CORPORATE GOVERNANCE 
 
The Board of Sundance Energy Australia Limited (“Sundance” or “the Company”) is committed to the Principles and 
Recommendations underpinning best practices in corporate governance as specified by the Australian Securities Exchange (the 
“ASX”) Corporate Gov ernance Council’s 2nd Edition of Corporate Governance Principles and Recommendations with 2010 
Amendments.  Sundance’s Board has taken, and will continue to take, all necessary actions to adopt the amended Principles in 
each instance where that is appropriate, or to design policies and procedures to adopt them in a fashion modified appropriately 
to the Company’s particular circumstances.   
 
Sundance’s Board has carefully reviewed the Corporate Governance Principles and Recommendations.  As is set forth below, the 
vast majority of these have already been achieved in total accordance with the Principles and Recommendations. In a few 
instances, the Company has adopted hybrid methodologies of compliance deemed appropriate to its size, structure and 
situation.  The Board is comfortable that its practices are satisfactory for an entity of its structure and size. In some instances 
disclosures recommended by the ASX have been made in other areas of the Annual Report, namely the Directors’ Report, and 
therefore will not be restated under this section.   
 
In March 2014, the ASX Corporate Governance Council release the 3 rd edition of the Corporate Governance Principles and 
Recommendations, which applies to ASX listed companies in respect of their first full financial year commencing on or after 1 
July 2014.  Accordingly, the 3rd edition of the Corporate Governance Principles and Recommendations will apply to Sundance for 
its financial year ended 31 December 2015.  Sundance will report its compliance against those recom mendations in the 
Company’s Corporate Governance Statement for fiscal year 2015. 
 
During fiscal year 2014, the Company’s corporate governance practices and policies discussed below have complied with those 
outlined in the Corporate Governance Principles and Recommendations (2nd Edition), except as noted otherwise. 
 
Principle 1: Lay Solid Foundations for Management and Oversight 
 
The respective roles and responsibilities of the Board and management, including those matter expressly reserved to the Board, 
are set out in the Board Charter, which is available in the corporate governance section of Sundance’s website.   
 
1.1 Roles and Responsibilities 
The Board is responsible for the corporate governance of the Company, including the setting and monitoring of objectives, goals 
and corporate strategy.  Management is responsible for the implementation of the strategy and running the day to day business 
of the Company’s affairs.  
 
Responsibilities of the board include – 
• Providing input into and final approval of management’s development of corporate strategy and performance 
objectives; 
• Monitoring senior executives’ performance and implementation of the Company’s strategy; 
• Approving and monitoring the business plan, budget and corporate policies; 
• Monitoring and the approval of financial and other reporting; 
• Ensuring an effective system of internal controls exists and is functioning as required; 
• Establishing Sundance’s vision, mission, values and ethical standards as reflected in a Code of Conduct; 
• Delegating an appropriate level of authority to management and approving any additional change to those delegations; 
• Ensuring appropriate resources are available to senior executives; 
• Appointment, succession, performance assessment, remuneration and dismissal of the Managing Director; 
• Reviewing, ratifying and monitoring systems of risk management and internal control, codes of conduct, and legal 
compliance; and 
• Approving and monitoring the progress of major capital expenditure, capital management, and acq uisitions and 
divestitures.