RESPONSIBILITIES OF MANAGEMENT & THE BOARD

Introduction

Under the ASX Listing Rule 4.10, companies are required to disclose in their Annual Report the extent to which they have followed the best practice recommendations of the ASX Corporate Governance Council.

Corporate governance is the system by which companies are directed and managed. It influences how the objectives of the Company are achieved, how risk is monitored and assessed, and how performance is optimised.

Good corporate governance structures encourage companies to create value and provide accountability and control systems commensurate with the risks involved.

Responsibility of the Board

The Board is responsible for:

	The overview of the operations of the Company;
	The appointment and removal of all senior staff including the Company Secretary;
	The input into and final approval of senior management’s development of corporate strategy and performance objectives;
	The review and ratification of risk management, internal compliance and control, and codes of conduct;
	The monitor and review of senior management’s performance and implementation of strategy, ensuring appropriate resources are available;
	The approval and monitoring and progress of major capital expenditure, capital management, acquisitions and sales;
	The approval and monitoring of financial, operational, and other reporting obligations.

Responsibilities of Management

Management is responsible for:

	The day to day management and running of the Company;
	The recommendation and implementation of corporate strategy;
	The utilisation of appropriate resources to achieve the approved corporate strategy;
	The identification and recommendation of appropriate risk management procedures for the Company;
	The development and recommendation of policies and procedures to ensure compliance with statutory and moral responsibilities of the Company.