Telix Pharmaceuticals : Appendix 4G – Key to Governance Disclosures – replacement

Corporate Governance Council recommendation

Where a box below is ticked,4 we have followed the

Where a box below is ticked, we have NOT followed the

recommendation in fullfor the wholeof the period above. We

recommendation in full for the whole of the period above. Our

have disclosed this in our Corporate Governance Statement:

reasons for not doing so are:5

PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT

1.1

A listed entity should have and disclose a board charter setting

☒

☐ set out in our Corporate Governance Statement OR

out:

and we have disclosed a copy of our board charter at:

☐ we are an externally managed entity and this recommendation

(a) the respective roles and responsibilities of its board and

The “Investors” section of the Telix website at:

is therefore not applicable

management; and

http://www.telixpharma.com/investors/corporate-

(b) those matters expressly reserved to the board and those

governance/

delegated to management.

1.2

A listed entity should:

☒

☐ set out in our Corporate Governance Statement OR

(a) undertake appropriate checks before appointing a director or

☐ we are an externally managed entity and this recommendation

senior executive or putting someone forward for election as

is therefore not applicable

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.

1.3

A listed entity should have a written agreement with each director

☒

☐ set out in our Corporate Governance Statement OR

and senior executive setting out the terms of their appointment.

☐ 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

☒

☐ set out in our Corporate Governance Statement OR

directly to the board, through the chair, on all matters to do with

☐ we are an externally managed entity and this recommendation

the proper functioning of the board.

is therefore not applicable

ASX Listing Rules Appendix 4G (current at 17/7/2020)

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Corporate Governance Council recommendation

Where a box below is ticked,4 we have followed the

Where a box below is ticked, we have NOT followed the

recommendation in fullfor the wholeof the period above. We

recommendation in full for the whole of the period above. Our

have disclosed this in our Corporate Governance Statement:

reasons for not doing so are:5

1.5

A listed entity should:

☒

☐ set out in our Corporate Governance Statement OR

(a) have and disclose a diversity policy;

and we have disclosed a copy of our diversity policy at:

☐ we are an externally managed entity and this recommendation

(b) through its board or a committee of the board set

The “Investors” section of the Telix website at:

is therefore not applicable

measurable objectives for achieving gender diversity in the

http://www.telixpharma.com/investors/corporate-

composition of its board, senior executives and workforce

generally; and

governance/

(c) disclose in relation to each reporting period:

and we have disclosed the information referred to in paragraph (c) at

(1) the measurable objectives set for that period to

page 2 of the Corporate Governance Statement

achieve gender diversity;

and if we were included in the S&P / ASX 300 Index at the

(2) the entity’s progress towards achieving those

objectives; and

commencement of the reporting period our measurable objective for

(3) either:

achieving gender diversity in the composition of its board of not less

than 30% of its directors of each gender within a specified period

(A) the respective proportions of men and women

is recorded at page 2 of the Corporate Governance Statement

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 and published under that 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.

1.6

A listed entity should:

☒

☐ set out in our Corporate Governance Statement OR

(a) have and disclose a process for periodically evaluating the

and we have disclosed the evaluation process referred to in

☐ we are an externally managed entity and this recommendation

performance of the board, its committees and individual

paragraph (a) at:

is therefore not applicable

directors; and

Section 1.6 of the Corporate Governance Statement

(b) disclose for each reporting period whether a performance

and whether a performance evaluation was undertaken for the

evaluation has been undertaken in accordance with that

reporting period in accordance with that process at:

process during or in respect of that period.

Section 1.6 of the Corporate Governance Statement

ASX Listing Rules Appendix 4G (current at 17/7/2020)

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Corporate Governance Council recommendation

Where a box below is ticked,4 we have followed the

Where a box below is ticked, we have NOT followed the

recommendation in fullfor the wholeof the period above. We

recommendation in full for the whole of the period above. Our

have disclosed this in our Corporate Governance Statement:

reasons for not doing so are:5

1.7

A listed entity should:

☒

☐ set out in our Corporate Governance Statement OR

(a) have and disclose a process for evaluating the performance

and we have disclosed the evaluation process referred to in

☐ we are an externally managed entity and this recommendation

of its senior executives at least once every reporting period;

paragraph (a) at:

is therefore not applicable

and

Section 1.7 of the Corporate Governance Statement and in the

(b) disclose for each reporting period whether a performance

Remuneration Report available from page 44 in the FY21

evaluation has been undertaken in accordance with that

Annual Report

process during or in respect of that period.

and whether a performance evaluation was undertaken for the

reporting period in accordance with that process at:

Section 1.7 of the Corporate Governance Statement and in the

Remuneration Report available from page 44 in the FY21

Annual Report

ASX Listing Rules Appendix 4G (current at 17/7/2020)

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Corporate Governance Council recommendation

Where a box below is ticked,4 we have followed the

Where a box below is ticked, we have NOT followed the

recommendation in fullfor the wholeof the period above. We

recommendation in full for the whole of the period above. Our

have disclosed this in our Corporate Governance Statement:

reasons for not doing so are:5

PRINCIPLE 2 – STRUCTURE THE BOARD TO BE EFFECTIVE AND ADD VALUE

2.1

The board of a listed entity should:

☒

☐ set out in our Corporate Governance Statement OR

(a) have a nomination committee which:

[If the entity complies with paragraph (a):]

☐ we are an externally managed entity and this recommendation

(1) has at least three members, a majority of whom are

and we have disclosed a copy of the charter of the committee at:

is therefore not applicable

independent directors; and

The “Investors” section of the Telix website at:

(2) is chaired by an independent director,

http://www.telixpharma.com/investors/corporate-

and disclose:

governance/

(3) the charter of the committee;

and the information referred to in paragraphs (4) and (5) at:

(4) the members of the committee; and

Section 2.1 of the Corporate Governance Statement and in the

(5) as at the end of each reporting period, the number

Directors’ Report from page 35 in the FY21 Annual Report

of times the committee met throughout the period

and the individual attendances of the members at

[If the entity complies with paragraph (b):]

those meetings; or

(b) if it does not have a nomination committee, disclose that

and we have disclosed the fact that we do not have a nomination

fact and the processes it employs to address board

committee and the processes we employ to address board

succession issues and to ensure that the board has the

succession issues and to ensure that the board has the appropriate

appropriate balance of skills, knowledge, experience,

balance of skills, knowledge, experience, independence and

independence and diversity to enable it to discharge its

diversity to enable it to discharge its duties and responsibilities

duties and responsibilities effectively.

effectively at:

……………………………………………………………………………..

[insert location]

2.2

A listed entity should have and disclose a board skills matrix

☒

☐ set out in our Corporate Governance Statement OR

setting out the mix of skills that the board currently has or is

and we have disclosed our board skills matrix at:

☐ we are an externally managed entity and this recommendation

looking to achieve in its membership.

Section 2.2 of the Corporate Governance Statement

is therefore not applicable

ASX Listing Rules Appendix 4G (current at 17/7/2020)

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