Appendix 4G and Corporate Governance Statement

Rules 4.7.3 and 4.10.3
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 1
Appendix 4G
Key to Disclosures
Corporate Governance Council Principles and Recommendations
Name of entity
Minerals Exploration Limited

ABN/ARBN Financial year ended:
85 650 124 324

30 June 2026
Our corporate governance statement
1
for the period above can be found at:
2

☐
These pages of our
annual report:

☒
This URL on our
website:
https://mineralsexploration.com.au/corporate-governance/
The Corporate Governance Statement is accurate and up to date as at 29 September 2026 and has
been approved by the board.
The annexure includes a key to where our corporate governance disclosures can be located.
3

Date:
29 September 2026
Name of authorised officer
authorising lodgement:
The Board

1
“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.
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
Listing Rule 4.10.3.
Under Listing Rule 4.7.3, an entity must also lodge with ASX a completed Appendix 4G at the same time as it lodges its annual
report with ASX. The Appendix 4G serves a dual purpose. It acts as a key designed to assist readers to locate the governance
disclosures made by a listed entity under Listing Rule 4.10.3 and under the ASX Corporate Governance Council’s
recommendations. It also acts as a verification tool for listed entities to confirm that they have met the disclosure requirements of
Listing Rule 4.10.3.
The Appendix 4G is not a substitute for, and is not to be confused with, the entity's corporate governance statement. They serve
different purposes and an entity must produce each of them separately.
2
Tick whichever option is correct and then complete the page number(s) of the annual report, or the URL of the web page, where
your corporate governance statement can be found. You can, if you wish, delete the option which is not applicable.
3
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 notes 4 and 5 below for further instructions on how to complete this form.

Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 2
ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

Corporate Governance Council recommendation
Where a box below is ticked,
4
we have followed the
recommendation in full for the whole of the period above. We
have disclosed this in our Corporate Governance Statement:
Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. Our
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
out:
(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.
☒
and we have disclosed a copy of our board charter at:
https://mineralsexploration.com.au/corporate-governance/


1.2 A listed entity should:
(a) undertake appropriate checks before appointing a director or
senior executive or putting someone forward 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.
☒

1.3
A listed entity should have a written agreement with each director
and senior executive setting out the terms of their appointment.
☒

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.
☒


4
Tick the box in this column only if you have followed the relevant recommendation in full for the whole of the period above. Where the recommendation has a disclosure obligation attached, you must insert
the location where that disclosure has been made, where indicated by the line with “insert location” underneath. If the disclosure in question has been made in your corporate governance statement, you
need only insert “our corporate governance statement”. If the disclosure has been made in your annual report, you should insert the page number(s) of your annual report (eg “pages 10-12 of our annual
report”). If the disclosure has been made on your website, you should insert the URL of the web page where the disclosure has been made or can be accessed (eg “www.entityname.com.au/corporate
governance/charters/”).
5
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.

Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 3
Corporate Governance Council recommendation
Where a box below is ticked,
4
we have followed the
recommendation in full for the whole of the period above. We
have disclosed this in our Corporate Governance Statement:
Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. Our
reasons for not doing so are:
5

1.5 A listed entity should:
(a) have and disclose a diversity policy;
(b) through its board or a committee of the board set
measurable objectives for achieving gender diversity in the
composition of its board, senior executives and workforce
generally; and
(c) disclose in relation to each reporting period:
(1) the measurable objectives set for that period to
achieve gender diversity;
(2) the entity’s progress towards achieving those
objectives; and
(3) either:
(A) the respective proportions of men and women
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.

☒ set out in our Corporate Governance Statement

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 for each reporting period whether a performance
evaluation has been undertaken in accordance with that
process during or in respect of that period.
☒
and we have disclosed the evaluation process referred to in
paragraph (a) at:
https://mineralsexploration.com.au/corporate-governance/
and whether a performance evaluation was undertaken for the
reporting period in accordance with that process in our 2026
Corporate Governance Statement.

Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 4
Corporate Governance Council recommendation
Where a box below is ticked,
4
we have followed the
recommendation in full for the whole of the period above. We
have disclosed this in our Corporate Governance Statement:
Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. Our
reasons for not doing so are:
5

1.7 A listed entity should:
(a) have and disclose a process for evaluating the performance
of its senior executives at least once every reporting period;
and
(b) disclose for each reporting period whether a performance
evaluation has been undertaken in accordance with that
process during or in respect of that period.
☒
and we have disclosed the evaluation process referred to in
paragraph (a) at:
https://mineralsexploration.com.au/corporate-governance/
and whether a performance evaluation was undertaken for the
reporting period in accordance with that process in our 2026
Corporate Governance Statement.

Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 5
Corporate Governance Council recommendation
Where a box below is ticked,
4
we have followed the
recommendation in full for the whole of the period above. We
have disclosed this in our Corporate Governance Statement:
Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. Our
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:
(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.
We have disclosed 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 2026 Corporate Governance Statement.
☒ set out in our Corporate Governance Statement

2.2
A listed entity should have and disclose a board skills matrix
setting out the mix of skills that the board currently has or is
looking to achieve in its membership.
☒
and we have disclosed our board skills matrix at:
https://mineralsexploration.com.au/corporate-governance/


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, affiliation 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 or relationship in question and an explanation of
why the board is of that opinion; and
(c) the length of service of each director.
☒
We have disclosed the names of the directors considered by the
board to be independent directors in our 2026 Corporate
Governance Statement. Where applicable, the information referred
to in paragraph (b) in our 2026 Corporate Governance Statement,
and the length of service of each director in our 30 June 2026
Annual Report.

Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 6
Corporate Governance Council recommendation
Where a box below is ticked,
4
we have followed the
recommendation in full for the whole of the period above. We
have disclosed this in our Corporate Governance Statement:
Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. Our
reasons for not doing so are:
5

2.4
A majority of the board of a listed entity should be independent
directors.

☒
We have disclosed the names of the directors considered by the
board to be independent directors in our 2026 Corporate
Governance Statement.
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.

☒
We have disclosed the names of the directors considered by the
board to be independent directors in our 2026 Corporate
Governance Statement.
2.6
A listed entity should have a program for inducting new
directors and for periodically reviewing whether there is a need
for existing directors to undertake professional development to
maintain the skills and knowledge needed to perform their role
as directors effectively.
☒

PRINCIPLE 3 – INSTIL A CULTURE OF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY
3.1 A listed entity should articulate and disclose its values.
☒
and we have disclosed our values at:
https://mineralsexploration.com.au/corporate-governance/


3.2 A listed entity should:
(a) have and disclose a code of conduct for its directors,
senior executives and employees; and
(b) ensure that the board or a committee of the board is
informed of any material breaches of that code.
☒
and we have disclosed our code of conduct at:
https://mineralsexploration.com.au/corporate-governance/


3.3 A listed entity should:
(a) have and disclose a whistleblower policy; and
(b) ensure that the board or a committee of the board is
informed of any material incidents reported under that
policy.
☒
and we have disclosed our whistleblower policy at:
https://mineralsexploration.com.au/corporate-governance/

Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 7
Corporate Governance Council recommendation
Where a box below is ticked,
4
we have followed the
recommendation in full for the whole of the period above. We
have disclosed this in our Corporate Governance Statement:
Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. Our
reasons for not doing so are:
5

3.4 A listed entity should:
(a) have and disclose an anti-bribery and corruption policy;
and
(b) ensure that the board or committee of the board is
informed of any material breaches of that policy.
☒
and we have disclosed our anti-bribery and corruption policy at:
https://mineralsexploration.com.au/corporate-governance/

Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 8
Corporate Governance Council recommendation
Where a box below is ticked,
4
we have followed the
recommendation in full for the whole of the period above. We
have disclosed this in our Corporate Governance Statement:
Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. Our
reasons for not doing so are:
5

PRINCIPLE 4 – SAFEGUARD THE INTEGRITY OF CORPORATE REPORTS
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
(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.
We have disclosed 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 at:
2026 Corporate Governance Statement

☒ set out in our Corporate Governance Statement
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.
☒

4.3
A listed entity should disclose its process to verify the integrity
of any periodic corporate report it releases to the market that is
not audited or reviewed by an external auditor.
☒

Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 9
Corporate Governance Council recommendation
Where a box below is ticked,
4
we have followed the
recommendation in full for the whole of the period above. We
have disclosed this in our Corporate Governance Statement:
Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. Our
reasons for not doing so are:
5

PRINCIPLE 5 – MAKE TIMELY AND BALANCED DISCLOSURE
5.1
A listed entity should have and disclose a written policy for
complying with its continuous disclosure obligations under
listing rule 3.1.
☒
and we have disclosed our continuous disclosure compliance policy
at:
https://mineralsexploration.com.au/corporate-governance/


5.2
A listed entity should ensure that its board receives copies of all
material market announcements promptly after they have been
made.
☒

5.3
A listed entity that gives a new and substantive investor or
analyst presentation should release a copy of the presentation
materials on the ASX Market Announcements Platform ahead
of the presentation.
☒

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.
☒
and we have disclosed information about us and our governance on
our website at:
https://mineralsexploration.com.au/corporate-governance/


6.2
A listed entity should have an investor relations program that
facilitates effective two-way communication with investors.
☒

6.3
A listed entity should disclose how it facilitates and encourages
participation at meetings of security holders.
☒
and we have disclosed how we facilitate and encourage participation
at meetings of security holders at:
https://mineralsexploration.com.au/corporate-governance/


6.4
A listed entity should ensure that all substantive resolutions at a
meeting of security holders are decided by a poll rather than by
a show of hands.
☒

Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 10
Corporate Governance Council recommendation
Where a box below is ticked,
4
we have followed the
recommendation in full for the whole of the period above. We
have disclosed this in our Corporate Governance Statement:
Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. Our
reasons for not doing so are:
5

6.5
A listed entity should give security holders the option to receive
communications from, and send communications to, the entity
and its security registry electronically.
☒

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.
We have disclosed the fact that we do not have a risk committee or
committees that satisfy (a) and the processes we employ for
overseeing our risk management framework in our 2026 Corporate
Governance Statement

☒ set out in our Corporate Governance Statement
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
that the entity is operating with due regard to the risk
appetite set by the board; and
(b) disclose, in relation to each reporting period, whether
such a review has taken place.
☒
and we have disclosed whether a review of the entity’s risk
management framework was undertaken during the reporting period
in our 2026 Corporate Governance Statement.

Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 11
Corporate Governance Council recommendation
Where a box below is ticked,
4
we have followed the
recommendation in full for the whole of the period above. We
have disclosed this in our Corporate Governance Statement:
Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. Our
reasons for not doing so are:
5

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 governance, risk
management and internal control processes.
and we have disclosed 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 2026 Corporate Governance Statement.


7.4
A listed entity should disclose whether it has any material
exposure to environmental or social risks and, if it does, how it
manages or intends to manage those risks.
☒
and we have disclosed whether we have any material exposure to
environmental and social risks in our 2026 Corporate Governance
Statement

and, if we do, how we manage or intend to manage those risks in
our 2026 Corporate Governance Statement.

Appendix 4G
Key to Disclosures Corporate Governance Council Principles and Recommendations
ASX Listing Rules Appendix 4G (current at 17/7/2020) Page 12
Corporate Governance Council recommendation
Where a box below is ticked,
4
we have followed the
recommendation in full for the whole of the period above. We
have disclosed this in our Corporate Governance Statement:
Where a box below is ticked, we have NOT followed the
recommendation in full for the whole of the period above. Our
reasons for not doing so are:
5

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.
We have disclosed the fact that we do not have a remuneration
committee and the processes we employ for setting the level and
composition of remuneration for directors and senior executives and
ensuring that such remuneration is appropriate and not excessive:
2026 Corporate Governance Statement

☒ set out in our Corporate Governance Statement
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.
☒
and we have disclosed 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 2026 Corporate Governance Statement and 30 June 2026
Annual Report (audited remuneration report)


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.
☒
and we have disclosed our policy on this issue or a summary of it at:
https://mineralsexploration.com.au/corporate-governance/

Minerals Exploration Limited (the "Company")
Corporate Governance Statement
This Corporate Governance Statement is current as at 29 September 2026 and has been approved by the Board of the Company on that date.
This Corporate Governance Statement discloses the extent to which the Company has, as at 29 September 2026 followed the recommendations set by
the ASX Corporate Governance Council in its publication Corporate Governance Principles and Recommendations (4th edition) (Recommendations). The
Recommendations are not mandatory. However, the Company will be required to provide a statement in its future annual reports (post-listing)
disclosing the extent to which the Company has followed the Recommendations.
The Board of the Company currently has in place corporate governance policies and charters which have been posted in a dedicated corporate
governance information section of the Company’s website at https://mineralsexploration.com.au/corporate-governance/

CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
COMPLY
(Yes/No)
EXPLANATION
1. Lay solid foundations for management and oversight
1.1 Companies should have and disclose a board charter:
(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.
Yes
The Company has adopted a Board Charter that sets out the
specific roles and responsibilities of the board of directors
(Board), the Chair and management and includes a description
of those matters expressly reserved to the Board and those
delegated to management.
The Board Charter sets out the specific responsibilities of the
Board, requirements as to the Board’s composition, the roles and
responsibilities of the Directors, Chairman and Company
Secretary, the establishment, operation and management of
Board Committees, Directors’ access to Company records and
information, details of the Board’s relationship with
management, details of the Board’s performance review and
details of the Board’s disclosure policy.
A copy of the Company’s Board Charter, which is part of the
Company’s Corporate Governance Plan, is available on the
Company’s website.

2


CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
COMPLY
(Yes/No)
EXPLANATION
1.2 Companies 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.
Yes
The process for selection, appointment, and re-appointment of
directors is detailed in the Nomination Committee Charter.
The Company’s Nomination Committee Charter (in the
Company’s Corporate Governance Plan) requires the Nomination
Committee (or, in its absence, the Board) to ensure appropriate
checks (including checks in respect of character, experience,
education, criminal record and bankruptcy history (as
appropriate)) are undertaken before appointing a person, or
putting forward to security holders a candidate for election, as a
Director.
Under the Nomination Committee Charter, all material
information relevant to a decision on whether or not to elect or
re-elect a Director must be provided to security holders in the
Notice of Meeting containing the resolution to elect or re-elect a
Director.
Information in respect to each Directors experience and
qualifications are outlined in the Company’s Annual Report.
Directors will be put forward for re-election at the Company’s
Annual General Meeting in accordance with the Company’s
Director rotation policy.
1.3
Companies should have a written agreement with each
director and senior executive setting out the terms of their
appointment.
Yes
The Company’s Nomination Committee Charter requires the
Nomination Committee (or, in its absence, the Board) to ensure
that each director and senior executive is a party to a written
agreement with the Company setting out the terms of their
appointment.
The Company has written agreements with each of its Directors
and executive service agreements with key management
personnel.

3


CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
COMPLY
(Yes/No)
EXPLANATION
1.4
The company secretary should be accountable directly to the
board, through the chair, on all matters to do with the proper
functioning of the board.
Yes
The Board Charter outlines the roles, responsibility and
accountability of the Company Secretary. In accordance with the
Board Charter, the Company Secretary is accountable directly to
the Board, through the Chair, on all matters to do with the proper
functioning of the Board.
1.5 Companies 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.
Partially
The Company has adopted a Diversity Policy which provides a
framework for the Company to establish and achieve measurable
diversity objectives, including in respect of gender diversity. The
Diversity Policy allows the Board to set measurable gender
diversity objectives if considered appropriate, and to assess
annually both the objectives if any have been set and the
Company’s progress in achieving them.
The respective proportions of men and women on the Board, key
management personnel and across the whole organisation is
outlined below
Male
Female
Directors
100%
-
Senior executives
100%
-
Other employees
-
-
The Company is yet to set measurable objectives for achieving
gender diversity given its current size and limited operations at
present. The Company intends to select the best available
officers and staff for each relevant position in a non-
discriminatory manner based on merit.
The Board is committed to developing a diverse workplace where
appropriate appointments and advancements are made on a fair
and equitable basis.
The Diversity Policy is available, as part of the Corporate
Governance Plan, on the Company’s website.

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
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EXPLANATION
1.6 Companies should:
(a) have and disclose a process for periodically evaluating
the performance of the board, its committees and
individual directors; and
(b) disclose for each reporting period whether a
performance evaluation has been undertaken in
accordance with that process during or in respect of
that period.
Yes
The Board is responsible for evaluating the performance of the
Board, its committees and individual Directors and senior
executives on an annual basis. It may do so with the aid of an
independent advisor. The process for this is set out in the
Company’s Board Charter & Performance Evaluation Policy, which
is available on the Company’s website.
The Company’s Corporate Governance Plan requires the
Company to disclose whether or not performance evaluations
were conducted during the relevant reporting period. The Board
has undertaken an annual performance review of the Board, with
the results being analysed by the Chairman and Company
Secretary.
The performance of the Chairman and Non-Executive Directors
was informally considered on a regular basis throughout the year.
Given the size of the Board it was not considered necessary to
undertake formal evaluations of individual Directors.
1.7 Companies 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.
Yes
Under the Board Charter, the Board (with the advice and
assistance of the Remuneration and Nomination Committee
when established, or in its absence the Board) is responsible for
reviewing and approving the performance of its senior
executives.
As at the date of this Statement, no formal performance
evaluation has yet been undertaken given the current stage of
the Company’s operations. However, the Company will disclose
if and when it has conducted any performance evaluations.

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
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EXPLANATION
2. Structure the board to add value
2.1 The board 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.
Partially
The Board has not established a Nomination Committee to
oversee the selection and appointment practices of the Company
as the Company is not yet of a suitable size nor board structure.
The Nomination Committee when formed is to be governed by
the Nomination Committee Charter which forms part of the
Company’s Corporate Governance Plan.
The Nomination Committee Charter prohibits a member of the
Committee from being present for discussions at a Committee
meeting on, or to vote on a matter regarding, his or her election,
re-election, or removal.
The Board as a whole undertakes the role of the Nomination
Committee and takes guidance from the Nomination Committee
Charter 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.
2.2
Companies 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.
Yes
The Company's Board in accordance with the Nomination
Committee Charter is responsible for regularly reviewing the size,
composition and skills of the Board to ensure that the Board is
able to discharge its duties and responsibilities effectively and
to identify any gaps in the skills or experience of the Board.

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
COMPLY
(Yes/No)
EXPLANATION
Per the Company’s Board Charter, the Company should disclose
details of any board skills matrix it adopts.
The Company has reviewed the skills, experience and expertise
of each of its directors across the following categories:
Finance, Industry, Investor/Public Relations, Health,
Safety/Environment, Legal, Risk & Compliance, Corporate
Governance and Strategy.
The Board following review of the matrix have not identified any
material weakness in the Board’s ability to discharge its duties
and responsibilities effectively.
2.3 Companies 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.
Yes

The Company should assess the independence of its directors
against the requirements for independence in the Board Charter
which should reflect the independence criteria detailed in the
ASX Corporate Governance Principles.
Director independence should initially be assessed upon each
director's appointment and reviewed each year, or as required
when a new personal interest or conflict of interest is disclosed.
Directors should disclose all actual or potential conflicts of
interest on an ongoing basis.
The Board considers current directors, Mr Alex Passmore and Mr
Tony McDonald to be independent. Board will continually assess
director independence.
The Company’s Annual Report will disclose the length of service
of each Director, as at the end of the financial year.
2.4 A majority of the board should be independent directors. No

The Board’s Charter should require that, where practical, the
majority of the Board be comprised of independent directors.

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
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EXPLANATION
The Board has considered independence and two of the five
current directors are considered independent, making a minority
independent Board.
2.5
The chair of the board should be an independent director and,
in particular, should not be the same person as the CEO.
No
The Chair of the Board is Mr Norman Seckold who is not an
independent Director.

2.6
Companies 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.
Yes
Upon appointment, new Directors will be subject to relevant
induction procedures to provide the incoming individual with
sufficient knowledge of the entity and its operating environment
to enable them to fulfil their role effectively.
In accordance with the Company’s Board Charter, the Nomination
Committee when formed (or, in its absence, the Board) is
responsible for the approval and review of induction and
continuing professional development programs and procedures
for Directors to ensure that they can effectively discharge their
responsibilities. The Chairman and Company Secretary is
responsible for facilitating inductions and professional
development.
3 Act ethically and responsibly
3.1 A listed entity should articulate and disclose its values. Yes

The Board has adopted a Statement of Values for the purpose of
ensuring that the Company’s values create a link between the
Company’s purpose and its strategic goals by expressing the
standards and behaviours that it expects from Directors, senior
executives and employees to fulfil its purpose and meet its goals.
These values are outlined in the Company’s Corporate Code of
Conduct (which forms part of the Company’s Corporate
Governance Plan) is available on the Company’s website.

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
COMPLY
(Yes/No)
EXPLANATION
3.2 Companies should:
(a) have a code of conduct for its directors, senior
executives and employees; and
(b) ensure that the board or a committee of the board is
informed of any material breaches of that code.
Yes
The Company’s Corporate Code of Conduct applies to the
Company’s Directors, senior executives and employees. Any
material breaches should be disclosed to the Board or to the
Renumeration and Nomination committee (when established).
The Company’s Corporate Code of Conduct (which forms part of
the Company’s Corporate Governance Plan) is available on the
Company’s website.
3.3

A listed entity should:
(a) have and disclose a whistle blower policy; and
(b) ensure that the board or a committee of the board is
informed of any material incidents reported under that
policy.
Yes
The Company’s Whistle Blower Policy (which forms part of the
Company’s Corporate Governance Plan) is available on the
Company’s website.
Any material breaches should be disclosed to the Board or to the
Risk and Audit Committee when formed.
3.4


A listed entity should:
(a) have and disclose an anti-bribery and corruption
policy; and
(b) ensure that the board or a committee of the board is
informed of any material breaches of that policy.
Yes
The Company’s Anti-Bribery and Corruption Policy (which forms
part of the Company’s Corporate Governance Plan) is available
on the Company’s website.
Any material breaches should be disclosed to the Board or to the
Risk and Audit Committee when formed.
4 Safeguard integrity in corporate reporting
4.1 The board 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,
Partially
The Company has adopted a Risk and Audit Committee Charter
(which forms part of the Company’s Corporate Governance Plan),
however it does not have a separate Audit Committee. In view of
the size and resources available to the Company, the Board is of
the view that the experience and professionalism of the persons
on the Board are sufficient to ensure that all significant financial
reporting matters are appropriately addressed and actioned.

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
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(Yes/No)
EXPLANATION
and disclose:
(3) the charter of the committee;
(4) the relevant qualifications and experience of the
members of the committee; and
(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.
Acting in its ordinary capacity from time to time as required, the
Board carries out the processes that would be undertaken by the
Audit Committee under the Audit and Risk Committee Charter
including the following processes to independently verify the
integrity of the Company’s periodic reports which are not audited
or reviewed by an external auditor, as well as the processes for
the appointment and removal of the external auditors and the
rotation of the audit engagement partner:
- through the Board devoting time at Board meetings to
fulfilling the roles and responsibilities associated with
maintaining the Company’s internal audit function and
arrangements with external auditors; and
- through all members of the Board being involved in the
Company’s audit function to ensure the proper maintenance
of the entity and the integrity of all financial reporting.
As the Company’s operations evolve, the Board will reconsider
the appropriateness of forming a formal Audit Committee.
The qualification of the Board members and number of meetings
attended during the financial year is outlined in the Company’s
Annual Report.
A copy of the Corporate Governance Plan is available on the
Company’s website.
4.2
The board 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
Yes
The Company’s Risk and Audit Committee Charter requires the
CEO and CFO to provide a sign off on these terms.
For 30 June 2026, in the absence of a CEO, the Executive
Director and CFO will sign.

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
COMPLY
(Yes/No)
EXPLANATION
formed on the basis of a sound system of risk management
and internal control which is operating effectively.
4.3

A listed entity should disclose its process to verify the
integrity of any periodic corporate report it releases to the
market that is not audited or reviewed by an external auditor
Yes
Under the Board’s Charter, the Board, with the assistance of the
Audit and Risk Management Committee when formed, should
ensure that there is a process to verify the integrity of any
periodic report it releases to the market that is not audited or
reviewed by an external auditor. The Board should be responsible
under the Charter for the disclosure of this process to the market
for the benefit of investors.
Generally, without limitation, the Company undertakes a process
of accountability checks with the Executive Director and
Company Secretary taking joint responsibility to ensure that
there are in place effecting vetting and authorisation processes
designed to ensure that all such periodic reports:
• are made in a timely manner;
• are factually correct in all material respects;
• do not omit material information;
• are expressed in a clear and objective manner;
• do not mislead or deceive; and
• provide investors with appropriate information to make
informed investment decisions.
5 Make timely and balanced disclosure
5.1
A listed entity should have and disclose a written policy for
complying with its continuous disclosure obligations under
listing rule 3.1.
Yes
The Company should be committed to taking a proactive
approach to continuous disclosure and creating a culture within
the Company that promotes and facilitates compliance with the
Company's continuous disclosure obligations.
The Company has adopted a written policy to ensure compliance
with their ASX Listing Rule disclosure obligations. A copy of the

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
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(Yes/No)
EXPLANATION
Company's Continuous Disclosure Policy is available on the
Company’s website.
5.2
A listed entity should ensure that its board receives copies of
all material market announcements promptly after they have
been made.
Yes
Market announcements are circulated to the Board prior to being
released for review and noting proposed date for lodgement.
Confirmation of lodgement of material announcements are
provided to the Board.
5.3
A listed entity that gives a new and substantive investor or
analyst presentation should release a copy of the presentation
materials on the ASX Market Announcements Platform ahead
of the presentation.
Yes
The Company’s Continuous Disclosure Policy requires that
investor presentations be lodged with ASX prior to the investor
briefing commencing.
6 Respect the rights of security holders
6.1
Companies should provide information about itself and its
governance to investors via its website.
Yes
The Company’s website https://mineralsexploration.com.au/
provides information about the Company including information
relevant to investors including the Company’s existing Projects,
Corporate Governance Plan, ASX Announcements, Financial
Report and Directors/Management.
6.2
Companies should design and implement an investor relations
program to facilitate effective two-way communication with
investors.
Yes
The Company has adopted a Shareholder Communications
Strategy which aims to promote and facilitate effective two-way
communication with investors. The Strategy outlines a range of
ways in which information is communicated to shareholders and
is available on the Company’s website as part of the Company’s
Corporate Governance Plan.
Investors are encouraged to attend the Company’s security
holder meetings, and are able to contact the Company’s
management via the Company Secretary or the investor relations
team.
6.3
Companies should disclose the policies and processes it has
in place to facilitate and encourage participation at meetings
of security holders.
Yes
Shareholders are encouraged to participate at all general
meetings and AGMs of the Company. Refer to the Company’s
Shareholder Communication Strategy available on the

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
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(Yes/No)
EXPLANATION
Company’s website as part of the Company’s Corporate
Governance Plan.
6.4.
A listed entity should ensure that all substantive resolutions
at a meeting of security holders are decided by a poll rather
than by a show of hands.
Yes
As part of the Shareholder Communications Strategy, the
Company should ensure that all substantive resolutions at a
meeting of security holders are decided by poll rather than by
hand. This should be the responsibility of the person chairing the
meeting to ensure certainty.
All resolutions put to Shareholders at General Meetings in the
financial year ended 30 June 2026 have been decided by poll.
6.5

Companies should give security holders the option to receive
communications from, and send communications to, the
entity and its security registry electronically.
Yes
The Company’s share register is currently maintained by
Automic Registry Services. Shareholders have the option of
receiving shareholder communications from the Company and
Automic electronically, unless an original signature or
document is required.
Shareholders can register on the Company’s website to receive
email notifications when an announcement is made by the
Company to the ASX, including the release of the Annual Report,
half yearly reports and quarterly reports.
7 Recognise and manage risk
7.1 Companies 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,
Partially
The Company’s Corporate Governance Plan contains an Audit
and Risk Committee Charter that provides for the creation of an
Audit and Risk Committee, with at least three members, all of
whom must be independent Directors, and which must be
chaired by an independent Director.
The Board considers that due to the current size and scope of
operations of the Company, it does not merit the establishment
of a separate Risk Management Committee. In conjunction with
the other corporate governance policies, the Company has

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
COMPLY
(Yes/No)
EXPLANATION
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.
adopted a Risk Management Policy which is designed to assist
the Company to identify, assess, monitor and manage its
business risk, including any material changes to its risk profile.
The Risk Management Policy forms part of the Company’s
Corporate Governance Plan.
The Risk and Audit Committee when formed should be
responsible for ensuring that the Company maintains effective
risk management and internal control systems and processes
and provides regular reports to the Board on these matters.
Until such time that a Committee is formed, the Board as a whole
is broadly responsible for risk management, including the review
of any risk management system or series of systems that may be
implemented by management on a project basis.
A copy of the Corporate Governance Plan is available on the
Company’s website. The number of times the Board met during
the financial year is included in the Company’s Annual Report.
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.
Yes
The Audit and Risk Committee Charter requires that the Audit
and Risk Committee (or, in its absence, the Board) should, at
least annually, satisfy itself that the Company’s risk management
framework continues to be sound.
The Board meets on a regular basis and discusses matters
normally captured under the terms of reference of a Risk
Management Committee, including the recognition and
management of company risk, implementation and review of risk
management practices, and management of risk that may impact
the Company, its security holders and other stakeholders.
The Board did not conduct a formal risk review however reviews
the key risks facing the business as part of its annual reporting

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
COMPLY
(Yes/No)
EXPLANATION
processes. Refer to the 30 June 2026 Annual Report for a
summary of key business risks.
7.3 Companies 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.
Yes
The Audit and Risk Committee Charter provides for the Audit and
Risk Committee to monitor the need for an internal audit
function.
The Company did not have an internal audit function for the past
financial period given the stage and size of the Company’s
operations being an unlisted company.
The Board (in the absence of an Audit Committee) will be
responsible for ensuring that sound risk management policies
are in place for the Company, and reporting to the Board as
appropriate. Management is further responsible for undertaking
and assessing risk management and internal control
effectiveness, and the Board assumes the responsibility to
establish and implement effective management and internal
control processes.
7.4
Companies 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.
Yes
The Audit and Risk Committee Charter requires the Audit and
Risk Committee (or, in its absence, the Board) to assist
management determine whether the Company has any material
exposure to economic, environmental and social sustainability
risks and, if it does, how it manages or intends to manage those
risks.
The Company’s Corporate Governance Plan requires the
Company to 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.
The Company has disclosed any material risk exposures in its
Annual Report, through ASX announcements and on its ASX
website as part of its continuous disclosure obligations.

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
COMPLY
(Yes/No)
EXPLANATION
8 Remunerate fairly and responsibly
8.1 Companies 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.
Partially
At this time, the Board has not established a separate
Remuneration Committee due to the Company’s current size and
scope.
The Board has however adopted a Remuneration Committee
Charter which describes the role, composition, functions and
responsibilities of the Remuneration Committee. Until such time
that a separate committee is established, the Board remains
responsible for such matters and will discharge its
responsibilities in accordance with the Remuneration Committee
Charter (to the extent practicable).
The Board will review, on an annual basis, executive
remuneration and incentive policies. In addition, the Board will
review and approve the audited remuneration report set out in
the Directors’ Report contained in the Company’s Annual Report.
The Board will consult external consultants and specialists as
deemed necessary
The number of times the Board meets during a reporting period
is detailed in the Company’s Annual Report to shareholders.
8.2
Companies should separately disclose its policies and
practices regarding the remuneration of non-executive
directors and the remuneration of executive directors and
other senior executives.
Yes
The Remuneration Committee Charter provides that the
Remuneration Committee (or the Board in its absence), is
responsible for establishing the policies and practices of the
Company regarding remuneration of the directors and other
senior executives and reviewing all components of their
remuneration framework, advising the Board on the composition
of the Board and its committees, reviewing the performance of
the Board, its committees and the individual directors, ensuring
that proper succession plans are in place and advising the Board

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CORPORATE GOVERNANCE PRINCIPLES AND RECOMMENDATIONS
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(Yes/No)
EXPLANATION
in respect of the effectiveness of its corporate governance
policies and developments in corporate governance.
The remuneration of Directors including any policies applicable
is disclosed in the Company’s Annual Report.
8.3
A company 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.
Yes
The Company has adopted a Securities Trading Policy which
provides that participants must not, without prior written
approval by the relevant person specified in the Policy, engage in
hedging arrangements, deal in derivatives or enter into other
arrangements which vary economic risk related to the Company's
securities.
The Company’s Share Trading Policy is available on the website.
Certain non-executive directors and executives have been issued
with equity-based remuneration for incentive purposes, as
outlined in the Company’s Remuneration Report.