Appendix 4G

Key to Disclosures Corporate Governance Council Principles and Recommendations

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 fullfor the wholeof 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

https://www.twentysevenco.com.au/corporate-governance/

is therefore not applicable

management; and

(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

  1. Tick the box in this column only if you have followed the relevant recommendation in fullfor the wholeof 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/").
  2. If you have followed all of the Council's recommendations in fullfor the wholeof 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

r personal use only

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 fullfor the wholeof 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 OR

(a) have and disclose a diversity policy;

and we have disclosed a copy of our diversity policy at:

☐ we are an externally managed entity and this recommendation

(b) through its board or a committee of the board set

……………………………………………………………………………..

is therefore not applicable

measurable objectives for achieving gender diversity in the

[insert location]

composition of its board, senior executives and workforce

Our Diversity Policy can be found at:

and we have disclosed the information referred to in paragraph (c)

generally; and

https://www.twentysevenco.com.au/tsc_diversity-policy/

at:

(c) disclose in relation to each reporting period:

……………………………………………………………………………..

(1) the measurable objectives set for that period to

[insert location]

However, the Company is in the process of formulating its

achieve gender diversity;

and if we were included in the S&P / ASX 300 Index at the

measurable objectives.

(2) the entity's progress towards achieving those

commencement of the reporting period our measurable objective for

objectives; and

The position of Board members and the Managing Director are

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.

currently occupied by males. The Company employs a female in the

(A) the respective proportions of men and women

role of Chief Financial Officer.

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

Performance Evaluation of The Board, Individual Directors and Key

is therefore not applicable

directors; and

Executives Policy at:

(b) disclose for each reporting period whether a performance

https://www.twentysevenco.com.au/corporate-governance/

evaluation has been undertaken in accordance with that

and a performance evaluation was completed post the 30 June year

process during or in respect of that period.

end.

ASX Listing Rules Appendix 4G (current at 17/7/2020)

Page 3

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

r personal use only

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 fullfor the wholeof 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

☐ we are an externally managed entity and this recommendation

of its senior executives at least once every reporting period;

Performance Evaluation of The Board, Individual Directors and Key

is therefore not applicable

and

Executives Policy at:

(b) disclose for each reporting period whether a performance

https://www.twentysevenco.com.au/corporate-governance/

evaluation has been undertaken in accordance with that

and a performance evaluation was completed post the 30 June year

process during or in respect of that period.

end.

ASX Listing Rules Appendix 4G (current at 17/7/2020)

Page 4

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

r personal use only

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 fullfor the wholeof 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 OR

(a) have a nomination committee which:

[If the entity complies with paragraph (a):]

☐ we are an externally managed entity and this recommendation

(1) has at least three members, a majority of whom are

and we have disclosed a copy of the charter of the committee at:

is therefore not applicable

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 in our Corporate Governance Statement found at:

appropriate balance of skills, knowledge, experience,

https://www.twentysevenco.com.au/corporate-governance/

independence and diversity to enable it to discharge its

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 in our Corporate

☐ we are an externally managed entity and this recommendation

looking to achieve in its membership.

Governance Statement found at:

is therefore not applicable

https://www.twentysevenco.com.au/corporate-governance/

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 on page 16 of the most recent

(b) if a director has an interest, position, affiliation or

Annual Report found at:

relationship of the type described in Box 2.3 but the board

https://www.twentysevenco.com.au/investor-centre/

is of the opinion that it does not compromise the

The role of each director is set out on page 18 of the above found

independence of the director, the nature of the interest,

Annual Report.

position or relationship in question and an explanation of

why the board is of that opinion; and

Mr Rohan Dalziell was appointed on 9 September 2021.

(c) the length of service of each director.

Mr Mark Burchnall was appointed on 12 April 2019.

Mr Tim Armstrong was appointed on 12 April 2019.

ASX Listing Rules Appendix 4G (current at 17/7/2020)

Page 5

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

r personal use only

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 fullfor the wholeof 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

2.4

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

person as the CEO of the entity.

☐ we are an externally managed entity and this recommendation

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

for existing directors to undertake professional development to

☐ we are an externally managed entity and this recommendation

is therefore not applicable

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.

☒

☐ set out in our Corporate Governance Statement

and we have disclosed our values in the Corporate Governance

found at:

https://www.twentysevenco.com.au/corporate-governance/

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 Conducts and Ethics at:

senior executives and employees; and

https://www.twentysevenco.com.au/corporate-governance/

(b) ensure that the board or a committee of the board is

informed of any material breaches of that code.

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 Whistleblower Policy at:

(b) ensure that the board or a committee of the board is

https://www.twentysevenco.com.au/corporate-governance/

informed of any material incidents reported under that

policy.

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

https://www.twentysevenco.com.au/corporate-governance/

(b) ensure that the board or committee of the board is

informed of any material breaches of that policy.

ASX Listing Rules Appendix 4G (current at 17/7/2020)

Page 6

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Twenty Seven Co. Limited published this content on 03 December 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 03 December 2021 01:21:04 UTC.