SSH GROUP LTD - Governance Information 2025

Appendix 4G

August 28, 2025

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Appendix 4G
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Appendix 4G 28/08/2025

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

Name of entity

Name of entity
SSH GROUP LTD
ABN/ARBN 79 140 110 130	Financial year ended:
79 140 110 130	30 June 2025

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

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

The Corporate Governance Statement is accurate and up to date as at 28 August 2025 and has been approved by the board.

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

Date: 28 August 2025 Name of authorised officer Jennifer Voon authorising lodgement:

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

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

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

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

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

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

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

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

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Appendix 4G August 28, 2025

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ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

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Corporate Governance Council recommendation Where a box below is ticked, [4] we have followed the Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. recommendation in full for the whole of the period above.
We have disclosed this in our Corporate Governance Our reasons for not doing so are: [5]
Statement:
PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT
1.1 A listed entity should have and disclose a board charter ☒ and we have disclosed these matters in the Board charter ☐ set out in our Corporate Governance Statement OR
setting out: at:
☐ we are an externally managed entity and this
(a) the respective roles and responsibilities of its board https://sshgroup.com.au/corporate-governance/ recommendation is therefore not applicable
and management; and
(b) those matters expressly reserved to the board and
those delegated to management.
1.2 A listed entity should: ☒ and we have disclosed this process in Clause 1 in the ☐ set out in our Corporate Governance Statement OR
(a) undertake appropriate checks before appointing a Procedures for Selection and Appointment of Directors at: ☐ we are an externally managed entity and this
director or senior executive or putting someone https://sshgroup.com.au/corporate-governance/ recommendation is therefore not applicable
forward for election as a director; and
(b) provide security holders with all material information
in its possession relevant to a decision on whether or
not to elect or re-elect a director.
1.3 A listed entity should have a written agreement with each ☒ and we have disclosed this requirement in clause 1 in the ☐ set out in our Corporate Governance Statement OR
director and senior executive setting out the terms of their Procedures for Selection and Appointment of Directors at: ☐ we are an externally managed entity and this
appointment. -
https://sshgroup.com.au/corporate governance/ recommendation is therefore not applicable
1.4 The company secretary of a listed entity should be ☒ and we have disclosed this requirement in clause 7.0 in ☐ set out in our Corporate Governance Statement OR
accountable directly to the board, through the chair, on all the Board Charter at:
☐ we are an externally managed entity and this
matters to do with the proper functioning of the board. -
https://sshgroup.com.au/corporate governance/ recommendation is therefore not applicable
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4 Tick the box in this column only if you have followed the relevant recommendation in full for the whole of the period above. Where the recommendation has a disclosure obligation attached, you must insert the location where that disclosure has been made, where indicated by the line with “ insert location ” underneath. If the disclosure in question has been made in your corporate governance statement, you need only insert “our corporate governance statement”. If the disclosure has been made in your annual report, you should insert the page number(s) of your annual report (eg “pages 10-12 of our annual report”). If the disclosure has been made on your website, you should insert the URL of the web page where the disclosure has been made or can be accessed (eg “www.entityname.com.au/corporate governance/charters/”).

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

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Appendix 4G

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August 28, 2025

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August 28, 2025	August 28, 2025	August 28, 2025	August 28, 2025
Corporate Governance Council recommendation Where a box below is ticked,4we have followed the recommendation in full for the whole of the period above. We have disclosed this in our Corporate Governance Statement: Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5

1.5	A listed entity should: (a) have and disclose a diversity policy; (b) through its board or a committee of the board set measurable objectives for achieving gender diversity in the composition of its board, senior executives and workforce generally; and (c) disclose in relation to each reporting period: (1) the measurable objectives set for that period to achieve gender diversity; (2) the entity’s progress towards achieving those objectives; and (3) either: (A) the respective proportions of men and women on the board, in senior executive positions and across the whole workforce (including how the entity has defined “senior executive” for these purposes); or (B) if the entity is a “relevant employer” under the Workplace Gender Equality Act, the entity’s most recent “Gender Equality Indicators”, as defined in and published under that Act. If the entity was in the S&P / ASX 300 Index at the commencement of the reporting period, the measurable objective for achieving gender diversity in the composition of its board should be to have not less than 30% of its directors of each gender within a specified period.	☐	☒ set out in our Corporate Governance Statement and we have disclosed a copy of our Diversity Policy at: https://sshgroup.com.au/corporate-governance/ and we have disclosed the information referred to in paragraphs (b) and (c) in the Corporate Governance Statement attached to this Appendix 4G in clause 1.5.

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Appendix 4G

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Appendix 4G

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Appendix 4G

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Corporate Governance Council recommendation Where a box below is ticked, [4] we have followed the Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. recommendation in full for the whole of the period above.
We have disclosed this in our Corporate Governance Our reasons for not doing so are: [5]
Statement:
2.3 A listed entity should disclose: ☒ and we have disclosed the names of the Directors ☐ set out in our Corporate Governance Statement
(a) the names of the directors considered by the board considered by the board to be independent directors in the
to be independent directors; Corporate Governance Statement attached to this Appendix
4G
(b) if a director has an interest, position, affiliation or
relationship of the type described in Box 2.3 but and, where applicable, the information referred to in
the board is of the opinion that it does not paragraph (b) in section 2.3 of the Corporate Governance
compromise the independence of the director, the Statement attached to this Appendix 4G.
nature of the interest, position or relationship in
question and an explanation of why the board is of
The length of service of each director is set out in section 2.3
that opinion; and
of the Corporate Governance Statement attached to this
(c) the length of service of each director. Appendix 4G.
2.4 A majority of the board of a listed entity should be ☐ This information is disclosed in the Corporate Governance ☒ set out in our Corporate Governance Statement
independent directors. Statement attached to this Appendix 4G.
2.5 The chair of the board of a listed entity should be an ☒ This information is disclosed in the Corporate Governance ☐ set out in our Corporate Governance Statement OR
independent director and, in particular, should not be Statement attached to this Appendix 4G. ☐ we are an externally managed entity and this
the same person as the CEO of the entity.
recommendation is therefore not applicable
2.6 A listed entity should have a program for inducting new ☒ This information is disclosed in the Procedures for ☐ set out in our Corporate Governance Statement OR
directors and for periodically reviewing whether there is Selection and Appointment of Directors at: ☐ we are an externally managed entity and this
a need for existing directors to undertake professional -
https://sshgroup.com.au/corporate governance recommendation is therefore not applicable
development to maintain the skills and knowledge
needed to perform their role as directors effectively.
PRINCIPLE 3 – INSTIL A CULTURE OF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY
3.1 A listed entity should articulate and disclose its values. ☒ and we have disclosed these values in the Statement of ☐ set out in our Corporate Governance Statement
Values at:
-
https://sshgroup.com.au/corporate governance/
3.2 A listed entity should: ☒ and we have disclosed our Code of Conduct at: ☐ set out in our Corporate Governance Statement
(a) have and disclose a code of conduct for its https://sshgroup.com.au/corporate-governance/
directors, senior executives and employees; and
(b) ensure that the board or a committee of the board
is informed of any material breaches of that code.
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Appendix 4G

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Appendix 4G

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Corporate Governance Council recommendation Where a box below is ticked,4we have followed the recommendation in full for the whole of the period above. We have disclosed this in our Corporate Governance Statement: Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
PRINCIPLE 4 – SAFEGUARD THE INTEGRITY OF CORPORATE REPORTS

4.1	The board of a listed entity should: (a) have an audit committee which: (1) has at least three members, all of whom are non-executive directors and a majority of whom are independent directors; and (2) is chaired by an independent director, who is not the chair of the board, and disclose: (3) the charter of the committee; (4) the relevant qualifications and experience of the members of the committee; and (5) in relation to each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have an audit committee, disclose that fact and the processes it employs that independently verify and safeguard the integrity of its corporate reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner.	`☐`and the Company has disclosed a copy of the Committee Charter at: https://sshgroup.com.au/corporate-governance/ and the information referred to in paragraphs (4) and (5) is set out in section 4.1 of the Corporate Governance Statement attached to this Appendix 4G.	`☒` set out in our Corporate Governance Statement

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Appendix 4G

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Corporate Governance Council recommendation Where a box below is ticked, [4] we have followed the Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. recommendation in full for the whole of the period above.
We have disclosed this in our Corporate Governance Our reasons for not doing so are: [5]
Statement:
4.2 The board of a listed entity should, before it approves ☒ ☐ set out in our Corporate Governance Statement
the entity’s financial statements for a financial period,
receive from its CEO and CFO a declaration that, in their
opinion, the financial records of the entity have been
properly maintained and that the financial statements
comply with the appropriate accounting standards and
give a true and fair view of the financial position and
performance of the entity and that the opinion has been
formed on the basis of a sound system of risk
management and internal control which is operating
effectively.
4.3 A listed entity should disclose its process to verify the ☒in the Company’s Continuous Disclosure Policy at: ☐ set out in our Corporate Governance Statement
integrity of any periodic corporate report it releases to -
https://sshgroup.com.au/corporate governance/
the market that is not audited or reviewed by an
external auditor.
PRINCIPLE 5 – MAKE TIMELY AND BALANCED DISCLOSURE
5.1 A listed entity should have and disclose a written policy ☒ in the Company’s Continuous Disclosure Policy at: ☐ set out in our Corporate Governance Statement
for complying with its continuous disclosure obligations -
https://sshgroup.com.au/corporate governance/
under listing rule 3.1.
5.2 A listed entity should ensure that its board receives ☒ in the Company’s Continuous Disclosure Policy at: ☐ set out in our Corporate Governance Statement
copies of all material market announcements promptly -
https://sshgroup.com.au/corporate governance/
after they have been made.
5.3 A listed entity that gives a new and substantive investor ☒ in the Company’s Continuous Disclosure Policy at: ☐ set out in our Corporate Governance Statement
or analyst presentation should release a copy of the -
https://sshgroup.com.au/corporate governance/
presentation materials on the ASX Market
Announcements Platform ahead of the presentation.
PRINCIPLE 6 – RESPECT THE RIGHTS OF SECURITY HOLDERS
6.1 A listed entity should provide information about itself ☒ and we have disclosed information about us and our ☐ set out in our Corporate Governance Statement
and its governance to investors via its website. governance on our website at:
-
https://sshgroup.com.au/corporate governance/
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Appendix 4G

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Corporate Governance Council recommendation		Where a box below is ticked,4we have followed the recommendation in full for the whole of the period above. We have disclosed this in our Corporate Governance Statement:	Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
PRINCIPLE 7 – RECOGNISE AND MANAGE RISK
7.1 The board of a listed entity should: (a) have a committee or committees to oversee risk, each of which: (1) has at least three members, a majority of whom are independent directors; and (2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a risk committee or committees that satisfy (a) above, disclose that fact and the processes it employs for overseeing the entity’s risk management framework.		`☐`SSH has disclosed a copy of the Risk Management and Internal Compliance and Control Policy at: https://sshgroup.com.au/corporate-governance/ and the information referred to in paragraphs (a)(4) (a)(5) and (b) is set out section 7.1 of the Corporate Governance Statement attached to this Appendix 4G.	☒ set out in our Corporate Governance Statement attached to this Appendix 4G.
7.2	The board or a committee of the board should: (a) review the entity’s risk management framework at least annually to satisfy itself that it continues to be sound and that the entity is operating with due regard to the risk appetite set by the board; and (b) disclose, in relation to each reporting period, whether such a review has taken place.	`☒` and we have disclosed whether a review of the entity’s risk management framework was undertaken during the reporting period in our Corporate Governance Statement	`☐`set out in the Risk Management and Internal Compliance and Control Policy at https://sshgroup.com.au/corporate-governance/ is the risk management framework undertaken by the full board. The information required by (b) is set out in section 7.1 of the Corporate Governance Statement attached to this Appendix 4G.

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Appendix 4G

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Corporate Governance Council recommendation Where a box below is ticked, [4] we have followed the Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. recommendation in full for the whole of the period above.
We have disclosed this in our Corporate Governance Our reasons for not doing so are: [5]
Statement:
PRINCIPLE 8 – REMUNERATE FAIRLY AND RESPONSIBLY
8.1 The board of a listed entity should: ☒ and we have disclosed a copy of the Remuneration ☐ set out in our Corporate Governance Statement
(a) have a remuneration committee which: Committee Charter at: https://sshgroup.com.au/corporate-
governance/
(1) has at least three members, a majority of
whom are independent directors; and and the information referred to in paragraphs (a)(4), (a)(5)
and (b) in the Corporate Governance Statement attached to
(2) is chaired by an independent director,
this Appendix 4G.
and disclose:
(3) the charter of the committee;
(4) the members of the committee; and
(5) as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b) if it does not have a remuneration committee,
disclose that fact and the processes it employs for
setting the level and composition of remuneration
for directors and senior executives and ensuring
that such remuneration is appropriate and not
excessive.
8.2 A listed entity should separately disclose its policies and ☒ and we have disclosed separately our Remuneration Policy ☐ set out in our Corporate Governance Statement OR
practices regarding the remuneration of non-executive at: https://sshgroup.com.au/corporate-governance/ ☐ we are an externally managed entity and this
directors and the remuneration of executive directors
recommendation is therefore not applicable
and other senior executives.
8.3 A listed entity which has an equity-based remuneration ☒ as set out in Corporate Governance Statement attached ☐ set out in our Corporate Governance Statement OR
scheme should: to this Appendix 4G ☐ we do not have an equity-based remuneration scheme
(a) have a policy on whether participants are and this recommendation is therefore not applicable
permitted to enter into transactions (whether
through the use of derivatives or otherwise) which
limit the economic risk of participating in the
scheme; and
(b) disclose that policy or a summary of it.
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Appendix 4G

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Corporate Governance Council recommendation Where a box below is ticked,4we have followed the recommendation in full for the whole of the period above. We have disclosed this in our Corporate Governance Statement: Where a box below is ticked, we have NOT followed the recommendation in full for the whole of the period above. Our reasons for not doing so are:5
ADDITIONAL DISCLOSURES APPLICABLE TO EXTERNALLY MANAGED LISTED ENTITIES
- Alternative to Recommendation 1.1 for externally managed listed entities: The responsible entity of an externally managed listed entity should disclose: (a) the arrangements between the responsible entity and the listed entity for managing the affairs of the listed entity; and (b) the role and responsibility of the board of the responsible entity for overseeing those arrangements. ☐ and we have disclosed the information referred to in paragraphs (a) and (b) at: …………………………………………………………………………….. [insert location] ☐ set out in our Corporate Governance Statement
-	Alternative to Recommendations 8.1, 8.2 and 8.3 for externally managed listed entities: An externally managed listed entity should clearly disclose the terms governing the remuneration of the manager.	☐ and we have disclosed the terms governing our remuneration as manager of the entity at: …………………………………………………………………………….. [insert location]	☐ set out in our Corporate Governance Statement

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

ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

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SSH GROUP LTD — Governance Information 2025

65863_rns_2025-08-27_f1f92e2a-6993-43e8-be66-0ca4ac8d3c4f.pdf

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

ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

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SSH GROUP LTD Governance Information 2025