RESAPP HEALTH LIMITE

RAP
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Resapp Health : Updated Corporate Governance Policies

09/19/2017 | 08:55pm

20 September 2017

Company Announcements Office Australian Securities Exchange 10th Floor

20 Bond Street

SYDNEY NSW 2000

UPDATED CORPORATE GOVERNANCE POLICIES

ResApp Health Limited ("Company") advises it has completed a review of the Company's Corporate Governance Policies. Copies of the updated policies are available on the Company's website at www.resapphealth.com.au/investor-relations/corporate-governance/

In accordance with ASX Listing Rule 12.10 a copy of the Company's Securities Trading Policy is attached.

Yours faithfully

Nicki Farley Company Secretary

ResApp Health Limited ABN 51 094 468 318

Headquarters: Level 8, 127 Creek St, Brisbane QLD 4000 Australia Registered Office: Level 22, 44 St Georges Tce, Perth WA 6000 Australia

T +61 8 6211 5099 E info@resapphealth.com.au W www.resapphealth.com.au

Securities Trading Policy
  1. Introduction
  2. This document sets out the Company's policy on the sale and purchase of its Securities by its Directors, officers, senior management, other employees and contractors (and any family member or associate over whom they have investment control or influence).

  3. The purpose of this policy is to:

  4. impose closed trading periods at various times during the year, particularly in periods leading up to an announcement of results, during which dealing in the Company's Securities by Employees is prohibited; and

  5. set out procedures to reduce the risk of insider trading by Employees.

  6. This policy includes:

  7. a description of what conduct may constitute insider trading;

  8. the periods that Employees are prohibited from dealing in the Company's Securities; and

  9. the steps Employees should take when dealing in Securities of the Company.

  10. Definitions

    In this policy:

  11. "deal in Securities" means:

  12. buy or sell Securities of the Company or agree to do so; or

  13. apply for Securities of the Company or agree to do so; and

  14. procure another person to do something set out in paragraph (a) or (b) above.

  15. "Employees" means:

  16. Directors, officers, senior management and other employees;

  17. contractors and consultants (including medical consultants engaged in clinical trials) who have been notified by the Managing Director that they are subject to this policy; and

  18. family members or associates of a person referred to in paragraph (a) or (b) above, over whom that person has investment control or influence.

  19. "Inside Information" has the meaning given to it in section 1042A of the Corporations Act 2001. That is, information that is not generally available and, if the information were generally

    available, a reasonable person would expect it to have a material effect on the price or value of Securities of the Company. Inside information can include matters of speculation or supposition and matters relating to the intentions or likely intentions of a person.

  20. "Securities" means securities of the Company including shares, options, performance rights, debentures, convertible notes and any other financial products of the Company that are able to be traded on a financial market. The term extends to financial products issued or created over or in respect of Securities of the Company (eg warrants and derivatives), whether or not they are issued or created by the Company or third parties.

  21. Except where noted otherwise, words in this policy have the meaning given to them in the

  22. Corporations Act 2001.

  23. Guidelines for Dealing in the Company's Securities

    Employees can deal in Securities of the Company in the following circumstances:

  24. they have satisfied themselves that they are not in possession of any Inside Information; and

  25. the dealing does not occur during a closed period set out below unless an exclusion in section 10 of this policy applies to the dealing.

  26. Closed Periods
  27. Employees may not deal in the Company's Securities in the following periods:

  28. within the period of four weeks prior to the release of annual or half yearly results to ASX;

  29. within the period of four weeks prior to the Annual General Meeting; and

  30. any other period specified by the Board.

  31. Directors are also excluded from dealing in Securities within the period from receipt of a board pack and the next Board meeting.

  32. Dealing in the Company's Securities
  33. Any Employee wishing to deal in the Company's Securities must advise the Company in writing of their intention to do so before dealing in the Securities. The Employee providing notification of their intent to deal in securities must also provide a written statement to the Company confirming that they are not in possession of any Inside Information. This notification obligation operates at all times. Employees must not deal in the Company's Securities until this notification has taken place.

  34. The Employee must notify the following person of their intention to deal in the Company's Securities:

  35. If the Employee is They must notify

    an employee, contractor or consultant

    the Managing Director

    a senior manager

    the Managing Director

    a Director, including the Managing Director

    the Chairman

    the Chairman

    the Managing Director

  36. Insider Trading
  37. Prohibition

    A person will be guilty of insider trading if that person possesses Inside Information and knows, or ought reasonably to know, that such information is Inside Information and:

  38. applies for, acquires or disposes of Securities of the Company, or enters into an agreement to apply for, acquire or dispose of Securities of the Company; or

  39. procures another person to apply for, acquire or dispose of Securities of the Company, or to enter into an agreement to apply for, acquire or dispose of Securities of the Company; or

  40. directly or indirectly, communicates the information, or causes the information to be communicated, to another person if the person knows, or ought reasonably to know, that the other person would or would be likely to:

  41. apply for, acquire or dispose of Securities of the Company, or enter into an agreement to apply for, acquire or dispose of Securities of the Company; or

  42. procure someone else to apply for, acquire or dispose of Securities of the Company, or procure someone else to enter into an agreement to apply for, acquire or dispose of Securities of the Company.

    It does not matter how, or in what capacity, the person became aware of the Inside Information. It does not have to be obtained from the Company to constitute Inside Information.

    Insider trading is prohibited at all times. The insider trading prohibitions apply to everyone (not just Employees).

  43. Examples

    The following are examples of information that might be Inside Information:

  44. the financial performance of the Company against its budget;

  45. changes in the Company's actual or anticipated financial condition or business performance;

ResApp Health Limited published this content on 20 September 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 19 September 2017 23:54:01 UTC.

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