Patrys

Corporate Governance

CORPORATE GOVERNANCE AND RESPONSIBILITY POLICY (As at 30 June 2018)

Introduction

The Board of Directors of Patrys Limited (Board) is responsible for the corporate governance of the Patrys group and guides and monitors the business and affairs of the Company on behalf of its shareholders. Patrys’ principal focus is on the development of a completely new type of product for the treatment of cancer – natural human antibodies. These natural human antibodies offer the potential promise of increased potency coupled with greater safety as compared to existing cancer treatments. Patrys aims to create value through the commercialisation of its proprietary products. In striving for this objective Patrys acknowledges its role with society and believes its success will deliver long term positive benefits to all stakeholders. Patrys’ corporate governance principles and code of conduct set the framework for how the company, management and employees are expected to conduct themselves: always ethically and responsibly.

Our People

The employees of Patrys are critical for achieving business success. To ensure Patrys remains a safe, healthy, and attractive workplace for its employees, Patrys has established workplace policies and practices. Policies assist to ensure employees have engaging and satisfying roles and receive periodic assessments and feedback on performance. Policies provide for ongoing training and career development and are intended to ensure a balanced work and home life. Patrys’ Code of Conduct reflects the core values of the company and sets out standards of behaviour in matters including equal opportunity and best practice in recruitment. Employees are rewarded for their performance, dedication, and contribution to the results of Patrys. Employees are recruited into and retained in positions based on merit. A balance of skills, expertise and opinion, as well as diversity are viewed as important cultural elements within the collegiate team environment. Employee equity participation schemes are used to provide the opportunity for all staff to share in the business success of the company and to assist in aligning the objectives of employees with those of shareholders. Occupational health and safety is considered every employee’s responsibility, and a safe working culture is promoted and encouraged.

The Community

The very nature of Patrys products affords the opportunity of changing lives for the better. Through innovative research and development, Patrys is creating products for needs which are currently unmet. All of Patrys’ clinical research activities strive to comply with strict regulatory and ethical approval processes.

Our Partners

Patrys has established important business and scientific partnerships with leading global companies and international medical research organisations. These relationships offer critical analysis of research concepts from world experts in their field and provide the pathway for products to enter the market and change daily lives.

The Environment

In conducting its research and operations Patrys has documented procedures and processes in place to ensure that all waste products (albeit relatively minor in volume) are disposed of strictly in accordance with relevant environmental regulations.

Corporate Governance

Corporate governance refers to the system by which companies are directed and managed. It influences how the objectives of a company are set and achieved, how risk is monitored and assessed, and how performance is optimised. What constitutes good corporate governance will evolve with the changing circumstances of a company and must be tailored to meet those circumstances.

ASX’s Principles of Good Corporate Governance and Best Practice Recommendations

On 27 March 2014 the ASX Corporate Governance Council (Council) released the 3rd Edition of the Corporate Governance Principles and Recommendations.

The Board is responsible for the overall corporate governance of the Company. The Board believes that good corporate governance helps ensure the future success of the Company, adds value to stakeholders and enhances investor confidence.

The ASX Listing Rules require the Company to prepare a statement disclosing the extent to which the Company has complied with the recommendations of the Council during reporting periods. The Recommendations are not prescriptive, such that if the Company considers a recommendation to be inappropriate having regards to its own circumstances, it has the flexibility not to follow it. Where the Company has not followed all the Recommendations, it identifies which Recommendations have not been followed and provides an explanation.

The Board supports the core principles published by the Council. The current policies, procedures and practices of Patrys Limited are designed to comply with the Council’s principles.

Patrys’ Corporate Governance Policy and Charters

Patrys Limited has adopted the following Corporate Governance charters and policies, copies of which are attached:

A. Primary Board Charter

B. Securities Trading Policy

C. Audit and Risk Committee Charter

D. Nomination and Remuneration Committee Charter

E. Supplementary Policies (including Code of Conduct, Continuing Disclosure, Communications, Directors and Board Performance Evaluation, Diversity and Privacy Policies)

A copy of the Constitution is also provided.

Corporate Governance Reports

23 August 2019 – Patrys Corporate Governance 2019 Update