Corporate Governance

The Company recognises the value of providing current and relevant information to its shareholders.

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This Securities Trading Policy and the procedures set out below to provide guidance to the Directors, the Company Secretary and employees of Invitrocue Limited…

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The Board is responsible for the oversight of the Company’s risk management and control framework and satisfying itself that management has developed and implemented a sound system of risk management and internal control.

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Due to its small size the Board has not established a Remuneration Committee. The full Board is responsible for considering the remuneration arrangements for Directors and executives of the Company.

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The Board will establish formal processes to review its own performance, the performance of individual directors, any committees of the Board and senior executives, annually.

The Chairman has the overall responsibility for evaluating the Board, any committees established and, when appropriate, individual directors.

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Invitrocue Limited (Company) is committed to workplace diversity. The Company recognises the benefits arising from employee and board diversity, including a broader pool of high quality employees, improving employee retention, accessing different perspectives and ideas and benefiting from all available talent.

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The Board of Directors of Invitrocue Limited (“Company”) is responsible for the Company’s corporate governance framework, as set out in this Corporate Governance Statement. This Corporate Governance Statement and supporting materials have been prepared by reference to the ASX Corporate Governance Council’s Corporate Governance Principles & Recommendations, third edition.

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This policy outlines the disclosure obligations of the Company under the Corporations Act 2001 and the Australian Securities Exchange (ASX) Listing Rules. The policy is designed to ensure that procedures are in place so that ASX is properly informed of matters which may have a material impact on the price at which tits securities are traded.

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CONSTITUTION OF INVITROCUE LIMITED

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It is intended that the board be kept at three or four members in order to promote efficiency and keep cost to a reasonable level having regard to the size of the Company.

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This Code of Conduct is intended to encourage appropriate standards of conduct and behaviour by the directors, officers and employees (collectively called the Employees) of the Company.

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