Red Bubble Annual Report 2022

Board Tenure, Independence and Gender Diversity Tenure <1 year 0 1 – <3 years 20% 3 – 6 years 40% Over 6 years 40% Independence Independent 80% Non-independent 20% Gender Diversity Male 60% Female 40% Board Skills The Board recognises the importance of having an appropriate mix of experience and expertise to ensure the Group is properly managed to protect and enhance shareholder interests. The Board considers that, collectively, the Directors have the range of skills, knowledge and experience necessary to direct the Company with substantial skills in the following areas: Skill 1. Internet marketplaces 2. Redbubble’s marketplace users 3. CEO and leadership oversight 4. Talent and remuneration 5. Strategy and planning 6. Digital and transformation 7. Corporate finance 8. Accounting and financial reporting 9. Governance oversight and risk management 10. Legal 11. Brand and marketing 12. Technology and data 13. Communications (including government and corporate affairs) 14. Sustainability Board of Directors continued Board Independence The Board supports the ASX Corporate Governance recommendation that the majority of Directors should be independent. The Board has formally adopted guidelines in relation to the criteria for independence of Directors and reviews the independence of each Director in light of interests disclosed to the Board. The Board considers that Non-Executive Directors Anne Ward, Ben Heap, Jenny Macdonald and Greg Lockwood were independent and free from any business or any other relationship that could materially interfere with the independent exercise of their judgement and were able to fulfil the role of independent Directors for the purposes of the ASX Recommendations. Board Performance The Board recognises the need to monitor and seek to continually improve its performance. To this end, each year the Board assesses its performance, identifies any areas for improvement and implements appropriate actions. The FY2022 performance review was carried out with the support of an external consultant enabling better identification of priority areas and benchmarking of results against other similar organisations. Actions identified by the performance review were documented and implemented under the oversight of the Board Chairman. Board Committees The Board recognises the importance of an appropriate committee structure to assist the efficient and effective operation of the Board. The key purposes of the company’s Board Committees are to promote: Efficient use of time and expertise. In this regard, the Committee structure allows Directors with particular skills and expertise to assume a primary role in particular areas of operations or governance at a Committee level; Good governance as the framework provides for Committees to report back to the full Board and where Directors on the Board who have not been part of the Committee deliberations can question and test the Committee recommendations. The Board has three standing committees. These are: • Audit and Risk Committee; • People, Remuneration and Nomination Committee; • Disclosure Committee. Each Committee has adopted a formal Board approved Charter that details its role, responsibilities, membership and administration which are reviewed annually. The Committee structure complies with all ASX Governance Recommendations. Shareholder Engagement The Board is committed to making sure that Shareholders are kept informed of all major developments affecting the Company and its business, including information that enables Shareholders to assess the performance of the Board. To keep current and potential investors who wish to obtain information about the Company informed, the Company has an investor relations program managed by our Head of Investor Relations. Under this program, the Company communicates information regularly to Shareholders and other stakeholders through a range of forums and publications in addition to periodic and continuous disclosure required by the ASX LIsting Rules. These include: • The Annual Report distributed to Shareholders; • The Half-Yearly and quarterly results presentations which are available on the Company’s website; • The Annual General Meeting; • Announcements to the ASX; • Investor information through the Company’s investor website at site/content/. All ASX announcements made to the market, including annual and halfyear financial results, are posted on the Company’s website as soon as practicable following the release by the ASX. The full text of all notices of meetings and explanatory material, the Company’s Annual Report and copies of all investor presentations made to analysts and media briefings are also posted on the Company’s website following release to the ASX. Shareholders are also able to communicate with Directors at the Annual General Meeting. This year the Company will hold a ‘hybrid’ AGM. This will allow a face-to-face meeting with Shareholders, while enabling virtual attendance for those who may find it difficult to physically attend and participate in the meeting. 27 Redbubble – Annual Report 2022 26 Redbubble – Annual Report 2022