Frontier Energy : Corporate Governance Statement

CORPORATE GOVERNANCE STATEMENT 2022

The Frontier Energy Limited ("Frontier" or the "Company") board of directors (the "Board") is committed to conducting the Company's business in accordance with the highest standards of corporate governance to create and deliver value for its shareholders. The Board has established a corporate governance framework, including corporate governance policies, procedures and charters, to support this commitment. The framework will be reviewed regularly and revised in response to changes in law, developments in corporate governance and changes to the Company's business. A copy of these charters, procedures and policies are available on the governance page of the Company's website located athttps://frontierhe.com/corporate-governance/ and are referred to in this document where relevant.

As a listed entity, Frontier must comply with Australian laws including the Corporations Act 2001 (Cth) ("Corporations Act") and the Australian Securities Exchange Listing Rules (the "ASX Listing Rules"), and to report against the ASX Corporate Governance Council's Principles and Recommendations (4th Edition) (the "Recommendations").

This Corporate Governance Statement has been in place since 1 January 2021 to the date of this statement and has been approved by the Board.

Principles and Recommendations	Comply (Yes/No)	Explanation
PRINCIPLE 1: LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT
Recommendation 1.1 A listed entity should have and disclose a board charter setting out: (a) the respective roles and responsibilities of its board and management; and (b) those matters expressly reserved to the board and those delegated to management.	YES	The Board has established a Board Charter. The Board has adopted a formal Board Charter that details the Board's role, authority, responsibilities, membership and operations, and is available under Corporate Governance on our website at:https://frontierhe.com/corporate-governance/. The Charter sets out the matters specifically reserved for the Board, requirements as to the Board's composition, the roles and responsibilities of the Chairman and Company Secretary, the establishment, operation and management of Board Committees, Directors' access to Company records and information, details of the Board's relationship with management, details of the Board's performance review and details of the Board's disclosure policy.
Recommendation 1.2 A listed entity should: (a) undertake appropriate checks before appointing a director or senior executive, or putting forward to security holders a candidate for election, as 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.	YES	The Company undertakes appropriate checks before appointing a person or putting forward to security holders a candidate for election, as a Director. The Board, which performs the function of a Nomination and Remuneration Committee, is required to ensure appropriate checks (including checks in respect of character, experience, education, criminal record and bankruptcy history (as appropriate)) are undertaken before appointing a person or putting forward to security holders a candidate for election, as a director. All material information relevant to a decision on whether or not to elect or re-elect a director will be provided to Shareholders in any notice of meeting pursuant to which the resolution to elect or re-elect such Director will be voted on.
Recommendation 1.3	YES	All new directors are appointed through a written agreement with the Company that sets out their duties, rights and responsibilities. The Company

Principles and Recommendations	Comply (Yes/No)	Explanation
A listed entity should have a written agreement with each Director and senior executive setting out the terms of their appointment.	has written agreements in place with each of its Directors and senior executives.
Recommendation 1.4 The Company Secretary of a listed entity should be accountable directly to the Board, through the Chair, on all matters to do with the proper functioning of the Board.	YES	The Company Secretary reports to the Chairman. The Company Secretary in his capacity as company secretary is appointed by the Board and directors have access to the Company Secretary. The Company Secretary is accountable to the Board through the Chairman on matters regarding the proper functioning of the Board, including assisting the Board and any of its committees with meetings and directors' duties, advising the Board on corporate governance matters, and acting as the interface between the Board and senior executives. The role of the Company Secretary is described in more detail in the Board Charter.
Recommendation 1.5 A listed entity should: (a) have and disclose a diversity policy; (b) through its board or a committee of the board set measurable objectives for achieving gender diversity in the composition of its board, senior executives and workforce generally; and (c) disclose in relation to each reporting period: (i) the measurable objectives set for that period to achieve gender	NO	The Company acknowledges the importance of building a diverse and inclusive workforce across a wide range of workforce demographics that extends beyond gender. While it remains committed to workforce diversity, given the current size of the Company, scope of activity and employee numbers, it is not considered appropriate that the Board: a) maintains a Diversity Policy that sets and discloses measurable objectives for achieving gender diversity; and b) annually assesses diversity related objectives and the entity's progress in achieving them. The Company recognises the benefits of the Board being composed of directors of different ages, ethnicities and backgrounds, which can help bring different perspectives and experiences to bear on decision making.

Principles and Recommendations	Comply (Yes/No)	Explanation
diversity; (ii) the entity's progress towards achieving those objectives; and (iii) either: (A) the respective proportions of men and women 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 the Workplace Gender Equality 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.
Recommendation 1.6	YES	The current Board comprises three directors appointed in December 2021 prior to the Company re-complying with Chapters 1 and 2 of the ASX Listing

Principles and Recommendations	Comply (Yes/No)	Explanation
A listed entity should: (a) have and disclose a process for periodically evaluating the performance of the Board, its committees and individual Directors; and (b) disclose for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period.	Rules and being re-instated to quotation effective 3 March 2022. The Board has not yet conducted formal performance evaluations. The Board believes that formal performance evaluations are not appropriate at this point in time given the recent appointment of new directors and the completion of the re-compliance process. The Chairman is responsible for evaluating the Board and informal discussions are undertaken during the course of the year. As the Company grows and develops, it will continue to consider the efficiencies and merits of a more formal performance evaluation of the Board and individual Directors.
Recommendation 1.7 A listed entity should: (a) have and disclose a process for evaluating the performance of its senior executives at least once every reporting period; and (b) disclose for each reporting period whether a performance evaluation has been undertaken in accordance with that process during or in respect of that period.	YES	The Board is responsible for evaluating the performance of the Company's senior executives and for evaluating the remuneration of the Company's senior executives on an annual basis. A senior executive, for these purposes, means key management personnel (as defined in the Corporations Act) other than a non-executive Director. The Company's Corporate Governance Plan requires the Company to disclose whether or not performance evaluations were conducted during the relevant reporting period. Following re-compliance with Chapters 1 and 2 of ASX Listing Rules, the Company intends to complete performance evaluations in respect of the senior executives (if any) for each calendar year, with the first review period ending 31 December 2022.
PRINCIPLE 2: STRUCTURE THE BOARD TO BE EFFECTIVE AND ADD VALUE
Recommendation 2.1 The Board of a listed entity should:	NO	The Board has the ability under the Company's Constitution to delegate its powers and responsibilities to Committees of the Board. Special Board