Investor Presentaiton

34 Governance Overview IDH is committed to implementing best practices in corporate governance through the expertise of both the individual Directors and outside parties Anti-Bribery and Anti Corruption Policy (ABAC) The IDH Anti-Bribery and Corruption Policy requires compliance with the highest ethical standards and all anti-corruption laws applicable in the countries in which IDH conducts business (whether through a third party or otherwise). No Referral Fee Policy The practice of paying kickbacks is incompatible with the laws of most established international jurisdictions. IDH maintains a strict policy on referral fees and prohibits the payment of "commissions and financial incentives or making illegal profits" when referring patients for medical tests. Internal Audit Procedures The Board has delegated oversight of the Group's system of internal controls to the Audit Committee to safeguard the assets of the Group and the interests of shareholders. The Audit Committee reviews the effectiveness of the Group's internal controls on an ongoing basis and reports back to the Board with their findings and recommendations. The Board has accordingly established that the Group has in place internal controls to manage risk including: • the outsourcing of the internal audit function to professionals from Ernst & Young (EY) until an Internal Auditor was appointed for the Group on 16 May 2016; While not required to comply with UK Corporate Governance Code, IDH aims to voluntarily comply with aspects of the Code while continually working toward closing the gap with premium listed entities on the London Stock Exchange. To date, the Company has established four Board committees (members on overleaf): 1 Nominations Committee 2 Remuneration Committee Gift Policy IDH is committed to serving our customers and working with our partners with the highest standards of integrity. In line with this commitment, we adopt a "No Gift Policy" whereby our employees are not allowed to exchange gifts with current or potential customers, suppliers or business partners. This is to prevent any conflicts of interest, or appearance of such in our business dealings. INTEGRATED DIAGNOSTICS HOLDINGS • the identification and management of risk at the level of operating departments by the heads of those departments; and 3 Audit Committee regular Board level discussion of the major business risks of the Group, together with measures being taken to contain and mitigate those risks. 4 M&A Committee

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