The Board endorses the Corporate Governance Principles and Recommendations (ASX Recommendations) as published by the ASX Corporate Governance Council and has adopted corporate governance charters and policies reflecting those ASX Recommendations, to the extent appropriate having regard to the size and circumstances of the Company.

SSH Group’s corporate governance policies include;

• Statement of Board and Management Functions;
• Nomination Committee Charter;
• Policy and Procedures for selection and appointment of new Directors;
• Code of conduct for Directors and Key Executives;
• Share Trading Policy;
• Audit Committee charter;
• Summary procedure for selection of external auditor and rotation of engagement audit partner;
• Continuous Disclosure Policy;
• Shareholder Communications Strategy;
• Risk Management Policy;
• Remuneration Committee Charter; and
• Process for performance evaluation of the Board, Board Committees and individual Directors and Key Executives.

The responsibilities of the Board include:

• Protection and enhancement of shareholder value;
• Formulation, review and approval of the objectives and strategic direction of the Company;
• Monitoring the financial performance of the Company by reviewing and approving budgets and monitoring results;
• Approving all significant business transactions including acquisitions, divestments and capital expenditure;
• Ensuring that adequate internal control systems and procedures exist and that compliance with these systems and procedures is maintained;
• The identification of significant business risks and ensuring that such risks are adequately managed;
• The review of performance and remuneration of executive directors and key staff;
• The establishment and maintenance of appropriate ethical standards; and
• Evaluating and, where appropriate, adopting with or without modification the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations.

The Board recognises the need for the Company to operate with the highest standards of behaviour and accountability.

The Company has considered the ASX Corporate Governance Council’s Corporate Governance Principles and Recommendations to determine an appropriate system of control and accountability to best fit its business and operations commensurate with these guidelines.

The Company seeks to follow these recommendations for listed companies where appropriate for its size and operations. In cases where the Company determines it would be inappropriate to follow the principles because of its circumstances, the Company will provide reasons for not doing so in its Annual Report. One such instance is the Board presently considers that due to the Company’s size and scope of activities, it does not justify the establishment of special or separate committees at this stage, preferring to manage the Company through the full Board of Directors.