In accordance with best practice governance, the structure of Non-Executive Directors and senior executive remuneration is separate and distinct. It should be noted that the amount of salary and the grant of options is at the discretion of the board of directors. The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and retain Directors of the highest calibre, whilst incurring a cost which is acceptable to Shareholders. The Company’s Constitution and ASX Listing Rules specify that aggregate remuneration of Non-Executive Directors shall be determined from time to time by a general meeting of Shareholders. Approval by Shareholders was granted at a general meeting on 14 November 2019 to pay Non-Executive Directors an aggregate amount of up to $400,000 per annum. The Board considers fees paid to Non-Executive Directors of comparable companies when undertaking the annual review process. Each Non-Executive Director may also receive an equity-based component where approval has been received from Shareholders in a general meeting. The Company’s Remuneration Committee was established on 25 February 2020 and consists of three members being Peter Gunzburg (Chair), Max Johnston and Dr Geoff Cumming. All Remuneration Committee members are Non-Executives of the Company. Remuneration for directors and executives are not linked directly to the performance of the economic entity. The Company has or had Employment Agreements in place with Mr Gunzburg, Dr Cumming, Mr Powell, Mr Johnston, Ms Harney, Mr Williams, Dr Hinch, Prof Rice, Mr Edwards and Dr Lim. The major provisions of each of the agreements relating to compensation are set out below: Mr Peter Gunzburg (appointed 20 October 2025) Mr Peter Gunzburg has a Letter of Appointment with the Company dated 15 October 2025 to initially perform the role of Non-Executive Director then becoming Chairman on 18 December 2025. His annual base fee is $90,090 plus superannuation entitlement (current at 30 June 2026). Mr Gunzburg is not entitled to a termination or redundancy benefit. Dr Cumming (appointed 28 July 2020) Dr Geoffrey Cumming has a Letter of Appointment with the Company dated 23 July 2020 and was Non-Executive Chairman until the appointment of Mr Williams. As a Non-Executive Director Mr Cumming receives an annual base fee of $60,000 plus superannuation entitlement (current at 30 June 2026). Dr Cumming is not entitled to a termination or redundancy benefit. Mr Johnston and Mr Powell (appointed 17 June 2019) Mr Max Johnston and Mr Philip Powell have Letters of Appointment with the Company dated 17 June 2019 to perform the role of Non-Executive Director for an annual base fee of $60,000 plus superannuation entitlement (current at 30 June 2026). Both Directors are not entitled to a termination or redundancy benefit. Ms Harney (appointed 1 October 2024) Ms Mary Harney has a letter of Appointment with the Company dated 16 September 2024 to perform the role of Non-Executive Director for an annual base fee of $60,000 plus superannuation entitlement (current at 30 June 2026). Ms Harney is not entitled to a termination or redundancy benefit. Dr Hinch (appointed 7 November 2016) Dr Leearne Hinch has an Executive Employment Agreement with the Company dated 7 November 2016 to perform the role of Chief Executive Officer, under which Dr Hinch is paid a total fixed remuneration of $447,405 per annum plus superannuation payable under the Superannuation Guarantee Act (current at 30 June 2026). This arrangement can be terminated by either party by providing 6 months written notice. Prof Rice (appointed 20 September 2021) Prof Greg Rice has an Employment Agreement with the Company dated 20 September 2021. Prof Rice performs the role of Founding Scientist and Advisor of the Group with a total fixed remuneration of $303,571 per annum plus superannuation entitlement (current at 30 June 2026). This remuneration is paid on a pro-rata basis to reflect Prof Rice shifting to part time employment during the prior year. This arrangement can be terminated by either party providing 3 months written notice. Mr Edwards (appointed 2 November 2022) Mr Mark Edwards has an Employment Agreement with the Group dated 21 September 2022 to perform the role of Chief Financial Officer and Company Secretary with a total fixed remuneration of $285,000 plus superannuation entitlement (current at 30 June 2026). The arrangement can be terminated by either party providing 3 months written notice. Dr Rebecca Lim (appointed 12 January 2026) Dr Rebecca Lim has an Employment Agreement with the Group dated 23 December 2025 to perform the role of Chief Scientific Officer with a total fixed remuneration of $270,000 plus superannuation entitlement (current at 30 June 2026). The arrangement can be terminated by either party providing 3 months written notice. Directors’ Report continued 26 INOVIQ Limited
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