corporate governance

The responsibilities of the Board include:

• protection and enhancement of shareholder value;

• formulation, review and approval of the objectives and strategic direction of the Company;

• monitoring the financial performance of the Company by reviewing and approving budgets and monitoring results;

• approving all significant business transactions including acquisitions, divestments and capital expenditure;

• ensuring that adequate internal control systems and procedures exist and that compliance with these systems and procedures is maintained;

• the identification of significant business risks and ensuring that such risks are adequately managed;

• the review of performance and remuneration of executive directors and key staff;

• the establishment and maintenance of appropriate ethical standards; and

• evaluating and, where appropriate, adopting with or without modification the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations.

The Board recognises the need for the Company to operate with the highest standards of behaviour and accountability.

The Company has considered the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations to determine an appropriate system of control and accountability to best fit its business and operations commensurate with these guidelines.

The Company seeks to follow these recommendations for listed companies where appropriate for its size and operations. In cases where the Company determines it would be inappropriate to follow the principles because of its circumstances, the Company will provide reasons for not doing so in its Annual Report.

The Board will consider on an ongoing basis its Corporate Governance procedures and whether they are sufficient given the Company’s nature of operations and size.