The Charter of the Audit and Risk Committee is to:

• Review the annual, half-year and concise (if any) financial reports and other financial information distributed externally, including new accounting policies to ensure compliance with International Accounting Standards and generally accepted accounting principles.
• Monitor corporate risk assessment processes.
• Consider whether non-audit services provided by the external auditor are consistent with maintaining the external auditor’s independence. The external auditor is to provide an annual declaration of independence.
• Review the nomination and performance of the external auditor.
• Monitor the establishment of appropriate ethical standards.
• Monitor the procedures to ensure compliance with the Corporations Act 2001 and the ASX Listing Rules and all other regulatory requirements.
• Address any matters outstanding with auditors, Australian Taxation Office (ATO), Australian Securities and Investments Commission (ASIC), ASX Limited (ASX) and financial institutions.
• Review the performance of the external auditors on an annual basis and meet with them during the year as follows:
  • To discuss the external audit, identifying any significant changes in structure, operations, internal controls or accounting policies likely to impact the financial statements and to review the fees proposed for the audit work to be performed.
  • To review the half-year and preliminary final report prior to lodgement with the ASX, and any significant adjustments required as a result of the auditor’s findings.
• Recommend Board approval of these documents and to finalise half-year and annual reporting.
• Review the results and findings of the auditor, the adequacy of accounting and financial controls and to monitor the implementation of any recommendations made.
• Review the draft financial report and recommend Board approval of the financial report.
• Organise, review and report as required on any special reviews or investigations deemed necessary by the Board.
• Promote and support an organisational culture that is committed to risk management through open communication and effective risk management leadership.
• Implement a structured risk management training program to educate management and staff in the awareness of corporate risks and best practices in the management of corporate risks; reviewing the Company’s main corporate governance practices as required under the ASX Listing Rules for completeness and accuracy.
• Ensure appropriate policies, procedures, controls and monitoring and reporting mechanisms have been adopted by the Company to prevent breaches of and ensure compliance with all relevant legislation and regulations, including but not limited to OH&S, Industrial Relations, Environmental and Trade Practices.
• Ensure there is adequate employee education and support to facilitate safety, security and good health in the workplace and monitoring of workplace safety.
• Ensure that the Company operates in accordance with the terms of all licences and permits issued to it by any government body or any other authority.
• Ensure that the management of the Company pays due attention to ethical considerations in implementing the Company’s policies and practices.
• Adopt procedures and policies for the improvement and preservation of the reputation of the Company.
• Ensure that the Company has effected appropriate insurance.

Adopted by resolution of directors dated 20 October 2009