Corporate Governance

Breakaway Research (Australian Financial Services Licence 503622) believes that maintaining a high level of corporate governance is an invaluable keystone to a successful business. Our corporate governance focuses on an open and evolving flow of objectives, systems and communication between our management, board and stakeholders.

We are a niche advisory firm specialising in equities research, funds management, private equity funding and corporate advisory services in the mining and energy industries throughout the Asia-Pacific region.

Board of Directors

• Stephen Bartrop – Director

The Board of Breakaway Research have a broad range of skills, experience and knowledge, both nationally and internationally. They have specific industry experience in both the Resources and Financial sectors.

The overall governance of Breakaway Research is the responsibility of the Board. This includes the setting of goals, monitoring performance and ensuring Breakaway Research's internal control and reporting procedures are adequate, effective and ethical and that Breakaway Research's strategic direction provides value for shareholders.

It is the Board who are ultimately responsible for approving, implementing and providing the necessary resources to ensure Breakaway Research continues to be a good corporate citizen and remains compliant to: laws; regulations; industry standards; and Breakaway Research policies and procedures.

Compliance Plan

Breakaway Research intends to remain a good corporate citizen and continually improve its culture of compliance throughout the organisation. Breakaway Research's commitment to compliance starts with the Board and flows to all levels of the organisation.

The Board of Breakaway Research is responsible for ensuring compliance policies and procedures are adhered to within its business environment. The Risk & Compliance Manager is responsible for maintaining an industry standard compliance program, including compliance monitoring plan, for the business of Breakaway Research, and for reporting to the Breakaway Research Board on compliance matters.

Breakaway Research has produced a Compliance Policy document setting out the compliance framework and key compliance policies that are in place over the business. This Compliance Policy has been produced in accordance with the principles outlines in the 'Australian Standard 3806-1998: Compliance Programs'. The policy applies to all areas across Breakaway Research, including oversight of compliance functions carried out by external service providers, through outsourcing arrangements.

Related Party Transactions

Breakaway Research has implemented procedures to ensure the transparency of transactions and to keep transactions at arms length. Staff training and systems have been introduced to cover matters including, but not limited to:

• Insider trading;
• Market misconduct;
• Money laundering;
• General compliance policies;
• Training as required under the AFSL, ASIC Policy Statements, firm policies and other relevant sources.

These procedures are under constant review by the Board and The Risk & Compliance Manager. We also maintain a register of staff investment transactions.

Policies and Procedures

All policies and procedures related to the Breakaway Research are reviewed in order to strengthen our commitment to continuous improvement. Reviews are conducted by the Board and The Risk & Compliance Manager. Any amendments to policies, procedures or manuals are communicated to Breakaway Research's personnel directly. Any additional training activities will be coordinated between the relevant Manager and the Risk & Compliance Manager/Training Officer.

Risk Management

The nature and extent of risks can rapidly change in response to changes in people, organisational structure, processes, systems, products, customers, business environments or industry standards. Control techniques can break down due to human error, processing failures, accident, collusion, criminal intent or simply unusual or unexpected transactions or events. Continuous review of risks and monitoring of the effectiveness of Breakaway Research's control procedures (including outsourced service providers) are vital components of effective risk management.

Breakaway Research's Risk Management Framework has been developed in accordance with the Australian/New Zealand risk management standard AS 4360:2004. Refer to the separate Breakaway Research Risk Policy document for an explanation of Breakaway Research risk methodology.

In order to achieve its business objectives, Breakaway Research identifies, assesses, mitigates and manages those risks that could prevent or limit progress. The Breakaway Research Risk Management Framework is designed primarily as a tool to assist management in achieving their objectives.

The commercial benefits of the Breakaway Research Risk Policy and Framework include:

• Promoting and enabling a risk aware culture in Breakaway Research;
• A tool to pro-actively identify risks that may impact on the ability of the business to achieve its objectives;
• Early identification of potential risk incidents, enabling effective limiting of financial loss and disruption to business processes;
• Ensuring compliance with relevant legislative and regulatory requirements, industry standards and Breakaway Research policies and procedures.