Appendix 4G Key to Disclosures Corporate Governance Council Principles and Recommendations
Rules 4.7.3 and 4.10.31
Appendix 4G
Key to Disclosures
Corporate Governance Council Principles and Recommendations
Introduced 01/07/14 Amended 02/11/15
Name of entity
LogiCamms Limited
ABN / ARBN | Financial year ended: | |
90 127 897 689 | 30 June 2019 | |
Our corporate governance statement2 for the above period above can be found at:3
- These pages of our annual report:
√ | This URL on our website: | www.logicamms.com.au/investor-relations/corporate- |
governance/ |
The Corporate Governance Statement is accurate and up to date as at [insert effective date of statement] and has been approved by the board.
The annexure includes a key to where our corporate governance disclosures can be located.
Date: | 30 August 2019 |
Name of Director or Secretary authorising lodgement:
David Shaw, Company Secretary
1 Under Listing Rule 4.7.3, an entity must lodge with ASX a completed Appendix 4G at the same time as it lodges its annual report with ASX.
Listing Rule 4.10.3 requires an entity that is included in the official list as an ASX Listing to include in its annual report either a corporate governance statement that meets the requirements of that rule or the URL of the page on its website where such a statement is located. The corporate governance statement must disclose the extent to which the entity has followed the recommendations set by the ASX Corporate Governance Council during the reporting period. If the entity has not followed a recommendation for any part of the reporting period, its corporate governance statement must separately identify that recommendation and the period during which it was not followed and state its reasons for not following the recommendation and what (if any) alternative governance practices it adopted in lieu of the recommendation during that period.
Under Listing Rule 4.7.4, if an entity chooses to include its corporate governance statement on its website rather than in its annual report, it must lodge a copy of the corporate governance statement with ASX at the same time as it lodges its annual report with ASX. The corporate governance statement must be current as at the effective date specified in that statement for the purposes of rule 4.10.3.
- "Corporate governance statement" is defined in Listing Rule 19.12 to mean the statement referred to in Listing Rule 4.10.3 which discloses the extent to which an entity has followed the recommendations set by the ASX Corporate Governance Council during a particular reporting period.
- Mark whichever option is correct and then complete the page number(s) of the annual report, or the URL of the web page, where the entity's corporate governance statement can be found. You can, if you wish, delete the option which is not applicable.
Throughout this form, where you are given two or more options to select, you can, if you wish, delete any option which is not applicable and just retain the option that is applicable. If you select an option that includes "OR" at the end of the selection and you delete the other options, you can also, if you wish, delete the "OR" at the end of the selection.
+ See chapter 19 for defined terms | |
2 November 2015 | Page 1 |
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ANNEXURE - KEY TO CORPORATE GOVERNANCE DISCLOSURES
Corporate Governance Council recommendation | We have followed the recommendation in full for the whole of the | We have NOT followed the recommendation in full for the whole | |||
period above. We have disclosed … | of the period above. We have disclosed …4 | ||||
PRINCIPLE 1 - LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT | |||||
1.1 | A listed entity should disclose: | … the fact that we follow this recommendation: | ☐ an explanation why that is so in our Corporate Governance | ||
(a) | the respective roles and responsibilities of its board and | √ | in our Corporate Governance Statement | Statement OR | |
management; and | ☐ we are an externally managed entity and this recommendation | ||||
(b) | those matters expressly reserved to the board and those | ||||
… and information about the respective roles and responsibilities of | is therefore not applicable | ||||
delegated to management. | |||||
our board and management (including those matters expressly | |||||
reserved to the board and those delegated to management): | |||||
√ | at www.logicamms.com.au/investor-relations/corporate- | ||||
governance/ | |||||
1.2 | A listed entity should: | … the fact that we follow this recommendation: | ☐ an explanation why that is so in our Corporate Governance | ||
(a) | undertake appropriate checks before appointing a person, or | √ | in our Corporate Governance Statement | Statement OR | |
putting forward to security holders a candidate for election, | ☐ we are an externally managed entity and this recommendation | ||||
as a director; and | |||||
is therefore not applicable | |||||
(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 | … the fact that we follow this recommendation: | ☐ an explanation why that is so in our Corporate Governance | ||
and senior executive setting out the terms of their appointment. | √ | in our Corporate Governance Statement | Statement OR | ||
☐ 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 | … the fact that we follow this recommendation: | ☐ an explanation why that is so in our Corporate Governance | ||
directly to the board, through the chair, on all matters to do with the | √ | in our Corporate Governance Statement | Statement OR | ||
proper functioning of the board. | |||||
☐ we are an externally managed entity and this recommendation | |||||
is therefore not applicable | |||||
4 If you have followed all of the Council's recommendations in full for the whole of the period above, you can, if you wish, delete this column from the form and re-format it.
+ See chapter 19 for defined terms | |
2 November 2015 | Page 2 |
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
Corporate Governance Council recommendation | We have followed the recommendation in full for the whole of the | We have NOT followed the recommendation in full for the whole | |||
period above. We have disclosed … | of the period above. We have disclosed …4 | ||||
1.5 | A listed entity should: | … the fact that we have a diversity policy that complies with | ☐ an explanation why that is so in our Corporate Governance | ||
(a) | have a diversity policy which includes requirements for the | paragraph (a): | Statement OR | ||
board or a relevant committee of the board to set | √ | in our Corporate Governance Statement | ☐ we are an externally managed entity and this recommendation | ||
measurable objectives for achieving gender diversity and to | |||||
is therefore not applicable | |||||
assess annually both the objectives and the entity's progress | … and a copy of our diversity policy or a summary of it: | ||||
in achieving them; | |||||
(b) | disclose that policy or a summary of it; and | √ | at www.logicamms.com.au/investor-relations/corporate- | ||
(c) | disclose as at the end of each reporting period the | governance/ | |||
measurable objectives for achieving gender diversity set by | … and the measurable objectives for achieving gender diversity set by | ||||
the board or a relevant committee of the board in accordance | the board or a relevant committee of the board in accordance with our | ||||
with the entity's diversity policy and its progress towards | diversity policy and our progress towards achieving them: | ||||
achieving them and either: | √ | in our Corporate Governance Statement | |||
(1) the respective proportions of men and women on the | |||||
board, in senior executive positions and across the | |||||
whole organisation (including how the entity has defined | … and the information referred to in paragraphs (c)(1) or (2): | ||||
"senior executive" for these purposes); or | ☐ in our Corporate Governance Statement | ||||
(2) if the entity is a "relevant employer" under the Workplace | |||||
Gender Equality Act, the entity's most recent "Gender | √ | at https://www.wgea.gov.au/report/public-reports | |||
Equality Indicators", as defined in and published under | |||||
that Act. | |||||
1.6 | A listed entity should: | … the evaluation process referred to in paragraph (a): | ☐ an explanation why that is so in our Corporate Governance | ||
(a) | have and disclose a process for periodically evaluating the | √ | in our Corporate Governance Statement | Statement OR | |
performance of the board, its committees and individual | … and the information referred to in paragraph (b): | ☐ we are an externally managed entity and this recommendation | |||
directors; and | |||||
is therefore not applicable | |||||
(b) | disclose, in relation to each reporting period, whether a | √ | in our Corporate Governance Statement | ||
performance evaluation was undertaken in the reporting | |||||
period in accordance with that process. | |||||
1.7 | A listed entity should: | … the evaluation process referred to in paragraph (a): | ☐ an explanation why that is so in our Corporate Governance | ||
(a) | have and disclose a process for periodically evaluating the | √ | in our Corporate Governance Statement | Statement OR | |
performance of its senior executives; and | … and the information referred to in paragraph (b): | ☐ we are an externally managed entity and this recommendation | |||
(b) | disclose, in relation to each reporting period, whether a | ||||
√ | in our Corporate Governance Statement | is therefore not applicable | |||
performance evaluation was undertaken in the reporting | |||||
period in accordance with that process. | |||||
+ See chapter 19 for defined terms | |
2 November 2015 | Page 3 |
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
Corporate Governance Council recommendation | We have followed the recommendation in full for the whole of the | We have NOT followed the recommendation in full for the whole | ||||
period above. We have disclosed … | of the period above. We have disclosed …4 | |||||
PRINCIPLE 2 - STRUCTURE THE BOARD TO ADD VALUE | ||||||
2.1 | The board of a listed entity should: | [If the entity complies with paragraph (a):] | √ | an explanation why that is so in our Corporate Governance | ||
(a) | have a nomination committee which: | … the fact that we have a nomination committee that complies with | Statement | |||
(1) has at least three members, a majority of whom are | paragraphs (1) and (2): | |||||
independent directors; and | ☐ in our Corporate Governance Statement OR | |||||
(2) is chaired by an independent director, | ☐ at [insert location] | |||||
and disclose: | ||||||
… and a copy of the charter of the committee: | ||||||
(3) the charter of the committee; | ||||||
√ | at www.logicamms.com.au/investor-relations/corporate- | |||||
(4) the members of the committee; and | ||||||
(5) as at the end of each reporting period, the number of | governance/ | |||||
… and the information referred to in paragraphs (4) and (5): | ||||||
times the committee met throughout the period and | ||||||
the individual attendances of the members at those | √ | in our Corporate Governance Statement | ||||
meetings; or | ||||||
[If the entity complies with paragraph (b):] | ||||||
(b) | if it does not have a nomination committee, disclose that | |||||
… the fact that we do not have a nomination committee and the | ||||||
fact and the processes it employs to address board | ||||||
processes we employ to address board succession issues and to | ||||||
succession issues and to ensure that the board has the | ||||||
ensure that the board has the appropriate balance of skills, | ||||||
appropriate balance of skills, knowledge, experience, | ||||||
knowledge, experience, independence and diversity to enable it to | ||||||
independence and diversity to enable it to discharge its | ||||||
discharge its duties and responsibilities effectively: | ||||||
duties and responsibilities effectively. | ||||||
☐ in our Corporate Governance Statement OR | ||||||
☐ at [insert location] | ||||||
2.2 | A listed entity should have and disclose a board skills matrix | … our board skills matrix: | ☐ an explanation why that is so in our Corporate Governance | |||
setting out the mix of skills and diversity that the board currently | √ | in our Corporate Governance Statement | Statement OR | |||
has or is looking to achieve in its membership. | ||||||
☐ we are an externally managed entity and this recommendation | ||||||
is therefore not applicable | ||||||
+ See chapter 19 for defined terms | |
2 November 2015 | Page 4 |
Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
Corporate Governance Council recommendation | We have followed the recommendation in full for the whole of the | We have NOT followed the recommendation in full for the whole | |||
period above. We have disclosed … | of the period above. We have disclosed …4 | ||||
2.3 | A listed entity should disclose: | … the names of the directors considered by the board to be | ☐ | an explanation why that is so in our Corporate Governance | |
(a) the names of the directors considered by the board to be | independent directors: | Statement | |||
independent directors; | √ | in our Corporate Governance Statement | |||
(b) if a director has an interest, position, association or | … and, where applicable, the information referred to in paragraph (b): | ||||
relationship of the type described in Box 2.3 but the board | |||||
√ | in our Corporate Governance Statement | ||||
is of the opinion that it does not compromise the | |||||
independence of the director, the nature of the interest, | … and the length of service of each director: | ||||
position, association or relationship in question and an | √ | in our Corporate Governance Statement | |||
explanation of why the board is of that opinion; and | |||||
(c) the length of service of each director. | |||||
2.4 | A majority of the board of a listed entity should be independent | … the fact that we follow this recommendation: | √ | an explanation why that is so in our Corporate Governance | |
directors. | ☐ in our Corporate Governance Statement OR | Statement | |||
☐ at [insert location] | |||||
2.5 | The chair of the board of a listed entity should be an independent | … the fact that we follow this recommendation: | ☐ | an explanation why that is so in our Corporate Governance | |
director and, in particular, should not be the same person as the | √ | in our Corporate Governance Statement | Statement OR | ||
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 directors | … the fact that we follow this recommendation: | ☐ | an explanation why that is so in our Corporate Governance | |
and provide appropriate professional development opportunities | √ | in our Corporate Governance Statement | Statement OR | ||
for directors to develop and maintain the skills and knowledge | |||||
☐ | we are an externally managed entity and this recommendation | ||||
needed to perform their role as directors effectively. | |||||
is therefore not applicable | |||||
PRINCIPLE 3 - ACT ETHICALLY AND RESPONSIBLY | |||||
3.1 | A listed entity should: | … our code of conduct or a summary of it: | ☐ an explanation why that is so in our Corporate Governance | ||
(a) have a code of conduct for its directors, senior executives | √ | in our Corporate Governance Statement | Statement | ||
and employees; and | |||||
(b) disclose that code or a summary of it. | |||||
+ See chapter 19 for defined terms | |
2 November 2015 | Page 5 |
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LogiCamms Limited published this content on 30 August 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 August 2019 08:45:21 UTC