2021 Annual Report

MEMBERSHIP ROLE KEY RESPONSIBILITIES Audit & Risk Committee Kathleen Bozanic (Chair) Debra Bakker Keith Spence Xiaoping Yang To assist the Board in meeting its oversight responsibilities in relation to the Company’s Risk Management System and to monitor and review the effectiveness of the control environment of IGO in the areas of balance sheet risk, relevant legal and regulatory compliance and financial reporting. • Monitoring relevant changes in legislation and corporate governance in relation to financial and risk reporting • Reviewing key accounting policies and practices and overseeing adequacy of the Group’s financial controls • Quarterly reviews of the Group’s Critical Business Risks • Reviewing the Company’s Risk Management Framework • Reviewing external and internal audits and approval of audit plans • Assessing processes to ensure compliance with legal and regulatory requirements • Reviewing and making recommendations to the Board on periodic reporting • Reviewing and approving the quarterly activity reports • Approving external audit plan and fees • Reviewing independence and performance of external auditor • Monitoring and reporting to the Board any material reports received under the Whistleblower and Anti-Bribery and Corruption Standards. Nomination & Governance Committee Peter Buck (Chair) Kathleen Bozanic Keith Spence To assist the Board to review Board composition (including identifying candidates for the Board), director independence, succession, performance and relevant policies and practices. • Monitoring relevant changes in legislation and corporate governance • Reviewing Corporate Governance Standards • Reviewing and making recommendations to the Board on the composition of the Board • Identifying, evaluating and recommending additional non-executive director to the Board • Management of the director induction program • Reviewing and making recommendations to the Board on director rotation • Reviewing director skills matrix and conducting gap analysis • Board succession planning. People & Performance Committee Debra Bakker (Chair) Peter Buck Michael Nossal To assist the Board in establishing IGO’s remuneration framework and relevant policies and practices to attract, retain and motivate employees. • Monitoring relevant changes in legislation and corporate governance in relation to employment and remuneration • Reviewing the Company’s remuneration framework and policy • Non-executive Director, CEO and KMP remuneration • Equity-based remuneration plans for KMP and other employees • Organisational development and culture, including IGO’s workplace diversity and inclusion strategy, policy, practices and performance • CEO, KMP and other members of management recruitment, selection, performance management and retention • Superannuation arrangements for the organisation • Ensuring remuneration equity for all employees across the Group. Sustainability Committee Keith Spence (Chair) Michael Nossal Xiaoping Yang To assist the Board in meeting its oversight responsibilities in relation to the Company’s sustainability policies and practices. • Monitoring relevant changes in legislation and corporate governance in relation to sustainability reporting • Reviewing the Company’s environmental, health and safety performance as well as community relations • Consideration of heritage and land access matters affecting the Company • Consideration of climate change risk and opportunities relevant to IGO • Reviewing and recommending to the Board the approval of Company’s Sustainability Report. IGO ANNUAL REPORT 2021— 35