Corporate Governance Statement and Appendix 4G

28 August 2019



The Manager
ASX Market Announcements
Australian Securities Exchange
Exchange Centre
Level 4
20 Bridge Street
Sydney NSW 2000



Electronic Lodgement


Australian Foundation Investment Company Limited
Corporate Governance Statement and Appendix 4G


Dear Sir / Madam

Please find attached a copy of the Company’s Corporate Governance
Statement and Appendix 4G.


Yours faithfully


Matthew Rowe
Company Secretary

Corporate
Governance
Statement 2019

CORPORATE GOVERNANCE STATEMENT
Introduction
The Board of the Company is committed
to having the highest standards of ethical
behaviour and an effective system of
corporate governance for the Group,
that is, the Company and its subsidiary
Australian Investment Company Services
Limited (AICS), commensurate with the
size of the Company and the scope
of its business operations.
In accordance with ASX Listing Rule
4.10.3, set out below are the applicable
ASX Corporate Governance Council’s
eight principles of corporate governance
(ASX Governance Principles) and outlined
accordingly is how the Board has applied
each principle and the recommendations
set out within them for the financial year
ended 30 June 2019.
The Company is fully supportive of
the ‘if not, why not’ disclosure based
approach to governance adopted by
the ASX Governance Principles and the
recognition within them that there is no
single model of corporate governance
and that good corporate governance
practice is not restricted to adopting
the recommendations contained in
the ASX Governance Principles.
In addition to having its shares listed on
the Australian Securities Exchange (ASX),
the Company also has shares listed on
the New Zealand Stock Exchange (NZX).
As an overseas listed issuer on the NZX,
the Company is generally deemed to
comply with the NZX Listing Rules
provided that the Company remains
listed on the ASX, complies with the
ASX Listing Rules and provides the
NZX with all the information and
notices that it provides to the ASX.
The ASX Governance Principles differ
from the NZX’s corporate governance
rules and the principles contained in the
NZX Corporate Governance Code. More
information about the corporate governance
rules and principles of the ASX can be
found at www.asx.com.au and, in respect
of the NZX, at www.nzx.com.
Principle 1: Laying Solid
Foundations For Management
and Oversight
This Principle requires the Company to
establish and disclose the respective roles
and responsibilities of both the Board and
management and how their performance
is monitored and evaluated.
The Company’s Corporate Objective,
as determined by the Board, is to provide
shareholders with attractive investment
returns through access to a growing
stream of fully franked dividends and
growth in capital invested.
In this regard, the Company’s primary
goals are:
• to pay dividends which, over time, grow
faster than the rate of inflation; and
• to provide attractive total returns over
the medium to long term.
The role of the Board underpins and
supports the Corporate Objective of
the Company. The Board generally sets
objectives and goals for the operation of
the Company, oversees the Company’s
management, regularly reviews the
Company’s performance and monitors its
affairs in the best interests of the Company.
For these responsibilities, the Board
is accountable to its shareholders
as owners of the Company.
The Board operates under a Board charter,
available on the Company’s website, which
documents the role of the Board outlined
above and the matters that the Board has
reserved to itself. Those matters include:
• setting the Corporate Objective of the
Company and approving business
strategies and plans of the Company
designed to meet that objective;
• approving the expense budget
at least annually;
• approving changes to the Company’s
capital structure and dividend policy;
• appointing and removing the Managing
Director and carrying out succession
planning for the Managing Director
as applicable;
• reviewing the performance of the
Managing Director, his/her remuneration
and contractual arrangements;
• appointing and removing Senior
Executives on the recommendation
of the Managing Director;
• reviewing the performance and
remuneration of Senior Executives
on the review and recommendation
of the Managing Director;
• reviewing the composition of the
Board and Board Committees, the
independence of Directors, the Board’s
performance and carrying out succession
planning for the Chairman and other
Non-Executive Directors;
• determining the risk appetite
of the organisation;
• reviewing the performance of
management and the Company,
including in relation to the risk
management, internal controls
and compliance systems adopted
by the Company and the monitoring
and review of the performance of
AICS in relation to the services that
AICS provides the Company;
• dealing with any matters in excess
of any specific delegations that
the Board may from time to time
delegate to the Managing Director
and Senior Executives;
• approving the communication to
shareholders and to the public of
the half-year and full-year results
and generally any public statements
which reflect issues of the Company’s
policy or strategy that the Board
deems material; and
• causing processes to be put in place
for the investment team to implement
(in consultation with the Chairman/
Managing Director) the decisions of the
Investment Committee in buying/selling
options or securities.
The Directors meet formally as a Board,
normally monthly with an annual strategy
session. The Non-Executive Directors meet
regularly in the absence of the Managing
Director and other Senior Executives.
2
Australian Foundation Investment Company Limited Corporate Governance Statement 2019

CORPORATE GOVERNANCE STATEMENT
Delegation to Board Committees
The Board has established the following
principal Board Committees to assist
the Board in exercising its authority
over the matters outlined above:
• Investment Committee;
• Audit Committee;
• Nomination Committee; and
• Remuneration Committee.
Each Board Committee operates under
a formal charter that is made publicly
available on the Company’s website,
www.afi.com.au.
A chart showing the number of Board and
Board Committee meetings held during
the year and attendance by Directors
is set out below:
The role and work of the Nomination
Committee is outlined under Principle 2;
the Audit Committee is outlined under
Principles 4 and 7; and the Remuneration
Committee is outlined below under this
Principle and under Principle 8.
Investment Committee
The general role of the Investment
Committee is to manage the Company’s
investments and provide oversight of
the investment process to support the
Company’s Corporate Objective.
In doing this, the Committee:
• approves all purchases and sales and
other investment decisions to maintain
the investment and trading portfolios
at subsequent meetings;
• makes decisions in relation to how other
portfolio-related activities are carried out,
including regarding voting instructions
and lodgement of proxies in respect
of general meetings of companies in
which the Company has invested;
• receives reports on portfolio matters,
including portfolio performance,
transaction reports, portfolio position
reports and performance attribution
analysis; and
• receives reports and recommendations
in relation to the review and analysis
of companies/securities in which the
Company is able to invest, or has
invested in.
The Committee’s membership currently
comprises J Paterson (Chairman),
M Freeman (CEO), RE Barker, CM Walter
AM and PJ Williams. Other Directors attend
Committee meetings when available.
Further details of the role of the Investment
Committee in respect of the oversight
of investment risk can be found under
Principle 7.
Relationship with AICS
The Company has entered into an
agreement with Australian Investment
Company Services Limited (AICS) for
AICS to provide on a non-exclusive basis
a comprehensive range of services to
the Company under the leadership of
the Managing Director of AICS.
The Managing Director of AICS has been
appointed Managing Director of the
Company, and the AICS services provided
include the day-to-day maintenance of
the portfolios and associated research.
AICS is 25 per cent owned by Djerriwarrh
Investments Ltd and 75 per cent owned
by the Company.
The Managing Director is responsible
to the Company for the performance of
those services and the Board acts in close
consultation and cooperation with AICS
in relation to the provision of services
by AICS to the Company. AICS is paid a
fee based on its costs in providing these
services. The Senior Executives of AICS
have also been appointed as officers
of the Company and their details are
set out in the 2019 Annual Report.
Meetings of Directors
BoardInvestmentAuditRemunerationNomination
Eligible
to AttendAttended
Eligible
to AttendAttended
Eligible
to AttendAttended
Eligible
to AttendAttended
Eligible
to AttendAttended
J Paterson12122120442222
TA Campbell**3355--11--
M Freeman1212212044-2
#
--
RE Barker12122119-3
#
----
R Dee-Bradbury
^
22-2
#
------
JC Hey*65117------
GR Liebelt 1212-15
#
--22--
DA Peever 1212-19
#
44----
CM Walter
^^
12122121442222
PJ Williams1212212144-2
#
22
** Mr T Campbell retired on the 9 October 2018.
* Ms JC Hey retired on the 18 January 2019.
^ Ms R Dee-Bradbury was appointed to the Board 6 May 2019.
^^ Mrs CM Walter was appointed to the Nomination Committee on 21 January 2019.
# Attended meetings by invitation.
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Australian Foundation Investment Company Limited Corporate Governance Statement 2019

Pre-appointment Checks
and AGMs
Prior to their appointment of a Non-Executive
Director to the Board, the Nomination
Committee will determine what pre-
appointment checks are appropriate to be
undertaken in the circumstances. During
the year Ms Rebecca Dee-Bradbury was
appointed to the Board.
Relevant details in respect of each
Director standing for election or re-election
by shareholders are contained within the
explanatory notes of the Notice of Annual
General Meeting.
Agreements
All of the Directors have entered into an
agreement with the Company in respect
of their appointment, including access to
documents, Director’s indemnity against
liability, Directors’ and Officers’ insurance,
conflicts of interests, taking independent
professional advice and dealing in the
Company’s securities.
Company Secretary
The Company Secretary’s details and
experience appears in the 2019 Annual
Report. While the Company Secretary is
an employee by AICS, he is accountable
to the Company’s Board, through the
Chairman, on all matters to do with
the proper functioning of the Board.
Board Diversity Policy
The Board recognises that having a diverse
Board will assist it in effectively carrying
out its role. The Board has established
a Diversity Policy under the oversight
of the Nomination Committee.
The Board views diversity as including,
but not being limited to, skills, qualifications,
experience, gender, age, disability, race,
ethnicity and cultural background.
The Company has a number of
characteristics that have an important
influence on how the Board deals with
Board and organisational diversity:
• As the Company is a long term
shareholder, it is beneficial to have
Directors who serve for a long period
of time, experiencing different economic
and business cycles.
• The Company has no employees as
all management, financial, business
development/marketing and securities/
stock market services are provided by
its subsidiary, AICS.
• Senior Executives of the Company
are the Senior Executives of AICS
and employed by them.
As such, the Diversity Policy is limited to
Board diversity. When the Board is looking
for an additional member, the overarching
priority is to appoint an individual based
on merit who the Board believes will provide
the Company with the best opportunity to
meet its Corporate Objective. Pursuant to
the policy, the Board has set as an objective
to embed gender diversity as an active
consideration in succession planning
for all Board positions.
Gender diversity has been a continuing
focus of discussion for the Nomination
Committee regarding Board succession
during the financial year, with Ms R Dee-
Bradbury being appointed in May 2019.
AICS has a small yet diverse workforce
and due to its size and flexibility, is able
to attract outstanding candidates whose
flexible working needs may not easily be
met in the general investment/financial
services industry.
Performance Assessments
Non-Executive Directors
In order to provide a specific opportunity
for performance matters to be discussed
with each Director, each year the Chairman
of the Board conducts a formal Director
review process.
He meets with each Director individually
to discuss issues including performance
and discusses with each Director the
effectiveness of the Board as a whole,
Board Committees, individual Directors
and the Chairman with the intention of
providing mutual feedback.
To assist the effectiveness of these
meetings, the Chairman is provided
with objective information about each
Director (e.g. number of meetings
attended, Committee memberships,
other current directorships etc.) and
a guide for discussion to ensure
consistency. The Chairman reports on
the general outcome of these meetings
to the Nomination Committee, and to
the Board where necessary. In addition,
an independent Director meets with other
Directors to discuss the performance of the
Chairman. Evaluations under this process
were carried out during the financial year.
Management
The Remuneration Committee
(see Principle 8), is responsible to the
Board for evaluating the performance of
the Managing Director and the Company’s
Senior Executives in accordance with
the Company’s aims and objectives,
and remunerating them appropriately.
As part of its approach to encouraging
enhanced performance, the Board has
adopted a remuneration structure for
the Managing Director and other Senior
Executives, which includes a significant
component of ‘at risk’ remuneration
designed to encourage and reward
high performance.
Full details of the remuneration process
and the benchmarks used for assessment
are given in the Remuneration Report in
the 2019 Annual Report, available on the
Company’s website. Such an assessment
was carried out in respect of the Managing
Director’s and Senior Executives’
performance for the financial year.
The Board believes that the Company
is fully compliant with Principle 1 and
its recommendations.
CORPORATE GOVERNANCE STATEMENT
Board and Organisational DiversityMale Female
Board (including Managing Director) 62
Other Senior Executives 30
Employees (all employed by AICS, including
Managing Director and other Senior Executives)
10 8
4
Australian Foundation Investment Company Limited Corporate Governance Statement 2019

Principle 2: Structure the Board
to Add Value
This Principle requires the Company to have
a Board of effective composition, size and
commitment to enable it to discharge its
duties effectively.
The Board consists of an Independent
Non-Executive Chairman, J Paterson,
a Managing Director, RM Freeman and
six Non-Executive Directors, RE Barker,
R Dee-Bradbury, GR Liebelt, DA Peever,
CM Walter AM and PJ Williams. All Non-
Executive Directors with the exception
of RE Barker are considered by the
Board to be independent.
The Directors’ Report in the 2019 Annual
Report sets out the details of the skills,
experience, and expertise of each Director.
The roles of the Chairman and Managing
Director are separate. The role of the
Managing Director is set out under
Principle 1, above. The role of the Chairman
is set out in the Board charter, including
being responsible for:
• the business of the Board, taking into
account the issues and the concerns
of all Directors and the requirements
of the Board charter;
• the leadership and conduct of Board and
Company meetings to be in accordance
with the agreed agenda, the Company’s
Corporate Objective and Principles of
Conduct (described under Principle 3,
below); and
• encouraging active engagement by
Directors and an open and constructive
relationship between the Board and the
Managing Director and Senior Executives.
The Chairman also has the authority to
act and speak for the Board between
meetings, subject to any agreed
consultation processes.
Appointment and Renewal
The Company’s constitution provides
that each Non-Executive Director must
seek re-election by shareholders at least
every three years if they wish to remain a
Director. Any new Non-Executive Director
appointed by the Board must seek election
by shareholders at the next Annual General
Meeting of the Company. This approach
is consistent with the ASX Listing Rules.
Details of the term of office held by each
Director in office as at the date of this
report are shown in the table below.
All Directors are encouraged to have a
meaningful shareholding in the Company
of at least one year’s Director’s fees over
time. In this way Directors benefit in the
same way as all shareholders in improving
the shareholder value of the Company.
To assist Directors to fully meet their
responsibilities to bring an independent
view to matters coming before them,
the Board has agreed upon a procedure
in appropriate situations for Directors to
take independent professional advice, at
the expense of the Company, after advising
the Chairman of their intention to do so.
On appointment, new Directors are
given the opportunity to meet with
Senior Executives of the Company to
fully understand their areas of expertise
and responsibility within the Company.
On an ongoing basis, regular reports are
provided to the Board updating Directors
with legal, regulatory, governance and
financial developments, both in Australia
and internationally, that could impact either
the Company, the companies that AFIC
invests in, or their roles as Directors of AFIC
and other companies. Directors are also
invited to attend meetings the Company
arranges with investee companies
and subject matter experts on various
business and economic issues.
CORPORATE GOVERNANCE STATEMENT
DirectorYears
J Paterson 14 years and Alternate Director 1987 to 2005
RE Barker17 Years (Non-Executive Director since 1 January 2018, Managing Director and CEO from 2001 to 2017
and Alternate Director 1987 to 2001)
RP Dee-Bradbury2 months
RM Freeman1.5 years
GR Liebelt 6 years
DA Peever 5 years
CM Walter AM16 years
PJ Williams9 years
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Australian Foundation Investment Company Limited Corporate Governance Statement 2019

Nomination Committee
The Nomination Committee comprises
J Paterson (Chairman), CM Walter AM
and PJ Williams. Committee members
are independent Directors including the
Chairman of the Committee.
The Nomination Committee’s charter
sets out the role of the Committee and
its responsibilities, composition and
membership requirements.
The Nomination Committee periodically
reviews Board and Board Committee
composition and succession planning,
and where applicable, recommends
suitable Directors for appointment by
the Board and shareholders. The Committee
may also involve other Directors or the full
Board in this process. Complementary to
this responsibility, the Committee oversees
the Board’s Diversity Policy.
On recommendation from the Committee,
the Board has determined that, in terms of
the mix of skills and diversity it is looking
for in its own membership, it is best served
by having a mix of individuals with different
perspectives that have deep expertise and a
breadth of experience in the following areas:
•
leading, managing and overseeing
corporations in a range of industry sectors,
at both Executive and Board level;
•
advising corporations (including legal,
tax and accounting advice);
•
the investment industry; and
•organisations with diverse governance
and regulatory regimes (including
charities, not-for-profit organisations,
government bodies, private companies
and international organisations).
The Nomination Committee utilises this
matrix when considering future Board
succession matters. The Committee also
reviews the process in place to assess
the Board’s performance.
Independence of Directors
The Nomination Committee also reviews the
independence of each of the Non-Executive
Directors on an annual basis, taking into
account the factors set out in the ASX
Governance Principles, including situations
where an individual Director may be a
partner in, controlling shareholder of,
or Executive of an entity which has a
material commercial relationship with
the Company and also the behaviours
each Director exhibits in the Boardroom.
In looking at commercial relationships,
the Nomination Committee has set an
initial materiality threshold of $1 million
per annum and this threshold is reviewed
annually by the Committee.
Being a long term investor is an essential
part of the Company’s Corporate Objective
and continuity on the Board is regarded
as an important factor in the Board’s
a
pproach. The Board is of the strong view
that length of tenure is not an indication
of a lack of independence and what is
important is how each Director behaves
in the boardroom, including the ability
to constructively challenge management.
The Board instead regards retention of
corporate memory as an important element
of the Board’s responsibilities. Details
of the length of service of each Director are
set out
on page 5.
A number of the Directors are also
Directors of companies in which the
Company invests. Any real or potential
conflicts of interest are dealt with by
procedures consistent with Corporations
Act requirements which are designed
to ensure that conflicted Directors do
not take part in the decision-making
process on re
levant issues. On this basis,
it is believed that their independence
on all other issues is not compromised.
RE Barker was CEO and Managing Director
of the Company from 2001 to 31 December
2017 and transitioned to a Non-Executive
Director on the 1 January 2018. Taking
into account the factors set out in the
ASX Corporate Governance Principles
Mr Barker is not considered to be an
independent Director.
A
s noted above, AFIC is a listed investment
company and is a long term investor,
it is of great assistance to have Directors
with a depth of experience and skills in
the securities industry and who have been
involved in the investment decisions of
the Company over a long period.
It is considered that with exception of
Mr Barker the remaining six Non-Executive
Directors are independent and this
is a majority of Directors.
The Board believes that the Company
is fully compliant with Principle 2
and its recommendations.
Principle 3: Act Ethically
and Responsibly
This Principle requires that the Company
should act ethically and responsibly.
The Board and Senior Executives are
committed to maintaining the highest
standards of integrity. The Company also
maintains a high level of transparency
regarding its actions consistent with
the need to maintain the confidentiality
of commercial-in-confidence material
and, where appropriate, to protect the
shareholders’ interests.
Corporate Principles of Conduct
The Board has adopted Corporate
Principles of Conduct which outline ethical
standards to be followed by Directors and
Senior Executives of the Company when
carrying out their responsibilities with a
view to the Company achieving its aims.
Under the Principles, Directors and
Senior Executives will:
•
conduct business in good faith in the
best interests of the Company with
efficiency
, honesty and fairness;
•perform their duties with the utmost
integrity and the standard of care and
diligence expected of an organisation
of the highest calibre;
•
treat others with dignity and respect; and
•not engage in conduct likely to have
an adverse effect on the reputation
of the Company
.
The Corporate Principles of Conduct also
set out details of how conflicts of interest
should be avoided. The Company’s
Directors and employees must disclose
to the Company any material personal
interest that they or any associate may
have in a matter that relates to the affairs
of the Company, and inform the Board,
via the Company Secretary, of any changes.
Where a conflict of interest may arise,
full disclosure by all interested persons
must be made and appropriate
arrangements followed, such that
interested persons are not included
in making any relevant decisions.
CORPORATE GOVERNANCE STATEMENT
6
Australian Foundation Investment Company Limited Corporate Governance Statement 2019

AICS also has its own comprehensive
Principles of Conduct in place that cover
the behaviours and actions of its employees.
Compliance with those principles is a
condition of the appointment of each
Senior Executive with the Company and
a condition of their employment with AICS.
Whistleblower Protection Policy
The Company also has in place a
Whistleblower Protection Policy that
establishes a formal framework within
which individuals are able, in a secure
way, to express their genuine concerns
about unlawful behaviour or breaches of
policy, free from the threat of victimisation
or reprisal and on the understanding that
their concerns will be investigated and that,
where appropriate, action will be taken
to redress the situation.
Any individual making a report in good faith
under the policy will be protected by the
Company from any victimisation, including
harassment, reprisals, discrimination
or other form of detriment, as a result
of making such a report.
The Board believes that the Company
is fully compliant with Principle 3 and
its recommendations.
Principle 4: Safeguard Integrity
in Corporate Reporting
This Principle requires that the Company
has formal and rigorous processes that
independently verify and safeguard the
integrity of its corporate reporting.
The Company has established an Audit
Committee to oversee the integrity of the
financial reporting process and which
reports to the Board. The Committee
has four members, all of whom are
independent Directors: PJ Williams
(Chairman), J Paterson, DA Peever
and CM Walter AM.
Members of the Audit Committee have
the requisite financial experience and
understanding to effectively discharge
the Committee’s mandate. In addition,
some members of the Committee have
relevant experience and qualifications as
set out in the 2019 Annual Report, but they
have no responsibilities additional to those
of other members of the Audit Committee.
The Audit Committee is responsible
for reviewing:
• the Company’s accounting policies;
• the content of financial statements;
• issues relating to the controls applied
to the Company’s activities;
• the conduct, effectiveness and
independence of the external audit;
• risk management (including taxation risk)
and related issues; and
• compliance issues.
Written Affirmations
Prior to approving the Company’s financial
statements, the Board has received from
the Managing Director and the Chief
Financial Officer written affirmations
concerning the Company’s financial
statements required by the Corporations
Act as set out in the Directors’ Declaration
in the 2019 Annual Report.
In respect of both the financial statements
for the year ended 30 June 2019 and
the half-year ended 31 December 2018,
the Board has also received from the
Managing Director and the Chief Financial
Officer written affirmation that, in their
opinion, the financial records of the entity
have been properly maintained and that
the financial statements comply with the
appropriate accounting standards and
give a true and fair view of the financial
position and performance of the Company
and that the opinion has been formed
on the basis of a sound system of risk
management and internal control which
is operating effectively.
The Audit Committee and the Board
have also received reports from the
Senior Executives as to the effectiveness
of the Company’s management of its
material business risks whilst noting
that the Company, as a listed investment
company, actively takes on appropriate
levels of investment risk as part of its
investment activities.
External Audit
The Company has a process to ensure
the independence and competence of the
Company’s external auditor including the
Audit Committee reviewing any non-audit
work to ensure that it does not conflict
with audit independence. Information on
procedures for the selection and
appointment of the external auditor and for
the rotation of external audit engagement
partners is set out in the Committee’s
charter. Policies relating to rotating external
audit engagement partners are set by
the external audit firm in accordance with
Corporations Act and international best
practice requirements. The Audit Committee
meets regularly with the external auditor in
the absence of management. The external
auditor attends the Company’s Annual
General Meeting to answer questions
from shareholders relevant to the audit.
The Board believes that the Company
is fully compliant with Principle 4 and
its recommendations.
Principle 5: Make Timely
and Balanced Disclosure
This Principle requires that the Company
promotes timely and balanced disclosure
of all material matters concerning
the Company.
As a listed entity, the Company has an
obligation under the ASX Listing Rules
and the Corporations Act to maintain
an informed market in its securities.
Accordingly, the market is kept advised
of all information required to be disclosed
under the Listing Rules, which it is believed
would or may have a material effect on the
price or value of the Company’s securities.
The Company has a written Continuous
Disclosure policy and procedures designed
to ensure compliance with ASX Listing
Rule and Corporations Act disclosure
requirements, to ensure accountability
at a senior management level for that
compliance and to clarify individual,
management and Board responsibilities in
the process. The policy is publicly available
on the Company’s website.
The Board believes that the Company
is fully compliant with Principle 5 and
its recommendation.
Principle 6: Respect the Rights
of Security Holders
This Principle requires that the Company
respects the rights of its security holders by
providing them with appropriate information
and facilities to allow them to exercise those
rights effectively.
CORPORATE GOVERNANCE STATEMENT
7
Australian Foundation Investment Company Limited Corporate Governance Statement 2019

The Company is owned by its shareholders
and the Board’s primary responsibility
to them is to do its utmost to meet the
Company’s objectives and so increase
the Company’s value for all shareholders.
The Board’s policy is to maintain active
communication with shareholders as
owners of the Company.
The Company’s website, www.afi.com.au,
contains access to ASX announcements,
Annual Reports, Half-Yearly Reports,
details of corporate governance practices,
presentations to shareholders, NTA
announcements, key date information,
dividend and security issue history and
relevant related material for shareholders
and investors.
In addition to communicating with
shareholders via the Annual Report and
the non-statutory Annual and Half-Yearly
Reviews, the Company holds an Annual
General Meeting of shareholders to
fulfil statutory requirements, to provide
shareholders with the opportunity to meet
with representatives of the Board and
management, to learn more about the
Company’s activities and, particularly,
to provide an opportunity to question
the Board and management about any
aspect of the Company’s activities. The
documentation produced (both hard copy
and electronic) for the Annual General
Meeting makes provision for shareholders
to submit questions to the Company.
In addition to the Annual General Meeting,
the Company holds non-statutory
Shareholder Information Meetings in
the Australian capital cities, some of
which follow the full-year results and
some of which follow the half-year results.
In the financial year ended 30 June 2019,
shareholder meetings were held in Sydney,
Melbourne, Adelaide, Brisbane, Canberra,
Perth and Auckland. For the forthcoming
financial year shareholder meetings will
be held in Sydney, Melbourne, Adelaide,
Brisbane, Canberra, Perth, Hobart,
Launceston and Auckland, Tauranga,
Wellington and Christchurch.
The Company views the holding of these
non-statutory meetings as being very
important in terms of communicating with
its shareholders as it allows shareholders
around the country the opportunity to
question management and Directors
in an informal setting on the Company’s
activities and approach.
The Company also ensures, through the
share registry, that shareholders have the
option to communicate electronically with
the Company and the share registry. The
Company also maintains an email address,
invest@afi.com.au,that shareholders can
communicate electronically through.
The Company also utilises a toll free
telephone service, 1800 780 784, that
shareholders can call to hear the latest
NTA information.
The Board believes that the Company
is fully compliant with Principle 6 and
its recommendations.
Principle 7: Recognise and
Manage Risk
This Principle requires that the Company
establish a sound risk management
framework and periodically review it.
The Board believes it has established and
maintains a sound system of risk oversight,
management and internal control. The Risk
Management Framework adopted for the
Company is available on the Company’s
website. The Board has approved the
overarching risk appetite of the Company
and is assisted in its risk management
activities by the Audit Committee and
coordination of risk management activities
is done by the Chief Financial Officer, who
reports to the Audit Committee on such
matters. The Audit Committee reviews
the Framework annually and a review has
been carried out during this financial year.
This approach involves establishing the
context in which it operates, identifying
the risks, analysing those risks, evaluating
the risks, treating the risks where
appropriate and monitoring, reviewing
and reporting risks and the overall
performance of the framework. This
process is underpinned through regular
communication and consultation with key
business stakeholders. The framework
forms the basis for embedding enterprise
risk management within the culture of the
organisation. Its objectives are to:
• enable the Company to meet its
obligations and objectives efficiently
and reliably;
• increase the likelihood that the
Company will be successful in its
business operations by mitigating
potentially damaging events
occurring (e.g. operational risk)
and maximising the results of
positive events (e.g. financial position,
investment strategies, etc.), through
the implementation of risk management
strategies;
• provide decision-makers with the means
to identify risks and to determine whether
the controls in place are adequate
to mitigate those risks;
• provide a mechanism to assess the
levels of risk that can be accepted;
• ensure that the application of risk
management practices is understood
by the agents, employees, officers and
Directors of the Company, and a strong
risk culture is well entrenched; and
• reduce the consequence and/or
likelihood of potentially damaging events
by regular reviews of investments and
investment strategies or by transferring
the impact of potentially damaging events
to third parties (e.g. by insurance and
contractual arrangements) for outsourced
arrangements, where appropriate.
There are two main areas of risk that have
been identified:
• investment risk; and
• operational risk.
Investment Risk
Investment risk includes:
• market risk;
• credit, counter-party and settlement risk;
• liquidity risk; and
• reputational risk (insofar as it relates
to the investments that the Company
enters into).
The Investment Committee is primarily
responsible for dealing with issues
arising from investment risk. Day-to-day
administration of the portfolios is performed
by AICS. The Investment Committee
manages the portfolio, and reviews,
discusses and approves all purchases
and sales and other matters in connection
with the maintenance of the portfolios,
including the voting of proxies.
CORPORATE GOVERNANCE STATEMENT
8
Australian Foundation Investment Company Limited Corporate Governance Statement 2019

By its nature as a listed investment
company, the Company will always carry
investment risk because it must invest its
capital in securities which are not risk-free.
However, the Company seeks to reduce
this investment risk by a policy of
diversification of investments across
industries and companies operating
in various sectors of the market.
In addition to the investment portfolio,
the Company also operates a trading
portfolio for short term opportunities.
The Company seeks to enhance the return
from that portfolio by also selling call and
put options. In normal circumstances,
the Board restricts the size of the trading
portfolio to a maximum size of 10 per cent
of the assets of the Company. The Board,
through its Investment Committee, maintains
close control of option transactions. Option
transactions are limited to stocks held in the
trading portfolio or in a small sub-category
of the investment portfolio for the purpose
of enhancing returns from that portfolio
and buying and/or selling stocks at
attractive prices.
Operational Risk
The Company’s management is primarily
responsible for recognising and managing
operational risk issues such as compliance
risk, governance risk, reputation risk
(insofar as it relates to the operations of
the Company), strategic risk, political risk
and operation risk (including outsourcing
risk, business continuity risk, fraud risk,
people risk and cyber risk). A further risk
comprises ensuring compliance with AICS’s
Australian Financial Services Licence
requirements. This aspect of management’s
role is specifically overseen by the Risk
Management, Audit and Remuneration
Committee of AICS and reported to the
Company’s Audit Committee. The Chairman
of the Company’s Audit Committee,
PJ Williams, is also Chairman of the AICS
Risk Management, Audit and Remuneration
Committee. PJ Williams also serves
as Chairman of AICS.
Internal Audit and Written
Affirmation from AICS
The Company has received a report
from AICS outlining the control objectives
for AICS and the specific policies and
procedures established to meet these
procedures. These policies include
management oversight, segregation
of duties, multiple sign-offs and specific
authorisation levels. AICS has stated that
these have been in place throughout the
financial year, and have been effective
in meeting the control objectives.
While the Company does not have its
own internal audit function, AICS has
appointed Ernst & Young as its internal
auditor. The Company has received a report
from Ernst & Young, under the requirements
of Auditing Standard on Assurance
Engagements ASAE 3150 “Assurance
Engagements on Controls” stating their
opinion that, in all material respects, the
internal controls put in place by AICS in
relation to Investment Management and
Administration Operations for this financial
year are suitably designed to meet the
control objectives and have operated
effectively for this financial year.
Economic, Environmental and
Social Sustainability Risks
Economic risk is principally dealt with
under Investment Risk, above. In respect of
environmental and social sustainability risks,
the Company utilises AICS staff and AICS’
office space for meetings, so is not subject
to material direct environmental and social
sustainability risks. AICS has resources
to identify if any legal environmental
issues arise that need to be considered
by AICS and the Company going forward.
Sustainability of the companies that AFIC
invests in is considered by the Investment
Committee and Investment Team as part
of the Company’s long-term investment
approach, utilising external experts
to gain information as required.
The Board believes that the Company
is fully compliant with Principle 7
and its recommendations.
Principle 8: Remunerate Fairly
and Responsibly
This Principle requires that the Company
should pay director remuneration sufficient
to attract and retain high quality directors
and design its executive remuneration
to attract, retain and motivate high
quality senior executives and to align
their interests with the creation of value
for security holders.
The Company has a Remuneration
Committee to oversee remuneration issues
relating to the Non-Executive Directors, the
Managing Director and Senior Executives.
The charter of the Remuneration Committee
is available on the Company’s website.
GR Liebelt (Chairman), J Paterson and
CM Walter AM are members of the
Remuneration Committee. All members
are Independent Non-Executive Directors.
As set out in the Company’s Securities
Dealing Policy, Senior Executives are
prohibited from using financial products
to protect against or limit the risk associated
with unvested Company securities they
may receive as part of their performance-
based remuneration. Breaches of the
Company’s policy in this regard will
normally result in the termination of
the Senior Executive’s employment.
Further and full details regarding the work
of the Committee and the Company’s
remuneration practices in relation to both
Directors and management are set out
in the Remuneration Report contained
in the 2019 Annual Report.
The Board believes that the Company
is fully compliant with Principle 8
and its recommendations.
Fourth Edition of the Corporate
Governance Principles and
Recommendations and the Final Report
of the Royal Commission into Misconduct
in the Banking, Superannuation and
Financial Services Industry
The Final Report of the Hayne Royal
Commission and the fourth edition of
ASX Corporate Governance Principles
and Recommendations were both released
in February 2019. The Board continues
to closely monitor its risk management
frameworks and its practices in relation to
governance and culture and will measure
its governance practices against the
recommendations of the fourth edition
commencing with the financial year
ended 30 June 2021.
Approved by the Board of Australian
Foundation Investment Company
Limited.
Dated: 22 July 2019
CORPORATE GOVERNANCE STATEMENT
9
Australian Foundation Investment Company Limited Corporate Governance Statement 2019

1
Rules 4. 7.3 and 4.10.3
1

Appendix 4G

Key to Disclosures
Corporate Governance Council Principles and Recommendations


ABN/ARBN Financial year ended
56 004 147 120 30 June 2019
Our corporate governance statement
2
for the above period above can be found at:
3

 these pages of our annual report: _____________________________________________
 this URL on our website: www.afi.com.au/corporate-governance

The Corporate Governance Statement is accurate and up to date as at 22 July 2019 and has been
approved by the board.

The annexure includes a key to where our corporate governance disclosures can be located.


Date here: 28 August 2019


Sign here:



Print name: Matthew Rowe


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.
2
“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.

3
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.

Name of entity
AUSTRALIAN FOUNDATION INVESTMENT COMPANY LIMITED

2
ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT
1.1
A listed entity should disclose:
(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.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

... and information about the respective roles and
responsibilities of our board and management (including
those matters expressly reserved to the board and those
delegated to management):
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

1.2
A listed entity should:
(a) undertake appropriate checks before appointing a
person, 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.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

1.3
A listed entity should have a written agreement with
each director and senior executive setting out the
terms of their appointment.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

3
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
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.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

1.5
A listed entity should:
(a) have a diversity policy which includes
requirements for the board or a relevant
committee of the board to set measurable
objectives for achieving gender diversity and to
assess annually both the objectives and the
entity’s progress in achieving them;
(b) disclose that policy or a summary of it; and
(c) disclose as at the end of each reporting period the
measurable objectives for achieving gender
diversity set by the board or a relevant committee
of the board
in accordance with the entity’s
diversity policy and its progress towards achieving
them and either:
(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 “senior executive”
for these purposes); or
(2) 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.
... the fact that we have a diversity policy that complies
with paragraph (a):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

... and a copy of our diversity policy or a summary of it:
 at this location:
www.afi.com.au/corporate-governance

... the measurable objectives for achieving gender diversity
set by the board or a relevant committee of the board in
accordance with our diversity policy and our progress
towards achieving them:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

... and the information referred to in paragraphs (c)(1) or
(2):
 in our Corporate Governance Statement AND
 at this location:
https://www.afi.com.au/our-
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

4
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
company#Companyreports
1.6
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, in relation to each reporting period,
whether a performance evaluation was
undertaken in the reporting period in accordance
with that process.
... the evaluation process referred to in paragraph (a):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

... and the information referred to in paragraph (b):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

1.7
A listed entity should:
(a) have and disclose a process for periodically
evaluating the performance of its senior
executives; and
(b) disclose, in relation to each reporting period,
whether a performance evaluation was
undertaken in the reporting period in accordance
with that process.
... the evaluation process referred to in paragraph (a):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

... and the information referred to in paragraph (b):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

5
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
PRINCIPLE 2 - STRUCTURE THE BOARD TO ADD VALUE
2.1
The board of a listed entity should:
(a) have a nomination committee which:
(1) has at least three members, a majority of
whom are independent directors; and
(2) is chaired by an independent director,
and disclose:
(3) the charter of the committee;
(4) the members of the committee; and
(5) as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; OR
(b) if it does not have a nomination committee,
disclose that fact and the processes it employs to
address board succession issues and to ensure
that the board has the appropriate balance of
skills, knowledge, experience, independence and
diversity to enable it to discharge its duties and
responsibilities effectively.
[If the entity complies with paragraph (a):]
... the fact that we have a nomination committee that
complies with paragraphs (1) and (2):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

... and a copy of the charter of the committee:
 at this location:
www.afi.com.au/corporate-governance
Insert location here

... and the information referred to in paragraphs (4) and
(5):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

[If the entity complies with paragraph (b):]
... the fact that we do not have a nomination committee
and the processes we employ to address board succession
issues and to ensure that the board has the appropriate
balance of skills, knowledge, experience, independence
and diversity to enable it to discharge its duties and
responsibilities effectively:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

6
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
2.2
A listed entity should have and disclose a board skills
matrix setting out the mix of skills and diversity that
the board currently has or is looking to achieve in its
membership.
... our board skills matrix:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

2.3
A listed entity should disclose:
(a) the names of the directors considered by the
board to be independent directors;
(b) if a director has an interest, position, association
or relationship of the type described in Box 2.3
but the board is of the opinion that it does not
compromise the independence of the director,
the nature of the interest, position, association or
relationship in question and an explanation of
why the board is of that opinion; and
(c) the length of service of each director.
... the names of the directors considered by the board to be
independent directors:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

... where applicable, the information referred to in
paragraph (b):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
... the length of service of each director:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement

2.4
A majority of the board of a listed entity should be
independent directors.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

7
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
2.5
The chair of the board of a listed entity should be an
independent director and, in particular, should not
be the same person as the CEO of the entity.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 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 and provide
appropriate professional
development opportunities for directors to develop
and maintain the skills and knowledge needed to
perform their role as directors effectively.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

PRINCIPLE 3 – ACT ETHICALLY AND RESPONSIBLY
3.1
A listed entity should:
(a) have a code of conduct for its directors, senior
executives and employees; and
(b) disclose that code or a summary of it.
... our code of conduct or a summary of it:
 in our Corporate Governance Statement AND
 at this location:
www.afi.com.au/corporate-governance
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement

PRINCIPLE 4 – SAFEGUARD INTEGRITY IN CORPORATE REPORTING
4.1
The board of a listed entity should:
(a) have an audit committee which:
(1) has at least three members, all of whom are
non-
executive directors and a majority of
whom are independent directors; and
(2) is chaired by an independent director, who is
not the chair of the board,
and disclose:
(3) the charter of the committee;
(4) the relevant qualifications and experience of
the members of the committee; and
[If the entity complies with paragraph (a):]
... the fact that we have an audit committee that complies
with paragraphs (1) and (2):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
... and a copy of the charter of the committee:
 at this location:
www.afi.com.au/corporate-governance
 an explanation why that is so in our Corporate
Governance Statement

8
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
(5) in relation to each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; OR
(b) if it does not have an audit committee, disclose
that fact and the processes it employs that
independently verify and safeguard the integrity
of its corporate reporting, including the processes
for the appointment and removal of the external
auditor and the rotation of the audit engagement
partner.

Insert location here

... and the information referred to in paragraphs (4) and
(5):
 (5) in our Corporate Governance Statement AND
 (4) at these locations:
www.afi.com.au/our-company#Companyreports and
https://www.afi.com.au/people
_____________________________________________
Insert location here

[If the entity complies with paragraph (b):]
... the fact that we do not have an audit committee and the
processes we employ that independently verify and
safeguard the integrity of our corporate reporting,
including the processes for the appointment and removal
of the external auditor and the rotation of the audit
engagement partner:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
4.2
The board of a listed entity should, before it approves
the entity’s financial statements for a financial period,
receive from its CEO and CFO a declaration that, in
their opinion, the financial records of the entity have
been properly maintained and that the financial
statements comply with the appropriate accounting
standards and give a true and fair view of the
financial position and performance of the entity and
that the opinion has been formed on the basis of a
sound system of risk management and internal
control which is operating effectively.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement

9
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
4.3
A listed entity that has an AGM should ensure that its
external auditor attends its AGM and is available to
answer questions from security holders relevant to
the audit.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity that does not
hold an annual general meeting and this
recommendation is therefore not applicable

PRINCIPLE 5 – MAKE TIMELY AND BALANCED DISCLOSURE
5.1
A listed entity should:
(a) have a written policy for complying with its
continuous disclosure obligations under the
Listing Rules; and
(b) disclose that policy or a summary of it.
... our continuous disclosure compliance policy or a
summary of it:
 in our Corporate Governance Statement AND
 at this location:
www.afi.com.au/corporate-governance
Insert location here
 an explanation why that is so in our Corporate
Governance Statement

PRINCIPLE 6 – RESPECT THE RIGHTS OF SECURITY HOLDERS
6.1
A listed entity should provide information about
itself and its governance to investors via its website.
... information about us and our governance on our
website:
 at this location:
www.afi.com.au/corporate-governance
Insert location here
 an explanation why that is so in our Corporate
Governance Statement

6.2
A listed entity should design and implement an
investor relations program to facilitate effective two-
way communication with investors.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement

10
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
6.3
A listed entity should disclose the policies and
processes it has in place to facilitate and encourage
participation at meetings of security holders.
... our policies and processes for facilitating and
encouraging participation at meetings of security holders:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity that does not
hold periodic meetings of security holders and this
recommendation is therefore not applicable

6.4
A listed entity should give security holders the option
to receive communications from, and send
communications to, the entity and its security
registry electronically.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement

PRINCIPLE 7 – RECOGNISE AND MANAGE RISK
7.1
The board of a listed entity should:
(a) have a committee or committees to oversee risk,
each of which:
(1) has at least three members, a majority of
whom are independent directors; and
(2) is chaired by an independent director,
and disclose:
(3) the charter of the committee;
(4) the members of the committee; and
(5) as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; OR
(b) if it does not have a risk committee or committees
that satisfy (a) above, disclose that fact and the
processes it employs for overseeing the entity’s
risk management framework.
[If the entity complies with paragraph (a):]
... the fact that we have a committee or committees to
oversee risk that comply with paragraphs (1) and (2):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

... and a copy of the charter of the committee:
 at this location:
www.afi.com.au/corporate-governance

Insert location here

... and the information referred to in paragraphs (4) and
(5):
 in our Corporate Governance Statement OR
 at this location:
 an explanation why that is so in our Corporate
Governance Statement

11
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
_____________________________________________
Insert location here

[If the entity complies with paragraph (b):]
... the fact that we do not have a ri sk committee or
committees that satisfy (a) and the processes we employ
for overseeing our risk management framework:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
7.2
The board or a committee of the board should:
(a) review the entity’s risk management framework at
least annually to satisfy itself that it continues to
be sound; and
(b) disclose, in relation to each reporting period,
whether such a review has taken place.
... the fact that we follow this recommendation:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement

7.3
A listed entity should disclose:
(a) if it has an internal audit function, how the
function is structured and what role it performs;
OR
(b) if it does not have an internal audit function, that
fact and the processes it employs for evaluating
and continually improving the effectiveness of its
risk management and internal control processes.
[If the entity complies with paragraph (a):]
... how our internal audit function is structured and what
role it performs:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

[If the entity complies with paragraph (b):]
... the fact that we do not have an internal audit function
and the processes we employ for evaluating and
continually improving the effectiveness of our risk
management and internal control processes:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
 an explanation why that is so in our Corporate
Governance Statement

12
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
Insert location here
7.4
A listed entity should disclose whether it has any
material exposure to economic, environmental and
social sustainability risks and, if it does, how it
manages or intends to manage those risks.
... whether we have any material exposure to economic,
environmental and social sustainability risks and, if we do,
how we manage or intend to manage those risks:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement

PRINCIPLE 8 – REMUNERATE FAIRLY AND RESPONSIBLY
8.1
The board of a listed entity should:
(a) have a remuneration committee which:
(1) has at least three members, a majority of
whom are independent directors; and
(2) is chaired by an independent director,
and disclose:
(3) the charter of the committee;
(4) the members of the committee; and
(5) as at the end of each reporting period, the
number of times the committee met
throughout the period and the individual
attendances of the members at those
meetings; OR
(b) if it does not have a remuneration committee,
disclose that fact and the processes it employs for
setting the level and composition of remuneration
for directors and senior executives and ensuring
that such remuneration is appropriate and not
excessive.
[If the entity complies with paragraph (a):]
... the fact that we have a remuneration committee that
complies with paragraphs (1) and (2):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

... and a copy of the charter of the committee:
 at this location:
www.afi.com.au/corporate-governance
Insert location here

... and the information referred to in paragraphs (4) and
(5):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here

[If the entity complies with paragraph (b):]
... the fact that we do not have a remuneration committee
and the processes we employ for setting the level and
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

13
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
composition of remuneration for directors and senior
executives and ensuring that such remuneration is
appropriate and not excessive:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
8.2
A listed entity should separately disclose its policies
and practices regarding the remuneration of non-
executive directors and the remuneration of
executive directors and other senior executives.
... separately our remuneration policies and practices
regarding the remuneration of non-executive directors and
the remuneration of executive directors and other senior
executives:
 in our Corporate Governance Statement OR
 at this location:
www.afi.com.au/our-
company#CompanyreportsInsert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we are an externally managed entity and this
recommendation is therefore not applicable

8. 3
A listed entity which has an equity-based
remuneration scheme should:
(a) have a policy on whether participants are
permitted to enter into transactions (whether
through the use of derivatives or otherwise)
which limit the economic risk of participating in
the scheme; and
(b) disclose that policy or a summary of it.
... our policy on this issue or a summary of it:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement OR

 we do not have an equity-based remuneration
scheme and this recommendation is therefore not
applicable OR

 we are an externally managed entity and this
recommendation is therefore not applicable

14
Corporate Governance Council recommendation We have followed the recommendation in full for the
whole of the period above. We have disclosed ...
We have NOT followed the recommendation in full
for the whole of the period above. We have disclosed
...
ADDITIONAL DISCLOSURES APPLICABLE TO EXTERNALLY MANAGED LISTED ENTITIES
-
Alternative to Recommendation 1.1 for externally
managed listed entities:
The responsible entity of an externally managed
listed entity should disclose:
(a) the arrangements between the responsible entity
and the listed entity for managing the affairs of
the listed entity;
(b) the role and responsibility of the board of the
responsible entity for overseeing those
arrangements.
... the information referred to in paragraphs (a) and (b):
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement

-
Alternative to Recommendations 8.1, 8.2 and 8.3 for
externally managed listed entities:
An externally managed listed entity should clearly
disclose the terms governing the remuneration of the
manager.

... the terms governing our remuneration as manager of
the entity:
 in our Corporate Governance Statement OR
 at this location:
_____________________________________________
Insert location here
 an explanation why that is so in our Corporate
Governance Statement