Nomad

Corporate Governance

Nomad has in place corporate governance practices to ensure that the Company is effectively directed and managed, risks identified, monitored and assessed, and appropriate disclosures made.

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The Board

The Board is responsible for, and has the authority to determine, all matters relating to strategic direction, policies, practices, management goals and the operations of the Company.

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Committees

In order to better manage it’s responsibilities, the Board has established an Audit and Risk Management Committee and a Nomination and Remuneration Committee. Each committee has adopted a charter approved by the Board, setting out it’s responsibilities. Each Committee comprises a minimum of 2 non-executive Directors, a majority of independent Directors, and a non-executive Chairman. Executives may attend by invitation.

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Audit and Risk Management Committee

The Audit and Risk Management Committee’s primary objectives are to assist and advise the Board in fulfilling its responsibility in relation to the accounting and reporting practices of the Company and the identification and management of significant financial risk areas and regulatory compliance.

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Nomination and Remuneration Committee

This Committee’s principal function is reviewing and making recommendations to the Board on remuneration packages and policies applicable to Directors and Senior Executives.

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Code of Conduct for Directors and Officers

To promote ethical and responsible decision-making, the Board has approved a Code of Conduct for Directors and Officers (including the Managing Director, the Chief Financial Officer and Company Secretary and any other key executives) as to the practices necessary to maintain confidence in the Company’s integrity and the responsibility and accountability of individuals for reporting and investigating reports of unethical practices.

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Code of Conduct Covering Obligations to Shareholders

The Board has established a code of conduct to guide compliance with legal and other obligations to legitimate stakeholders.

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Securities trading

The Company has a securities trading policy for Directors and senior executives. The policy requires Directors and senior executives to advise the Chairman or Managing Director if they intend to trade in securities in the Company and provides safeguards for both the Company and the individual with respect to securities trading.

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Communications strategy with Shareholders

The Company’s communication strategy is designed to promote effective communication with shareholders and encourage participation at general meetings.

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Disclosure

The Company’s disclosure policy is designed to ensure compliance with the ASX Listing Rules disclosure requirements and to ensure accountability at a senior amendment level for that compliance.

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Long Term Executive Incentive Plan Summary

The plan to recognise the ability and efforts of the senior employees of the Company who have contributed to the success of the Company.

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