Rules 4.7.3 and 4.10.31

Appendix 4G

Key to Disclosures

Corporate Governance Council Principles and Recommendations

Name of entity:

LionHub Group Limited

ABN / ARBN:

Financial year ended:

29 119 999 441

31 December 2018

Our corporate governance statement2 for the above period above can be found at:3

☐These pages of our Annual Report:

☒This URL on our website:http://www.lionhub.com.au/irm/content/corporate-governance.aspx?RID=327

The Corporate Governance Statement is accurate and up to date as at 23 April 2019 and has been approved by the board.

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

Date: 26 April 2019

Andrew J. Cooke

Company Secretary

1Under 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.

3Mark 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. You can, if you wish, delete the option which is not applicable.

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.

Page 1

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 NOT followed the recommendation in full for

We have disclosed …

the whole of the period above. We have disclosed …4

PRINCIPLE 1 - LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT

1.1

A listed entity should disclose:

… the fact that we follow this recommendation:

☐ an explanation why that is so in our Corporate

(a)

the respective roles and responsibilities of its board

☒ in our Corporate Governance Statement

Governance Statement OR

and management; and

☐ we are an externally managed entity and this

(b)

those matters expressly reserved to the board and

… and information about the respective roles and responsibilities of our board and

recommendation is therefore not applicable

those delegated to management.

management (including those matters expressly reserved to the board and those

delegated to management):

☒ in the Board Charter at

http://www.lionhub.com.au/irm/content/corporate-governance.aspx?RID=327

1.2

A listed entity should:

… the fact that we follow this recommendation:

☐ an explanation why that is so in our Corporate

(a)

undertake appropriate checks before appointing a

☒ in our Corporate Governance Statement

Governance Statement OR

person, or putting forward to security holders a

☐ we are an externally managed entity and this

candidate for election, as a director; and

recommendation is therefore not applicable

(b)

provide security holders with all material information in

☒ in 2018 Annual Report and Board Charter at

its possession relevant to a decision on whether or not

http://www.lionhub.com.au/irm/content/annual-reports1.aspx?RID=358

to elect or re-elect a director.

1.3

A listed entity should have a written agreement with each

… the fact that we follow this recommendation:

☐ an explanation why that is so in our Corporate

director and senior executive setting out the terms of their

☒ in our Corporate Governance Statement

Governance Statement OR

appointment.

☐ we are an externally managed entity and this

☒ in the Board Charter at

http://www.lionhub.com.au/irm/content/corporate-governance.aspx?RID=327

recommendation is therefore not applicable

4If 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.

Page 2

Corporate Governance Council recommendation

We have followed the recommendation in full for the whole of the period above.

We have NOT followed the recommendation in full for

We have disclosed …

the whole of the period above. We have disclosed …4

1.4

The company secretary of a listed entity should be

… the fact that we follow this recommendation:

☐ an explanation why that is so in our Corporate

accountable directly to the board, through the chair, on all

☒ in our Corporate Governance Statement

Governance Statement OR

matters to do with the proper functioning of the board.

☐ we are an externally managed entity and this

recommendation is therefore not applicable

1.5

A listed entity should:

… the fact that we have a diversity policy that complies with paragraph (a):

☐ an explanation why that is so in our Corporate

(a)

have a diversity policy which includes requirements for

☒ in our Corporate Governance Statement

Governance Statement OR

the board or a relevant committee of the board to set

☐ we are an externally managed entity and this

measurable objectives for achieving gender diversity

recommendation is therefore not applicable

and to assess annually both the objectives and the

… and a copy of our diversity policy or a summary of it:

entity's progress in achieving them;

☒ athttp://www.lionhub.com.au/irm/content/corporate-governance.aspx?RID=327

(b)

disclose that policy or a summary of it; and

(c)

disclose as at the end of each reporting period the

…. And the measurable objectives for achieving gender diversity set by the board or a

measurable objectives for achieving gender diversity

relevant committee of the board in accordance with our diversity policy and our

set by the board or a relevant committee of the board

progress towards achieving them:

in accordance with the entity's diversity policy and its

☒ In our Corporate Governance Statement

progress towards achieving them and either:

(1) the respective proportions of men and women on

… And the information referred to in paragraphs (c)(1)

the board, in senior executive positions and

☒ In our Corporate Governance Statement

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.

1.6

A listed entity should:

… the evaluation process referred to in paragraph (a):

☐ an explanation why that is so in our Corporate

(a)

have and disclose a process for periodically evaluating

☒ in Performance Evaluation Policy at

Governance Statement OR

the performance of the board, its committees and

http://www.lionhub.com.au/irm/content/corporate-governance.aspx?RID=327

☐ we are an externally managed entity and this

individual directors; and

… and the information referred to in paragraph (b):

recommendation is therefore not applicable

(b)

disclose, in relation to each reporting period, whether

a performance evaluation was undertaken in the

☒ in our Corporate Governance Statement

reporting period in accordance with that process.

Page 3

Corporate Governance Council recommendation

We have followed the recommendation in full for the whole of the period above.

We have NOT followed the recommendation in full for

We have disclosed …

the whole of the period above. We have disclosed …4

1.7

A listed entity should:

… the evaluation process referred to in paragraph (a):

☐ an explanation why that is so in our Corporate

(a)

have and disclose a process for periodically evaluating

☒ in Performance Evaluation Policy athttp://www.lionhub.com.au/irm/content/corporat

Governance Statement OR

the performance of its senior executives; and

governance.aspx?RID=327

☐ we are an externally managed entity and this

(b)

disclose, in relation to each reporting period, whether

… and the information referred to in paragraph (b):

recommendation is therefore not applicable

a performance evaluation was undertaken in the

☒ in our Corporate Governance Statement

reporting period in accordance with that process.

Page 4

Corporate Governance Council recommendation

We have followed the recommendation in full for the whole of the period above.

We have NOT followed the recommendation in full for

We have disclosed …

the whole of the period above. We have disclosed …4

PRINCIPLE 2 - STRUCTURE THE BOARD TO ADD VALUE

2.1

The board of a listed entity should:

[If the entity complies with paragraph (a):]

☒ an explanation why that is so in our Corporate

(a)

have a nomination committee which:

… the fact that we have a nomination committee that complies with paragraphs (1) and

Governance Statement OR

(1) has at least three members, a majority of whom

(2):

☐ we are an externally managed entity and this

are independent directors; and

☐ in our Corporate Governance Statement

recommendation is therefore not applicable

(2) is chaired by an independent director,

… and a copy of the charter of the committee:

and disclose:

☒ at Remuneration and Nomination Charter at

(3) the charter of the committee;

http://www.lionhub.com.au/irm/content/corporate-governance.aspx?RID=327

(4) the members of the committee; and

… and the information referred to in paragraphs (4) and (5):

(5) as at the end of each reporting period, the

number of times the committee met throughout

☒ in 2018 Annual Report at

the period and the individual attendances of the

http://www.lionhub.com.au/irm/content/annual-reports1.aspx?RID=358

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.

2.2

A listed entity should have and disclose a board skills

… our board skills matrix:

☐ an explanation why that is so in our Corporate

matrix setting out the mix of skills and diversity that the

☒ in our Corporate Governance Statement

Governance Statement OR

board currently has or is looking to achieve in its

☐ we are an externally managed entity and this

membership.

☒ at Directors' Report in the 2018 Annual Report

http://www.lionhub.com.au/irm/content/annual-reports1.aspx?RID=358

recommendation is therefore not applicable

Page 5

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Lionhub Group Ltd. published this content on 26 April 2019 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 26 April 2019 07:32:08 UTC