The ASX Corporate Governance Council Recommendations

The Essential Corporate Governance Principles

A company should:

1. Lay solid foundations for management and oversight
Recognise and publish the respective roles and responsibilities of board and management.

2. Structure the board to add value
Have a board of an effective composition, size and commitment to adequately discharge its responsibilities and duties.

3. Promote ethical and responsible decision-making
Actively promote ethical and responsible decision-making.

4. Safeguard integrity in financial reporting
Have a structure to independently verify and safeguard the integrity of the company’s financial reporting.

5. Make timely and balanced disclosure
Promote timely and balanced disclosure of all material matters regarding the company.

6. Respect the rights of shareholders
Respect the rights of shareholders and facilitate the effective exercise of those rights.

7. Recognise and manage risk
Establish a sound system of risk oversight and management and internal control.

8. Encourage enhanced performance
Fairly review and actively encourage enhanced board and management effectiveness.

9. Remunerate fairly and responsibly
Strive to ensure that the level and composition of remuneration is sufficient and reasonable and its relationship to corporate and individual performance is defined.

10. Recognise the legitimate interests of stakeholders
Recognise legal and other obligations to all legitimate stakeholders.

*reprinted with permission http://www.asx.com.au