Appendix 4G
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Rules 4.7.3 and 4.10.3
Appendix 4G
Key to Disclosures
Corporate Governance Council Principles and Recommendations
Name of entity
The Agency Group Australia Limited
ABN/ARBN Financial year ended:
52 118 913 232 30 JUNE 2022
Our corporate governance statement 1 for the period above can be found at: 2
These pages of our
☐ annual report:
This URL on our
☒ www.theagency.com.au
website:
The Corporate Governance Statement is accurate and up to date as at 30 September 2022 and has
been approved by the board.
The annexure includes a key to where our corporate governance disclosures can be located. 3
Date: 30 September 2022
Name of authorised officer
Stuart Usher
authorising lodgement:
1 “Corporate governance statement” is defined in Listing Rule 19.12 to mean the statement referred to in Listing Rule 4.10.3 which
discloses the extent to which an entity has followed the recommendations set by the ASX Corporate Governance Council during
a particular reporting period.
Listing Rule 4.10.3 requires an entity that is included in the official list as an ASX Listing to include in its annual report either a
corporate governance statement that meets the requirements of that rule or the URL of the page on its website where such a
statement is located. The corporate governance statement must disclose the extent to which the entity has followed the
recommendations set by the ASX Corporate Governance Council during the reporting period. If the entity has not followed a
recommendation for any part of the reporting period, its corporate governance statement must separately identify that
recommendation and the period during which it was not followed and state its reasons for not following the recommendation and
what (if any) alternative governance practices it adopted in lieu of the recommendation during that period.
Under Listing Rule 4.7.4, if an entity chooses to include its corporate governance statement on its website rather than in its annual
report, it must lodge a copy of the corporate governance statement with ASX at the same time as it lodges its annual report with
ASX. The corporate governance statement must be current as at the effective date specified in that statement for the purposes of
Listing Rule 4.10.3.
Under Listing Rule 4.7.3, an entity must also lodge with ASX a completed Appendix 4G at the same time as it lodges its annual
report with ASX. The Appendix 4G serves a dual purpose. It acts as a key designed to assist readers to locate the governance
disclosures made by a listed entity under Listing Rule 4.10.3 and under the ASX Corporate Governance Council’s
recommendations. It also acts as a verification tool for listed entities to confirm that they have met the disclosure requirements of
Listing Rule 4.10.3.
The Appendix 4G is not a substitute for, and is not to be confused with, the entity's corporate governance statement. They serve
different purposes and an entity must produce each of them separately.
2 Tick whichever option is correct and then complete the page number(s) of the annual report, or the URL of the web page, where
your corporate governance statement can be found. You can, if you wish, delete the option which is not applicable.
3 Throughout this form, where you are given two or more options to select, you can, if you wish, delete any option which is not
applicable and just retain the option that is applicable. If you select an option that includes “OR” at the end of the selection and
you delete the other options, you can also, if you wish, delete the “OR” at the end of the selection.
See notes 4 and 5 below for further instructions on how to complete this form.
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 1
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES
Corporate Governance Council recommendation 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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: 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 ☒ ☐ set out in our Corporate Governance Statement OR
out: and we have disclosed a copy of our board charter at: ☐ we are an externally managed entity and this recommendation
(a) the respective roles and responsibilities of its board and is therefore not applicable
www.theagency.com.au
management; and
[insert location]
(b) those matters expressly reserved to the board and those
delegated to management.
1.2 A listed entity should: ☒ ☐ set out in our Corporate Governance Statement OR
(a) undertake appropriate checks before appointing a director or ☐ we are an externally managed entity and this recommendation
senior executive or putting someone forward for election as is therefore not applicable
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 director ☒ ☐ set out in our Corporate Governance Statement OR
and senior executive setting out the terms of their appointment.
☐ we are an externally managed entity and this recommendation
is therefore not applicable
1.4 The company secretary of a listed entity should be accountable ☒ ☐ set out in our Corporate Governance Statement OR
directly to the board, through the chair, on all matters to do with
☐ we are an externally managed entity and this recommendation
the proper functioning of the board.
is therefore not applicable
4
Tick the box in this column only if you have followed the relevant recommendation in full for the whole of the period above. Where the recommendation has a disclosure obligation attached, you must insert
the location where that disclosure has been made, where indicated by the line with “insert location” underneath. If the disclosure in question has been made in your corporate governance statement, you
need only insert “our corporate governance statement”. If the disclosure has been made in your annual report, you should insert the page number(s) of your annual report (eg “pages 10-12 of our annual
report”). If the disclosure has been made on your website, you should insert the URL of the web page where the disclosure has been made or can be accessed (eg “www.entityname.com.au/corporate
governance/charters/”).
5
If you have followed all of the Council’s recommendations in full for the whole of the period above, you can, if you wish, delete this column from the form and re-format it.
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 2
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: reasons for not doing so are: 5
1.5 A listed entity should: ☐ ☒ set out in our Corporate Governance Statement
(a) have and disclose a diversity policy; and we have disclosed a copy of our diversity policy at:
(b) through its board or a committee of the board set … … ………………………………………………………………………..
measurable objectives for achieving gender diversity in the [insert location]
composition of its board, senior executives and workforce
generally; and and we have disclosed the information referred to in paragraph (c)
at:
(c) disclose in relation to each reporting period:
……………………………………………………………………………..
(1) the measurable objectives set for that period to [insert location]
achieve gender diversity;
and if we were included in the S&P / ASX 300 Index at the
(2) the entity’s progress towards achieving those commencement of the reporting period our measurable objective for
objectives; and achieving gender diversity in the composition of its board of not less
(3) either: than 30% of its directors of each gender within a specified period.
(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: ☐ ☒ set out in our Corporate Governance Statement OR
(a) have and disclose a process for periodically evaluating the and we have disclosed the evaluation process referred to in ☐ we are an externally managed entity and this recommendation
performance of the board, its committees and individual paragraph (a) at: is therefore not applicable
directors; and
(b) disclose for each reporting period whether a performance [insert location]
evaluation has been undertaken in accordance with that
process during or in respect of that period. and whether a performance evaluation was undertaken for the
reporting period in accordance with that process at:
……… ……………………………………………………………………..
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 3
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: reasons for not doing so are: 5
1.7 A listed entity should: ☐ ☒ set out in our Corporate Governance Statement OR
(a) have and disclose a process for evaluating the performance and we have disclosed the evaluation process referred to in
of its senior executives at least once every reporting period; paragraph (a) at:
and
[insert location]
(b) disclose for each reporting period whether a performance
evaluation has been undertaken in accordance with that and whether a performance evaluation was undertaken for the
process during or in respect of that period. reporting period in accordance with that process at:
……
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 4
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: 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: ☐ ☒ set out in our Corporate Governance Statement
(a) have a nomination committee which: [If the entity complies with paragraph (a):]
(1) has at least three members, a majority of whom are and we have disclosed a copy of the charter of the committee at:
independent directors; and
……………………………………………………………………………..
(2) is chaired by an independent director, [insert location]
and disclose: and the information referred to in paragraphs (4) and (5) at:
(3) the charter of the committee; ……………………………………………………………………………..
(4) the members of the committee; and [insert location]
(5) as at the end of each reporting period, the number [If the entity complies with paragraph (b):]
of times the committee met throughout the period and we have disclosed the fact that we do not have a nomination
and the individual attendances of the members at committee and the processes we employ to address board
those meetings; or succession issues and to ensure that the board has the appropriate
(b) if it does not have a nomination committee, disclose that balance of skills, knowledge, experience, independence and
fact and the processes it employs to address board diversity to enable it to discharge its duties and responsibilities
succession issues and to ensure that the board has the effectively at:
appropriate balance of skills, knowledge, experience, ……………………………………………………………………………..
independence and diversity to enable it to discharge its [insert location]
duties and responsibilities effectively.
2.2 A listed entity should have and disclose a board skills matrix ☐ ☒ set out in our Corporate Governance Statement OR
setting out the mix of skills that the board currently has or is
and we have disclosed our board skills matrix at: ☐ we are an externally managed entity and this recommendation
looking to achieve in its membership.
…… is therefore not applicable
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 5
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: reasons for not doing so are: 5
2.3 A listed entity should disclose: ☒ ☐ set out in our Corporate Governance Statement
(a) the names of the directors considered by the board to be and we have disclosed the names of the directors considered by the
independent directors; board to be independent directors at:
(b) if a director has an interest, position, affiliation or … page 8 - 10 of the Annual Report …
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, [insert location]
position or relationship in question and an explanation of
why the board is of that opinion; and and, where applicable, the information referred to in paragraph (b)
at:
(c) the length of service of each director.
…………N/A……………………………………………………..
[insert location]
and the length of service of each director at: within the corporate
governance statement located at … page 7 & 8 of the Annual Report
… ……………………………..
2.4 A majority of the board of a listed entity should be independent ☐ ☒ set out in our Corporate Governance Statement OR
directors.
☐ we are an externally managed entity and this recommendation
is therefore not applicable
2.5 The chair of the board of a listed entity should be an ☐ ☒ set out in our Corporate Governance Statement OR
independent director and, in particular, should not be the same
☐ we are an externally managed entity and this recommendation
person as the CEO of the entity.
is therefore not applicable
2.6 A listed entity should have a program for inducting new ☐ ☒ set out in our Corporate Governance Statement OR
directors and for periodically reviewing whether there is a need
☐ we are an externally managed entity and this recommendation
for existing directors to undertake professional development to
is therefore not applicable
maintain the skills and knowledge needed to perform their role
as directors effectively.
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 6
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: 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. ☒ ☐ set out in our Corporate Governance Statement
and we have disclosed our values at:
… www.theagency.com.au
3.2 A listed entity should: ☒ ☐ set out in our Corporate Governance Statement
(a) have and disclose a code of conduct for its directors, and we have disclosed our code of conduct at:
senior executives and employees; and
……The corporate governance plan located at www.theagency.com
(b) ensure that the board or a committee of the board is ………………………………………………………..
informed of any material breaches of that code. [insert location]
3.3 A listed entity should: ☒ ☐ set out in our Corporate Governance Statement
(a) have and disclose a whistleblower policy; and and we have disclosed our whistle-blower policy at:
(b) ensure that the board or a committee of the board is ………… www.theagency.com.au
informed of any material incidents reported under that
policy. Website …………………………………………………………………..
[insert location]
3.4 A listed entity should: ☐ ☒ set out in our Corporate Governance Statement
(a) have and disclose an anti-bribery and corruption policy; and we have disclosed our anti-bribery and corruption policy at:
and
……………………………………………………………………………..
(b) ensure that the board or committee of the board is [insert location]
informed of any material breaches of that policy.
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 7
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: reasons for not doing so are: 5
PRINCIPLE 4 – SAFEGUARD THE INTEGRITY OF CORPORATE REPORTS
4.1 The board of a listed entity should: ☐ ☒ set out in our Corporate Governance Statement
(a) have an audit committee which: [If the entity complies with paragraph (a):]
(1) has at least three members, all of whom are non- and we have disclosed a copy of the charter of the committee at:
executive directors and a majority of whom are
independent directors; and ……………………………………………………………………………..
[insert location]
(2) is chaired by an independent director, who is not
the chair of the board, and the information referred to in paragraphs (4) and (5) at:
and disclose: ……………………………………………………………………………..
[insert location]
(3) the charter of the committee;
[If the entity complies with paragraph (b):]
(4) the relevant qualifications and experience of the
members of the committee; and and we have disclosed the fact that we do not have an audit
committee and the processes we employ that independently verify
(5) in relation to each reporting period, the number of and safeguard the integrity of our corporate reporting, including the
times the committee met throughout the period and processes for the appointment and removal of the external auditor
the individual attendances of the members at those and the rotation of the audit engagement partner at:
meetings; or
…… within the corporate governance statement located at …
(b) if it does not have an audit committee, disclose that fact www.theagency.com.au
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.
4.2 The board of a listed entity should, before it approves the ☒ ☐ set out in our Corporate Governance Statement
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 integrity ☒ ☐ set out in our Corporate Governance Statement
of any periodic corporate report it releases to the market that is
not audited or reviewed by an external auditor.
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 8
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: reasons for not doing so are: 5
PRINCIPLE 5 – MAKE TIMELY AND BALANCED DISCLOSURE
5.1 A listed entity should have and disclose a written policy for ☒ ☐ set out in our Corporate Governance Statement
complying with its continuous disclosure obligations under
listing rule 3.1. and we have disclosed our continuous disclosure compliance policy
at:
…… within the corporate governance statement & Corporate
Governance Plan located at … www.theagency.com.au
5.2 A listed entity should ensure that its board receives copies of all ☒ ☐ set out in our Corporate Governance Statement
material market announcements promptly after they have been
made.
5.3 A listed entity that gives a new and substantive investor or ☒ ☐ set out in our Corporate Governance Statement
analyst presentation should release a copy of the 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 its ☒ ☐ set out in our Corporate Governance Statement
governance to investors via its website.
and we have disclosed information about us and our governance on
our website at:
…… www.theagency.com.au
6.2 A listed entity should have an investor relations program that ☒ ☐ set out in our Corporate Governance Statement
facilitates effective two-way communication with investors.
6.3 A listed entity should disclose how it facilitates and encourages ☒ ☐ set out in our Corporate Governance Statement
participation at meetings of security holders.
and we have disclosed how we facilitate and encourage participation
at meetings of security holders at:
within the corporate governance statement and corporate
governance plan located at … www.theagency.com.au
6.4 A listed entity should ensure that all substantive resolutions at a ☒ ☐ set out in our Corporate Governance Statement
meeting of security holders are decided by a poll rather than by
a show of hands.
6.5 A listed entity should give security holders the option to receive ☒ ☐ set out in our Corporate Governance Statement
communications from, and send communications to, the entity
and its security registry electronically.
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 9
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: reasons for not doing so are: 5
PRINCIPLE 7 – RECOGNISE AND MANAGE RISK
7.1 The board of a listed entity should: ☐ ☒ set out in our Corporate Governance Statement
(a) have a committee or committees to oversee risk, each of [If the entity complies with paragraph (a):]
which:
and we have disclosed a copy of the charter of the committee at:
(1) has at least three members, a majority of whom are
independent directors; and ……………
here……………………………………………………………..
(2) is chaired by an independent director, [insert location]
and disclose: and the information referred to in paragraphs (4) and (5) at:
(3) the charter of the committee; ……………………………………………………………………………..
(4) the members of the committee; and [insert location]
(5) as at the end of each reporting period, the number [If the entity complies with paragraph (b):]
of times the committee met throughout the period and we have disclosed the fact that we do not have a risk committee
and the individual attendances of the members at or committees that satisfy (a) and the processes we employ for
those meetings; or overseeing our risk management framework at:
(b) if it does not have a risk committee or committees that ……………………………………………………………………………..
satisfy (a) above, disclose that fact and the processes it [insert location]
employs for overseeing the entity’s risk management
framework.
7.2 The board or a committee of the board should: ☐ ☒ set out in our Corporate Governance Statement
(a) review the entity’s risk management framework at least and we have disclosed whether a review of the entity’s risk
annually to satisfy itself that it continues to be sound and management framework was undertaken during the reporting period
that the entity is operating with due regard to the risk at:
appetite set by the board; and
……………………………………………………………………………..
(b) disclose, in relation to each reporting period, whether [insert location]
such a review has taken place.
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 10
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: reasons for not doing so are: 5
7.3 A listed entity should disclose: ☐ ☒ set out in our Corporate Governance Statement
(a) if it has an internal audit function, how the function is [If the entity complies with paragraph (a):]
structured and what role it performs; or
and we have disclosed how our internal audit function is structured
(b) if it does not have an internal audit function, that fact and and what role it performs at:
the processes it employs for evaluating and continually
improving the effectiveness of its governance, risk ……………………………………………………………………………..
management and internal control processes. [insert location]
[If the entity complies with paragraph (b):]
and we have disclosed the fact that we do not have an internal audit
function and the processes we employ for evaluating and continually
improving the effectiveness of our risk management and internal
control processes at:
……
7.4 A listed entity should disclose whether it has any material ☒ ☐ set out in our Corporate Governance Statement
exposure to environmental or social risks and, if it does, how it
manages or intends to manage those risks. and we have disclosed whether we have any material exposure to
environmental and social risks at:
… within the corporate governance statement located at …
and, if we do, how we manage or intend to manage those risks at:
…… corporate governance statement and corporate governance
plan located at …
www.theagency.com.au…………………………………………………
……………………..
[insert location]
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 11
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: reasons for not doing so are: 5
PRINCIPLE 8 – REMUNERATE FAIRLY AND RESPONSIBLY
8.1 The board of a listed entity should: ☐ ☒ set out in our Corporate Governance Statement
(a) have a remuneration committee which: [If the entity complies with paragraph (a):]
(1) has at least three members, a majority of whom are and we have disclosed a copy of the charter of the committee at:
independent directors; and
……………………………………………………………………………..
(2) is chaired by an independent director, [insert location]
and disclose: and the information referred to in paragraphs (4) and (5) at:
(3) the charter of the committee; ……………………………………………………………………………..
(4) the members of the committee; and [insert location]
(5) as at the end of each reporting period, the number [If the entity complies with paragraph (b):]
of times the committee met throughout the period and we have disclosed the fact that we do not have a remuneration
and the individual attendances of the members at committee and the processes we employ for setting the level and
those meetings; or composition of remuneration for directors and senior executives and
(b) if it does not have a remuneration committee, disclose ensuring that such remuneration is appropriate and not excessive:
that fact and the processes it employs for setting the level ……… …………………………………..
and composition of remuneration for directors and senior [insert location]
executives and ensuring that such remuneration is
appropriate and not excessive.
8.2 A listed entity should separately disclose its policies and ☒ ☐ set out in our Corporate Governance Statement OR
practices regarding the remuneration of non-executive directors
and we have disclosed separately our remuneration policies and ☐ we are an externally managed entity and this recommendation
and the remuneration of executive directors and other senior
practices regarding the remuneration of non-executive directors and is therefore not applicable
executives.
the remuneration of executive directors and other senior executives
at:
…… corporate governance statement and corporate governance
plan located at … www.theagency.com.au
8.3 A listed entity which has an equity-based remuneration scheme ☐ ☐ set out in our Corporate Governance Statement OR
should:
and we have disclosed our policy on this issue or a summary of it at: ☒ we do not have an equity-based remuneration scheme and
(a) have a policy on whether participants are permitted to this recommendation is therefore not applicable OR
enter into transactions (whether through the use of ……
derivatives or otherwise) which limit the economic risk of ☐ we are an externally managed entity and this recommendation
participating in the scheme; and is therefore not applicable
(b) disclose that policy or a summary of it.
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 12
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: reasons for not doing so are: 5
ADDITIONAL RECOMMENDATIONS THAT APPLY ONLY IN CERTAIN CASES
9.1 A listed entity with a director who does not speak the language ☐ ☐ set out in our Corporate Governance Statement OR
in which board or security holder meetings are held or key
and we have disclosed information about the processes in place at: ☐ we do not have a director in this position and this
corporate documents are written should disclose the processes
…………N/A…………………………………………………………… recommendation is therefore not applicable OR
it has in place to ensure the director understands and can
contribute to the discussions at those meetings and [insert location] ☐ we are an externally managed entity and this recommendation
understands and can discharge their obligations in relation to is therefore not applicable
those documents.
9.2 A listed entity established outside Australia should ensure that ☐ ☐ set out in our Corporate Governance Statement OR
meetings of security holders are held at a reasonable place and
☐ we are established in Australia and this recommendation is
time.
therefore not applicable OR
☐ we are an externally managed entity and this recommendation
is therefore not applicable
9.3 A listed entity established outside Australia, and an externally ☐ ☐ set out in our Corporate Governance Statement OR
managed listed entity that has an AGM, should ensure that its
☐ we are established in Australia and not an externally managed
external auditor attends its AGM and is available to answer
listed entity and this recommendation is therefore not
questions from security holders relevant to the audit.
applicable
☐ we are an externally managed entity that does not hold an
AGM and this recommendation is therefore not applicable
ADDITIONAL DISCLOSURES APPLICABLE TO EXTERNALLY MANAGED LISTED ENTITIES
- Alternative to Recommendation 1.1 for externally managed ☐ ☐ set out in our Corporate Governance Statement
listed entities:
and we have disclosed the information referred to in paragraphs (a)
The responsible entity of an externally managed listed entity and (b) at:
should disclose:
……………………………………………………………………………..
(a) the arrangements between the responsible entity and the [insert location]
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.
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 13
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
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. We recommendation in full for the whole of the period above. Our
have disclosed this in our Corporate Governance Statement: reasons for not doing so are: 5
- Alternative to Recommendations 8.1, 8.2 and 8.3 for externally ☐ ☐ set out in our Corporate Governance Statement
managed listed entities:
and we have disclosed the terms governing our remuneration as
An externally managed listed entity should clearly disclose the manager of the entity at:
terms governing the remuneration of the manager.
……………………………………………………………………………..
[insert location]
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 14