CORPORATE GOVERNANCE STATEMENT 1. COMPLIANCE WITH BEST PRACTICE RECOMMENDATIONS 39  CORPORATE GOVERNANCE STATEMENT Principle # ASX Corporate Governance Council Recommendations Reference Comply Principle 1 Lay solid foundations for management and oversight 1.1 Establish the functions reserved to the board and those delegated to senior executives  and disclose those functions. 2(a) Yes 1.2 Disclose the process for evaluating the performance of senior executives. 2(h), 3(b),  Remunera- tion Report Yes 1.3 Provide the information indicated in the Guide to reporting on principle 1. 2(a), 2(h),  3(b), Re- muneration  Report Yes Principle 2 Structure the Board to add value 2.1 A majority of the board should be independent directors. 2(e) No 2.2 The chair should be an independent director. 2(c), 2(e) No 2.3 The roles of chair and chief executive officer should not be exercised by the same individual. 2(b), 2(c) Yes 2.4 The board should establish a nomination committee. 2(d) No 2.5 Disclose the process for evaluating the performance of the board, its committees and  individual directors. 2(h) Yes 2.6 Provide the information indicated in the Guide to reporting on principle 2. 2(b), 2(c),  2(d), 2(e),  2(h) Yes Principle 3 Promote ethical and responsible decision-making 3.1 Establish a code of conduct and disclose the code or a summary as to: 4(a) Yes • the practices necessary to maintain confidence in the company’s integrity; • the practices necessary to take into account the company’s legal obligations and the  reasonable expectations of its stakeholders; and • the responsibility and accountability of individuals for reporting and investigating  reports of unethical practices. The Company, as a listed entity, must comply with the Corporations Act 2001 and the Australian Securities  Exchange (ASX) Listing Rules. The ASX Listing Rules require the Company to report on the extent to which it  has followed the Corporate Governance Recommendations published by the ASX Corporate Governance Council  (ASXCGC). Where a recommendation has not been followed, that fact is disclosed, together with the reasons for  the departure. For further information on corporate governance policies adopted by the Company, refer to the corporate  governance section of our website: www.metalsx.com.au  The table below summaries the Company’s compliance with the Corporate Governance Council’s Recommendations: The Board of Directors of Metals X Limited is responsible for the corporate governance of the Consolidated Entity.  The Board guides and monitors the business and affairs of Metals X Limited on behalf of the shareholders by  whom they are elected and to whom they are accountable. This statement reports on Metals X Limited’s key  governance principles and practices.