuous disclosure and creating a culturewithintheCompanythatpromotesand facilitatescompliance with the Company's continuous disclosureobligations.The Company has adopted a written policy to ensurecompliance with their ASX Listing Rule disclosureobligations. A copy of the Company's ContinuousDisclosure Policy is available on the Company's website.
5.2	A listed entity should ensure that its boardreceives copies of all material marketannouncements promptly after they havebeen made.	Yes	The Company should ensure, as part of its ContinuousDisclosure Policy, that there is a nominated personresponsible for the delivery of all material marketannouncements to the Board after they have been made.It is the Company Secretary's responsibility under theCompany's Continuous Disclosure Policy.
5.3	A listed entity that gives a new andsubstantive investor or analyst presentationshould release a copy of the presentationmaterialsontheASXMarket	Yes	The Company's Continuous Disclosure Policy shouldensure that the Company makes timely disclosure of anypresentation to new and substantive investors or analystsirrespective of whether the information contained in it is

	CORPORATE GOVERNANCE PRINCIPLESAND RECOMMENDATIONS	COMPLY(Yes/No)	EXPLANATION
	Announcements Platform ahead of thepresentation.		material. This is to ensure the equality of informationamong investors.
			It is the Company Secretary's responsibility under theCompany's Continuous Disclosure Policy.
6	Respect the rights of security holders
6.1	Companiesshouldprovideinformationabout itself and its governance to investorsvia its website.	Yes	The Company's website https://rumbleresources.com.au/providesinformationabouttheCompanyincludinginformation relevant to investors including the Company'sCorporateGovernancePlan,Constitution,ASXAnnouncements,FinancialReportandDirectors/Management.
6.2	Companies should design and implementan investor relations program to facilitateeffectivetwo-waycommunicationwithinvestors.	Yes	TheCompanyhasadoptedaShareholderCommunications Policy which aims to promote andfacilitate effective two-way communication with investors.The Policy outlines a range of ways in which information iscommunicated to shareholders and is available on theCompany's website as part of the Company's CorporateGovernance Plan.Investors are encouraged to attend the Company'ssecurity holder meetings, and are able to contact theCompany's management by email atinfo@rumbleresources.com.au
6.3	Companies should disclose the policies andprocesses it has in place to facilitate andencourage participation at meetings ofsecurity holders.	Yes	Shareholders are encouraged to participate at all generalmeetings and AGMs of the Company. Refer to theCompany's Shareholder Communications Policy availableon the Company's website as part of the Company'sCorporate Governance Plan.
6.4.	A listed entity should ensure that allsubstantive resolutions at a meeting ofsecurity holders are decided by a poll ratherthan by a show of hands.	Yes	As part of the Shareholder Communications Policy, theCompany should ensure that all substantive resolutions ata meeting of security holders are decided by poll ratherthan by hand. This should be the responsibility of theperson chairing the meeting to ensure certainty. As per thepolicy all resolutions put to meetings since the adoption ofthis policy have been decided via poll.
6.5	Companies should give security holders theoption to receive communications from, andsend communications to, the entity and itssecurity registry electronically.	Yes	The Company's share register is currently maintained byAutomic Registry Services. Shareholders have the optionofreceivingshareholdercommunicationsfromtheCompany and Automic electronically, unless an originalsignature or documents is required.

CORPORATE GOVERNANCE PRINCIPLESAND RECOMMENDATIONS				COMPLY(Yes/No)	EXPLANATION
					Shareholders can register on the Company's website toreceive email notifications when an announcement ismade by the Company to the ASX, including the release ofthe Annual Report, half yearly reports and quarterlyreports.
7			Recognise and manage risk
7.1	Companies should:(a)(b)	(1)(2)(3)(4)(5)or	have a committee or committees tooversee risk, each of which:has at least three members,a majority of whom areindependent directors; andis chaired by an independentdirector,and disclose:the charter of the committee;themembersofthecommittee; andas at the end of eachreporting period, the numberof times the committee metthroughout the period andthe individual attendances ofthemembersatthosemeetings; orif it does not have a risk committeecommitteesthatsatisfy(a)above, disclose that fact and theprocessesitemploysforoverseeingtheentity'sriskmanagement framework.	Yes	At this time, the Board has not established a separateAudit & Risk Committee due to the Company's currentposition and size.The Board has however adopted an Audit and RiskCommittee Charter which describes the role, composition,functions and responsibilities of the Audit and RiskCommittee. Until such time that a separate committee isestablished, the Board remains responsiblefor suchmattersandwilldischargeitsresponsibilitiesinaccordance with the Audit and Risk Committee Charter (tothe extent practicable).In conjunction with the other corporate governancepolicies, the Company has adopted a Risk ManagementPolicy which is designed to assist the Company to identify,assess, monitor and manage its business risk, includingany material changes to its risk profile. At this time, theBoard is responsible for ensuring that the Companymaintains effective risk management and internal controlsystems and processes.A copy of the Audit and Risk Committee Charter and theCompany's Risk Management Policy is available on theCompany's website.The number of times the Board meets during a reportingperiod is detailed in the Company's Annual Report toshareholders.
7.2	The board or a committee of the boardshould:(a)reviewtheentity'sriskmanagement framework at leastannually to satisfy itself that itcontinues to be sound; and(b)disclose,inrelationtoeachreporting period, whether such areview has taken place.		Yes	TheAuditandRiskCommitteeCharter&RiskManagement Policy requires that the Audit and RiskCommittee (or, in its absence, the Board) should, at leastannually,satisfyitselfthattheCompany'sriskmanagement framework continues to be sound.Thisnormally occurs in conjunction with the strategic planningprocess and the Company discloses in each reportingperiod that such a review has taken place. The Board

	CORPORATE GOVERNANCE PRINCIPLESAND RECOMMENDATIONS	COMPLY(Yes/No)	EXPLANATION
			undertakes a quarterly review of those areas of riskidentified.
			The Board did not complete a formal risk assessmentframework review during the period ended 30 June 2024,however the Board of Directors review the key risks facingthe Company on an ongoing basis.Operational riskassessments are completed on a daily basis with aninformal risk review performed on a quarterly basis by theBoard.
7.3	Companies should disclose:(a)if it has an internal audit function,how the function is structured and	Yes	The Audit and Risk Committee Charter provides for theAudit and Risk Committee to monitor the need for aninternal audit function.
	what role it performs; or(b)if it does not have an internal auditfunction,thatfactandtheprocesses it employs for evaluatingandcontinuallyimprovingtheeffectivenessofitsriskmanagement and internal controlprocesses.		As at 30 June 2024 the Company did not have an internalaudit function for the past financial period given the stageand size of the Company's operations. The Audit and RiskCommittee (or, in its absence, the Board) is responsible forensuring that sound risk management policies are in placefor the Company,and reporting to the Board asappropriate.Management is further responsible forundertaking and assessing risk management and internalcontrol effectiveness, and the Board assumes theresponsibilitytoestablishandimplementeffectivemanagement and internal control processes.
7.4	Companies should disclose whether it hasanymaterialexposuretoeconomic,environmental and social sustainability risksand, if it does, how it manages or intends tomanage those risks.	Yes	The Audit and Risk Committee Charter requires the Auditand Risk Committee (or, in its absence, the Board) toassist management to determine whether the Companyhas any material exposure to economic, environmentaland social sustainability risks and, if it does, how itmanages or intends to manage those risks.
			The Company's Corporate Governance Plan requires theCompany to disclose whether it has any material exposureto economic, environmental and social sustainability risksand, if it does, how it manages or intends to manage thoserisks.
			The Company will disclose any material risk exposures inits Annual Report, through ASX announcements and on itsASX website as part of its continuous disclosureobligations.
8	Remunerate fairly and responsibly
8.1	Companies should:	Yes	The Board established a separate Remuneration andNomination Committee during the financial year.

CORPORATE GOVERNANCE PRINCIPLESAND RECOMMENDATIONS				COMPLY(Yes/No)	EXPLANATION
	(a)(b)	which:(1)(2)(3)(4)(5)the	have a remuneration committeehas at least three members,a majority of whom areindependent directors; andis chaired by an independentdirector,and disclose:the charter of the committee;themembersofthecommittee; andas at the end of eachreporting period, the numberof times the committee metthroughout the period andthe individual attendances ofthemembersatthosemeetings; orif it does not have a remunerationcommittee, disclose that fact andthe processes it employs for settinglevelandcompositionofremunerationfordirectorsandsenior executives and ensuring thatsuch remuneration is appropriate		TheBoardhasaRemunerationandNominationCommittee Charter which describes the role, composition,functions and responsibilities of the Remuneration andNomination Committee.A copy of the Remuneration and Nomination CommitteeCharter is available on the Company's website.The number of times the Board meets during a reportingperiod is detailed in the Company's Annual Report toshareholders.
8.2	and not excessive.Companies should separately disclose itspoliciesandpracticesregardingtheremuneration of non-executive directorsand the remuneration of executive directorsand other senior executives.		Yes	The Board in line with the Remuneration and NominationCommittee Charter is responsible for setting and reviewingthe policies and practices of the Company regarding theremunerationofnon-executivedirectorsandtheremuneration of executive directors and other seniorexecutives, separately.The Company's Corporate Governance Plan requires theBoard to disclose its policies and practices regarding theremuneration of Directors and senior executives, which isdisclosed on the Company's website.The Non-Executive Directors are paid a fixed annual feefor their service to the Company as Non-ExecutiveDirectors. Executive Directors of the Company typicallyreceiveremunerationcomprisingabasesalarycomponent,discretionarybonusandequity-basedremuneration incentive. Directors and senior executivesare entitled to participate in the Company's equity-basedincentive plans such as the Employee Incentive Plan,having regard to their role, experience and contribution tothe Company when it is established.Details of the

CORPORATE GOVERNANCE PRINCIPLESAND RECOMMENDATIONS		COMPLY(Yes/No)	EXPLANATION
			remuneration of the Directors and key managementpersonnel will be outlined in the Company's AnnualReport.
8.3	A company which has an equity-basedremuneration scheme should:(a)haveapolicyonwhetherparticipants are permitted to enterinto transactions (whether throughthe use of derivatives or otherwise)which limit the economic risk ofparticipating in the scheme; and(b)disclose that policy or a summary ofit.	Notapplicable	The Company has adopted a Securities Trading Policywhich provides that participants must not, without priorwritten approval by the relevant person specified in thePolicy,engageinhedgingarrangements,dealinderivatives or enter into other arrangements which varyeconomic risk related to the Company's securities.The Company's Securities Trading Policy is available onthe website.
9Additional recommendations that apply only in certain cases
9.1.	A listed entity with a director who does notspeak the language in which board orsecurity holder meetings are held or keycorporate documents are written shoulddisclose the processes it has in place toensure the director understands and cancontribute to the discussions at thosemeetingsandunderstandsandcandischarge their obligations in relation tothose documents.	Notapplicable	The Company, as part of its Board Charter will ensure thatthere are appropriate processes in place for directors whodo not speak or read in the language of the Board toensure understanding, contribution and discharge of theirduties. Whilst it should be the ultimate responsibility of theCompany's Management, the Audit and Risk Committee(or, in its absence, the Board) should assist in developingthese processes.
9.2	A listed entity established outside Australiashould ensure that meetings of securityholders are held at a reasonable place andtime.	Notapplicable
9.3	Companies should ensure that its externalauditor attends its AGM and is available toanswer questions from security holdersrelevant to the audit.	Yes	The Company will require its external auditor to attend itsAGM to answer any questions from shareholders relevantto the audit and this is specifically detailed in theCompany's Shareholder Communication Policy which isavailable on the Company's website.