Corporate Governance

Phylogica Limited ("Company") has adopted comprehensive systems of control and accountability as the basis for the administration of Corporate Governance.

These policies and procedures are summarised below. The Board of the Company is committed to administering the policies and procedures with openness and integrity, pursuing the true spirit of Corporate Governance commensurate with the Company’s needs.

The Board and management are committed to Corporate Governance and, to the extent they are applicable to the Company, have adopted the Ten Essential Corporate Governance Principles and each of the Best Practice Recommendations as published by ASX Corporate Governance Council ("ASX Principles and Recommendations").

• Statement of Board and Management Functions;

• Nomination Committee Charter;

• Policy and Procedure for Selection and Appointment of New Directors;

• Summary of Code of Conduct for Company Executives;

• Policy for Trading in Company Securities;

• Audit Committee Charter;

• Procedure for the Selection, Appointment and Rotation of External Auditor;

• Summary of Compliance Procedures for ASX Listing Rule Disclosure Requirements;

• Shareholder Communication Strategy;

• Summary of Company's Risk Management Policy and Internal Compliance and Control System;

• Statement of process for performance evaluation of the Board, Board committees, individual directors and key executives;

• Remuneration Committee Charter; and

• Corporate Code of Conduct.