Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

STRIKE RESOURCES LIMITED Governance Information 2021

Oct 28, 2021

65855_rns_2021-10-28_f7372675-2ce9-4712-bb39-5ccb9e12f611.pdf

Governance Information

Open in viewer

Opens in your device viewer

APPENDIX 4G

Key to Disclosures

Corporate Governance Council Principles and Recommendations

Name of entity

STRIKE RESOURCES LIMITED (ASX:SRK)

ABN/ARBN Financial year ended

94 088 488 724 30 June 2021

Our Corporate Governance Statement1 (CGS) for the period above can be found at:2

These pages of our
annual report:
Not Applicable
This URL on our website: http://strikeresources.com.au/corporate/corporate
governance/

The Corporate Governance Statement is accurate and up to date as at 29 October 2021 and has been approved by the Board.

The annexure includes a key to where our corporate governance disclosures can be located3.

Date: 29 October 2021

Name of Authorised Officer authorising lodgement:

Victor Ho Director and Company Secretary

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.

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.

ANNEXURE - KEY TO CORPORATE GOVERNANCE DISCLOSURES

Corporate Governance Council recommendation Where a box below is ticked,4
we
have
followed
the
recommendation in full for
the whole
of the period
above. We have disclosed
this
in
our
Corporate
Governance Statement:
Where a box below is
ticked, we have NOT
followed
the
recommendation in full
for the whole of the
period
above.
Our
reasons for not doing
so are:5
PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT
1.1 A listed entity should have and disclose a board
charter setting out:
(a)
the respective roles and responsibilities of its
board and management; and
(b)
those matters expressly reserved to the board
and those delegated to management.

As
set
out
in
our
Corporate Governance
Statement
(CGS)
at
Sections 1.1.1 and 1.1.2
and we have disclosed a copy
of our Board Charter at:
http://strikeresources.com.au/
corporate/corporate
governance/
Not Applicable
1.2 A listed entity should:
(a)
undertake
appropriate
checks
before
appointing a director or senior executive or
putting someone forward for election as a
director; and
(b)
provide security holders with all material
information in its possession relevant to a
decision on whether or not to elect or re-elect
a director.

at Section 1.2 of CGS
Not Applicable
1.3 A listed entity should have a written agreement with
each director and senior executive setting out the
terms of their appointment.

at Section 1.3 of CGS
Not Applicable
1.4 The company secretary of a listed entity should be
accountable directly to the board, through the chair,
on all matters to do with the proper functioning of the
board.

at Section 1.4 of CGS
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
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: We have disclosed a copy of
(a) have and disclose a diversity policy; our Diversity Policy at:
at Section 1.5 of
(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
http://strikeresources.com.au/c
orporate/corporate
governance/
CGS
(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.
1.6 A listed entity should: Refer also Section 1.6 of
(a) have and disclose a process for periodically
evaluating the performance of the board, its
committees and individual directors; and
We have disclosed the
evaluation
process
referred to in paragraph
(a)
and
whether
a
CGS
(b) disclose for each reporting period whether a
performance evaluation has been undertaken
in accordance with that process during or in
respect of that period.
performance evaluation
was undertaken for the
reporting
period
in
accordance
with
that
process at:
Section 1.6 of CGS
1.7 A listed entity should: Refer also Section 1.7 of
(a)
(b)
have and disclose a process for evaluating the
performance of its senior executives at least
once every reporting period; and
disclose for each reporting period whether a
performance evaluation has been undertaken
in accordance with that process during or in
respect of that period.
We have disclosed the
evaluation
process
referred to in paragraph
(a)
and
whether
a
performance evaluation
was undertaken for the
reporting
period
in
accordance
with
that
CGS
process at:
Section 1.7 of CGS
Corporate Governance Council recommendation Where a box below is ticked,4
we
have
followed
the
recommendation in full for
the whole
of the period
above. We have disclosed
this
in
our
Corporate
Governance Statement:
Where a box below is
ticked, we have NOT
followed
the
recommendation in full
for the whole of the
period
above.
Our
reasons for not doing
so are:5
PRINCIPLE 2 - STRUCTURE THE BOARD TO BE EFFECTIVE AND ADD VALUE
2.1 The board of a listed entity should:
(a)
have a nomination committee which:
(1)
has at least three members, a majority of
whom are independent directors; and
(2)
is chaired by an independent director,
and disclose:
(3)
the charter of the committee;
(4)
the members of the committee; and
(5)
as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; or
(b)
if it does not have a nomination committee,
disclose that fact and the processes it employs
to address board succession issues and to
ensure that the board has the appropriate
balance of skills, knowledge, experience,
independence and diversity to enable it to
If the entity complies with
paragraph (a):
Not Applicable
and we have disclosed a copy
of the charter of the committee
at:
Not Applicable
and the information referred to
in paragraphs (4) and (5) at:
Not Applicable
If the entity complies with
paragraph (b):

at Sections 2.2. 2.3, 1.5
of CGS

at Section 2.2 of
CGS
2.2 discharge
its
duties
and
responsibilities
effectively.
A listed entity should have and disclose a board
skills matrix setting out the mix of skills that the
board currently has or is looking to achieve in its
membership.

We have disclosed our
board skills matrix at:
Section 2.3 of CGS
Not Applicable
2.3 A listed entity should disclose:
(a)
the names of the directors considered by the
board to be independent directors;
(b)
if a director has an interest, position, affiliation
or relationship of the type described in Box 2.3
but the board is of the opinion that it does not
compromise the independence of the director,
the
nature
of
the
interest,
position
or
relationship in question and an explanation of
why the board is of that opinion; and
(c)
the length of service of each director.
We have disclosed the names
of the directors considered by
the board to be independent
directors at:
Not Applicable
and, where applicable, the
information
referred
to
in
paragraph (b) at:
Not Applicable

and the length of service
of each director at:
Sections 1.3, 2.4, 2.5, 2.6
of CGS

at Section 2.7 of
CGS
2.4 A majority of the board of a listed entity should be
independent directors.
Not Applicable
at Section 2.7 of
CGS
2.5 The chair of the board of a listed entity should be an
independent director and, in particular, should not
be the same person as the CEO of the entity.
Not Applicable
at Sections 2.4,
2.7 of CGS
2.6 A listed entity should have a program for inducting
new directors and for periodically reviewing whether
there is a need for existing directors to undertake
professional development to maintain the skills and
knowledge needed to perform their role as directors
effectively.

at Section 2.8 of CGS
Not Applicable
Corporate Governance Council recommendation Where a box below is ticked,4
we
have
followed
the
recommendation in full for
the whole
of the period
above. We have disclosed
this
in
our
Corporate
Governance Statement:
Where a box below is
ticked, we have NOT
followed
the
recommendation in full
for the whole of the
period
above.
Our
reasons for not doing
so are:5
PRINCIPLE 3 – INSTIL A CULTURE OF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY
3.1 A listed entity should articulate and disclose its
values.

at Section 3.1 of CGS
and we have disclosed our
Statement of Values at:
http://strikeresources.com.au/c
orporate/corporate
governance/
Not Applicable
3.2 A listed entity should:
(a)
have and disclose a code of conduct for its
directors, senior executives and employees;
and
(b)
ensure that the board or a committee of the
board is informed of any material breaches of
that code.

at Section 3.2 of CGS
and we have disclosed our
Code of Conduct at:
http://strikeresources.com.au/c
orporate/corporate
governance/
Not Applicable
3.3 A listed entity should:
(a)
have and disclose a whistleblower policy; and
(b)
ensure that the board or a committee of the
board is informed of any material incidents
reported under that policy.

at Section 3.3 of CGS
and we have disclosed our
Whistleblower Policy at:
http://strikeresources.com.au/c
orporate/corporate
governance/
Not Applicable
3.4 A listed entity should:
(a)
have
and
disclose
an
anti-bribery
and
corruption policy; and
(b)
ensure that the board or committee of the
board is informed of any material breaches of
that policy.

at Section 3.4 of CGS
and we have disclosed our
Anti-Bribery
and
Anti
Corruption Policy at:
http://strikeresources.com.au/c
orporate/corporate
governance/
Not Applicable
Corporate Governance Council recommendation Where a box below is ticked,4
we
have
followed
the
recommendation in full for
the whole
of the period
above. We have disclosed
this
in
our
Corporate
Governance Statement:
Where a box below is
ticked, we have NOT
followed
the
recommendation in full
for the whole of the
period
above.
Our
reasons for not doing
so are:5
PRINCIPLE 4 – SAFEGUARD THE INTEGRITY OF CORPORATE REPORTS
4.1 (a)
(b)
(1)
(2)
(3)
(4)
(5)
The board of a listed entity should:
have an audit committee which:
has at least three members, all of whom
are
non-executive
directors
and
a
majority
of
whom
are
independent
directors; and
is chaired by an independent director,
who is not the chair of the board,
and disclose:
the charter of the committee;
the
relevant
qualifications
and
experience of the members of the
committee; and
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
if it does not have an audit committee, disclose
that fact and the processes it employs that
independently
verify
and
safeguard
the
If the entity complies with
paragraph (a):

at Section 4.1 of CGS
and we have disclosed a copy
of the Charter of the Audit
Committee at:
http://strikeresources.com.au/c
orporate/corporate
governance/
and the information referred to
in paragraphs (4) and (5) at:
2021 Annual Report
If the entity complies with
paragraph (b):
Not Applicable
Not Applicable
4.2 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.
The board of a listed entity should, before it
approves the entity's financial statements for a
financial period, receive from its CEO and CFO a
declaration that, in their opinion, the financial
records of the entity have been properly maintained
and that the financial statements comply with the
appropriate accounting standards and give a true
and fair view of the financial position and
performance of the entity and that the opinion has
been formed on the basis of a sound system of risk
management and internal control which is operating

at Section 4.2 of CGS
Not Applicable
4.3 effectively. A listed entity should disclose its process to verify
the integrity of any periodic corporate report it
releases to the market that is not audited or
reviewed by an external auditor.

at Section 4.4 of CGS
Not Applicable
PRINCIPLE 5 – MAKE TIMELY AND BALANCED DISCLOSURE
5.1 A listed entity should have and disclose a written
policy for complying with its continuous disclosure
obligations under listing rule 3.1.

at Section 5.1 of CGS
and we have disclosed a copy
of our Continuous Disclosure
Policy at:
http://strikeresources.com.au/c
orporate/corporate
governance/
Not Applicable
5.2 A listed entity should ensure that its board receives
copies of all material market announcements
promptly after they have been made.

at Section 5.2 of CGS
Not Applicable
Where a box below is ticked,4
we
have
followed
the
recommendation in full for
the whole
of the period
above. We have disclosed
this
in
our
Corporate
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
5.3 Corporate Governance Council recommendation
A listed entity that gives a new and substantive
investor or analyst presentation should release a
copy of the presentation materials on the ASX
Market Announcements Platform ahead of the
presentation.
Governance Statement:

at Section 5.3 of CGS
so are:5
Not Applicable
PRINCIPLE 6 – RESPECT THE RIGHTS OF SECURITY HOLDERS
6.1 A listed entity should provide information about itself
and its governance to investors via its website.

at Section 6.1 of CGS
and
we
have
disclosed
information about us and our
governance on our website at:
http://strikeresources.com.au
http://strikeresources.com.au/c
orporate/corporate-profile/
http://strikeresources.com.au/p
rojects/
http://strikeresources.com.au/i
nvestor-centre/
http://strikeresources.com.au/c
orporate/corporate
governance/
Not Applicable
6.2 A listed entity should have an investor relations
program
that
facilitates
effective
two-way
communication with investors.

at Section 6.2 of CGS
Not Applicable
6.3 A listed entity should disclose how it facilitates and
encourages participation at meetings of security
holders.

at Sections 6.3, 6.4 of
CGS
Not Applicable
6.4 A listed entity should ensure that all substantive
resolutions at a meeting of security holders are
decided by a poll rather than by a show of hands.

at Section 6.5 of CGS
Not Applicable
6.5 A listed entity should give security holders the option
to
receive
communications
from,
and
send
communications to, the entity and its security
registry electronically.

at Section 6.6 of CGS
Not Applicable
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.
If the entity complies with
paragraph (a):
Not Applicable
and we have disclosed a copy
of the charter of the committee
at:
Not Applicable
and the information referred to
in paragraphs (4) and (5) at:
Not Applicable
If the entity complies with
paragraph (b):

at Section 7.1 of CGS

at Section 7.1 of
CGS
Corporate Governance Council recommendation Where a box below is ticked,4
we
have
followed
the
recommendation in full for
the whole
of the period
above. We have disclosed
this
in
our
Corporate
Governance Statement:
Where a box below is
ticked, we have NOT
followed
the
recommendation in full
for the whole of the
period
above.
Our
reasons for not doing
so are:5
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.

We
have
disclosed
whether a review of the
entity's
risk
management
framework
was
undertaken during the
reporting period at:
at Section 7.2 of CGS
Refer also Section 7.2 of
CGS
7.3 A listed entity should disclose:
(a)
if it has an internal audit function, how the
function is structured and what role it performs;
or
(b)
if it does not have an internal audit function,
that fact and the processes it employs for
evaluating and continually improving the
effectiveness
of
its
governance,
risk
management and internal control processes.
If the entity complies with
paragraph (a):
Not Applicable
and we have disclosed how our
internal
audit
function
is
structured and what role it
performs at:
Not Applicable
If the entity complies with
paragraph (b):

at Section 7.3 of CGS

at Section 7.3 of
CGS
7.4 A listed entity should disclose whether it has any
material exposure to environmental or social risks
and, if it does, how it manages or intends to manage
those risks.

We
have
disclosed
whether we have any
material
exposure
to
environmental and social
risks at
Section 7.4, 7.2 of CGS
and in the Environmental
Regulation section of the
Directors' Report within
the
2021 Annual Report
and, if we do, how we manage
or intend to manage those risks
at:
Section 7.4 of CGS
Not Applicable
Corporate Governance Council recommendation Where a box below is ticked,4
we
have
followed
the
recommendation in full for
the whole
of the period
above. We have disclosed
this
in
our
Corporate
Governance Statement:
Where a box below is
ticked, we have NOT
followed
the
recommendation in full
for the whole of the
period
above.
Our
reasons for not doing
so are:5
PRINCIPLE 8 – REMUNERATE FAIRLY AND RESPONSIBLY
8.1 The board of a listed entity should:
(a)
have a remuneration committee which:
(1)
has at least three members, a majority of
whom are independent directors; and
If the entity complies with
paragraph (a):

at Section 8.1 of CGS
Not Applicable
(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
and we have disclosed a copy
of
the
Charter
of
the
Remuneration Committee at:
http://strikeresources.com.au/c
orporate/corporate
governance/
and the information referred to
in paragraphs (4) and (5) at:
2021 Annual Report
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.
If the entity complies with
paragraph (b):
Not Applicable
8.2 A listed entity should separately disclose its policies
and practices regarding the remuneration of non
executive directors and the remuneration of
executive directors and other senior executives.

We
have
disclosed
separately
our
remuneration
policies
and practices regarding
the
remuneration
of
non-executive directors
and the remuneration
of executive directors
and
other
senior
executives at:
Section 8.2 of CGS
and
in
the
Remuneration Report
within the 2021 Annual
Report
Not Applicable
8.3 A
listed
entity
which
has
an
equity-based
remuneration scheme should:
(a)
have a policy on whether participants are
permitted to enter into transactions (whether
through the use of derivatives or otherwise)
which limit the economic risk of participating in
the scheme; and
(b)
disclose that policy or a summary of it.

We have disclosed our
policy on this issue or a
summary of it at:
Section 8.3 of CGS
and
Share
Trading
Policy at:
http://strikeresources.com.au/c
orporate/corporate
governance/
Not Applicable
ADDITIONAL RECOMMENDATIONS THAT APPLY ONLY IN CERTAIN CASES
9.1 A listed entity with a director who does not speak the
language in which board or security holder meetings
are held or key corporate documents are written
should disclose the processes it has in place to
ensure the director understands and can contribute
to
the
discussions
at
those
meetings
and
understands and can discharge their obligations in
relation to those documents.
Not Applicable Not Applicable
Corporate Governance Council recommendation Where a box below is ticked,4
we
have
followed
the
recommendation in full for
the whole
of the period
above. We have disclosed
this
in
our
Corporate
Governance Statement:
Where a box below is
ticked, we have NOT
followed
the
recommendation in full
for the whole of the
period
above.
Our
reasons for not doing
so are:5
9.2 A listed entity established outside Australia should
ensure that meetings of security holders are held at
a reasonable place and time.
Not Applicable Not Applicable
9.3 A listed entity established outside Australia, and an
externally managed listed entity that has an AGM,
should ensure that its external auditor attends its
AGM and is available to answer questions from
security holders relevant to the audit.
Not Applicable Not Applicable