Corporate Governance

The Board has adopted a Board Charter & Corporate Governance Guidelines (Guidelines). The Guidelines constitute a reference point for Directors, employees and shareholders in understanding the Company’s approach to the processes, performance measures, values and ethical standards which govern Directors and employees. It is designed to facilitate an evaluation of the Company’s framework and procedures in the context of ensuring accountability and transparency.

The primary role of the Board is the protection and enhancement of shareholder value. The Board has responsibility for corporate governance. It oversees the business and affairs of the Company, establishes the strategies and financial objectives with management and monitors the performance of management directly and indirectly through Board committees.

The Board has established a framework for management of the Company, including a system of internal control and business risk management and appropriate ethical standards.

The Board reviews the Company’s performance and considers other important matters such as strategic issues and plans, major investment and divestment decisions, diversity, human resources matters, governance and compliance matters and receives regular Division and corporate function presentations. Senior management is regularly involved in Board discussion and Directors have opportunities, such as visits to major operational sites, for contact with a wider group of employees.

CORPORATE GOVERNANCE DOCUMENTS

• Board Charter - Audit & Compliance Committee Charter  
• Board Charter - Governance & Nominations Committee  
• Board Charter - Human Resources Committee
• Board Charter - Occupational Health, Saftey & Environment Committee
• Board Charter - Operational Risk Committee
• Board Charter & Corporate Governance Guidelines
• Code of Conduct 
• Constitution 
• Continuous Disclosure Policy 
• Corporate Governance Statement
• Diversity Policy 
• Risk Policy
• Securities Dealing Policy
• Shareholder Communications Policy 
• Board and Management 

CORPORATE POLICY DOCUMENTS

• Environment Policy 
• Work Health & Safety Policy 
• Safety Principles