TABLE OF CONTENTS

DIRECTORS’ REPORT

In accordance with a resolution of Directors, the Directors submit their report with respect to the results of the operations of Samson Oil & Gas Limited (“the Company” or “Samson’) and its controlled entities (“the Consolidated Entity” or “Group”) for the year ended 30 June 2016 and the state of its affairs at that time.

DIRECTORS

In accordance with Samson’s constitution, Mr Keith Skipper offered himself for re-election at the company’s AGM on 29 October 2015. He was not re-elected and ceased to hold office on this day.

Director Changes

On 27 January 2016, a spill meeting was held by Samson following two consecutive AGM’s where at least 25% of the votes cast on the resolution to approve the adoption of the Company’s remuneration report were voted against adopting it. Dr Rudenno and Dr Craig ceased to hold office immediately before the end of the Spill Meeting. Both Dr Rudenno and Dr Craig declined to seek re-election at the Spill Meeting, thus vacating their offices.

In accordance with Samson’s constitution, Mr Keith Skipper offered himself for re-election at the company’s AGM on 29 October 2015. He was not re-elected and ceased to hold office on this day.

The names and details of the Directors of the Company in office during the whole financial year or any part of the financial year and until the date of this report, unless noted otherwise, are:

Dr Victor Rudenno

Chairman, ceased to hold office 27 January 2016

Dr Rudenno was appointed as a Director of the Company in April 2007. In 1984, Dr Rudenno transitioned to the investment industry as a rated mining and energy analyst working for firms such as James Capel, DBSM and Prudential Bache. In 1995, he moved to the corporate side of investment banking and worked for a number of leading firms including Macintosh Corporate, Deutsche Bank, Hartley Poynton and CIBC. In 2002, Dr Rudenno co-founded Equity Capital Markets Ltd, an investment bank specialising in corporate advice and capital raising which merged with Interfinancial in 2005 and subsequently was acquired by Tolhurst, an ASX listed broker in 2007. He is currently an Executive Director of Revaluate Pty Limited. He is a Senior Fellow of the Financial Services Institute of Australasia and a Fellow of the Australasian Institute of Mining and Metallurgy. Dr Rudenno holds a Bachelor of Mining Engineering degree, a Master of Commerce degree and a Doctor of Philosophy for his thesis on Mining Economics. During his earlier academic career, Dr Rudenno lectured both at the University of New South Wales and part time at University of Sydney, predominantly on mining economics, geostatistics, operations research and thermodynamics. He is the author of the textbook “Mining Valuation Handbook”.

On 27 January 2016, a spill meeting was held by Samson following two consecutive AGM’s where at least 25% of the votes cast on the resolution to approve the adoption of the Company’s remuneration report were voted against adopting it. Dr Rudenno declined to seek re-election at the Spill Meeting.

Dr Rudenno was a member and Chairman of the Audit Committee through the end of his tenure on the Board.

Dr Rudenno was a member of the Compensation Committee through the end of his tenure on the Board.

On 25 August 2010, Dr Rudenno was appointed a non-executive Director of Pilbara Minerals Limited (a publicly listed company) and resigned from this position on 30 May 2013.

Dr Rudenno has not held any directorships, other than those disclosed above in the past three years.

Mr Terence Maxwell Barr

Managing Director

Mr Barr is a petroleum geologist with over 30 years’ experience, including 11 years with Santos Limited. He is credited with the discovery of significant oil and gas reserves during his career. In recent years, Mr Barr has specialised in tight gas exploration, drilling and completion and is considered an expert in this field. This experience and expertise is invaluable given the exposure the Company has to tight gas opportunities in Wyoming and other parts of United States of America. Mr Barr was appointed managing director of the Company on 25 January 2005.

Mr Barr has not held any other directorships in the past three years.

Mr Keith Skipper

Non Executive Director, ceased to hold office 29 October 2015

Mr. Skipper was appointed as director of the Company on 15 September 2008.  Mr. Skipper holds a B.Sc (Hons) degree in Geology from Reading University (United Kingdom) and a Master of Science from McMaster University (Canada).  He commenced his career with Amoco Canada Petroleum Limited in 1970.  Mr. Skipper’s experience includes ten years with Bridge Oil Ltd and several years with Pan Canadian Petroleum Limited (now part of Encana Corporation) and Antrim Energy Inc. in management and senior executive positions. He is a resident of Australia.

Mr Skipper was a member of the Audit Committee until the end of his tenure on the Board.

Mr Skipper was the Chair of the Compensation Committee until 1 July 2015, when he resigned as Chair of the committee. He remained a member of the Compensation Committee through the end of his tenure on the Board.

During the last three years, Mr. Skipper was a Director of the following publicly listed companies:

Dr DeAnn Craig

Non Executive Director, ceased to hold office on 27 January 2016

Dr Craig was appointed as a Director of the Company on 11 July 2011.  Dr Craig holds an Interdisciplinary PhD with emphasis in Petroleum Engineering and Operations Research from the Colorado School of Mines (USA).  She has also earned several degrees from Colorado School of Mines including Masters of International Political Economy of Resources, Masters of Science Mineral Economics and Business and a Bachelor of Science Chemical and Petroleum Refining Engineering.  In addition Dr Craig holds an MBA from Regis University in Denver, Colorado. During her career Dr Craig has been a drilling engineer, a reservoir engineer responsible for reserves determination and property valuation, and progressed to senior management in several companies, including Phillips Petroleum, now ConocoPhillips, and CNX Gas. She is a registered professional engineer in the state of Colorado.

On 27 January 2016, a spill meeting was held by Samson following two consecutive AGM’s where at least 25% of the votes cast on the resolution to approve the adoption of the Company’s remuneration report were voted against adopting it. Dr Craig declined to seek re-election at the Spill Meeting.

In the previous five years she has served as Senior Vice President, Asset Assessment CNX Gas Corporation, served as an Adjunct Professor in the Petroleum Engineering Department at the Colorado School of Mines and was appointed by the Governor of Colorado to serve on the Colorado Oil and Gas Conservation Commission.  Currently she is consulting to the oil and gas industry.

Dr Craig was the Chair of the Audit Committee throughout the year. She resigned as Chair of the Audit Committee on 1 July 2015 but remained a member of the committee through the end of her tenure on the Board.

Dr Craig was a member of the Compensation Committee, through the end of her tenure on the Board.

Dr Craig was appointed a Non-Executive of Atlas Resources Partners, L.P. (a publicly listed company) in March 2012 and continued to serve in that position to the end of her tenure on the Board. Dr Craig has not held any other directorships in the past three years.

Mr Eugene McColley

Non Executive Director, resigned effective 5 August 2015

Mr McColley is a co-founder and managing general partner of Roaring Fork Capital Management, LLC formed in 2002. He has provided both capital and value-added services to orphaned microcap companies (public companies with market capitalisations of $140 million or less that have been neglected by the financial community) for the past 20 years. His relevant expertise stems from experience as both a microcap investment banker and a director investor in orphaned microcap companies. As an investment banker, Mr McColley raised $280 million for over 50 microcap public companies. As a private equity fund manager and direct angel investor, Mr McColley has invested in 81 orphaned microcap companies.

Prior to his resignation, Mr McColley was a member of the Audit and Compensation Committees.

Mr McColley has not held any other directorships in the past three years.

Mr Neil Fearis

Non Executive Director, appointed October 4 November 2015, resigned 27 January 2016.

Mr Fearis is a leading corporate and commercial lawyer in Western Australia specialising in mergers and acquisitions, capital raisings and corporate reconstructions, with a particular focus on the mining and resources sector.

While a Director at Samson, he was the Non-Executive Chairman for Tiger Resources Limited (an ASX listed company) and a Non Executive Director at Jacka Resources Limited and Golden Cross Resources Limited (both ASX list companies).

Dr Peter Hill

Chairman, appointed 27 January 2016

Dr Hill has over 40 years of experience in the international oil and natural gas industry. He commenced his career in 1972 and spent 22 years in senior positions at British Petroleum including Chief Geologist, Chief of Staff for BP Exploration, President of BP Venezuela and Regional Director for Central and South America. Dr Hill then worked as Vice President of Exploration at Ranger Oil Ltd. in England (1994-1995), Managing Director Exploration and Production at Deminex GMBH Oil in Germany (1995-1997), Technical Director/Chief Operating Officer at Hardy Oil & Gas plc (1998-2000), President and Chief Executive Officer at Harvest Natural Resources, Inc. (2000-2005), Director/Chairman at Austral Pacific Energy Ltd. (2006-2008), independent advisor to Palo Alto Investors (January 2008 to December 2009), Non-Executive Chairman at Toreador Resources Corporation (January 2009 to April 2011), Director of Midstates Petroleum Company, Inc. (April 2013 to March 2015), and interim President and Chief Executive Officer of Midstates Petroleum Company, Inc. (March 2014 to March 2015). Dr Hill has a B.Sc. (Honors) in Geology and a Ph.D. He has provided advisory and consultancy roles to hedge funds, banks, and companies involved in the upstream oil and gas sector. Held non-executive board positions, Chairman, and been involved in international negotiations at government level.

Dr Hill is the Chair of the Compensation Committee and a member of the Audit Committee.

Dr Hill is the Non Executive Chairman of Triangle Petroleum Corporation, a NYSE listed company

Dr Hill is also a Director of Midstates Petroleum Inc. (NYSE: MPO) and Energy and Exploration Partners (a privately held company). He has held no other directorships in the past three years.

Mr Greg Channon

Non Executive Director, appointed 27 January 2016

Mr Channon is a geologist with 31 years of global oil and gas experience in a great variety of technical and leadership roles. He is currently the Chief Executive Officer of Pathfinder Energy Pty Ltd.

During his career, Mr Channon has worked with a range of E&P companies, including Santos, Fletcher Challenge Energy, Shell, Swift Energy and BrightOil. He has lived and worked in Australia, New Zealand, USA, Hong Kong, China and Africa. In the United States, he has worked in Appalachia, Colorado, California and Texas.

Mr Channon is also a director of Ruby Lloyd Pty Ltd (a privately held company), New Standard Energy Limited (ASX: NSE), Sirrocco Energy Limited (ASX: SCY) and Statesman Resources (TSX:SRR)

Mr Denis Rakich

Executive Director, appointed 27 January 2016

Mr Rakich is the Company Secretary of Samson and has served in that capacity for 18 years.

Mr Rakich is a fellow of CPA Australia, holds a Bachelor of Business from Edith Cowan University. Mr Rakich started his business career with Dresser Industries Inc, Australia as an Accountant. Mr Rakich has served as a Director and/ or Company Secretary on numerous ASX-listed public companies within the petroleum and minerals industries over a period of 30 years, including Resolute Resources Limited, Marymia Exploration NL, Reliance Mining Limited, Victoria Petroleum NL (now known as Senex Energy Limited), A-Cap Resources Limited and Ausgold Limited.

Mr Rakich is currently an executive director of Ausgold Limited (ASX: AUC), Ausgold Exploration Pty Ltd (privately held), Fortune Minerals Limited (privately held) and Elstree Nominees Pty Ltd (privately held).

COMPANY SECRETARY

Mr Denis Rakich F.C.P.A

Mr Rakich is an accountant and Company Secretary with extensive corporate experience within the petroleum services, petroleum and mineral production and exploration industries. Mr Rakich is responsible for the corporate management of Samson Oil & Gas Limited and the maintenance of the Company’s ASX listing. He is a member of CPA Australia and is currently Company Secretary for another public Company in the resources sector.

PRINCIPAL ACTIVITIES

The principal activities during the year of entities within the Consolidated Entity were oil and gas exploration, development and production in the United States of America. There have been no significant changes in the nature of these activities during the year.

The Company’s focus in the future will continue to be on oil and gas exploration, development and production in the USA. The Company will aim to develop existing acreage, whilst continuing to identify potential project acquisitions.

OPERATING AND FINANCIAL REVIEW

Financial Results

Excluding certain non-cash charges of impairment, depletion and amortisation and exploration expenditure written off the Company made a profit of $7.3 million (2015:$4.2 million).

The result for the financial year ended 30 June 2016 from continuing operations, after provision for income tax was a loss attributable to members of the parent of $11.4 million (2015: loss $35.0 million). Included in the current year result is exploration expenditure expensed of $4.2 million (2015: $12.7 million). Exploration expenditure also includes $4.1 million of previously capitalized exploration expense written off in relation to the Company’s Hawk Springs project. The exploration expenditure in the prior year primarily relates to the write off of previously capitalised exploration expenditure with respect to the Company’s South Prairie, Hawk Springs nd Roosevelt Projects.

Also included in the net loss are impairment charges of $9.9 million. This charge mainly relates to our North Stockyard and Rainbow project and is a direct result of the significant decrease in the global oil price.

Development Activities

Foreman Butte Project – Williston Basin, North Dakota and Montana

Various working interests

In April 2016, the Company closed on the acquisition of the Foreman Butte project. This project includes a number of producing and non producing, operated and non operated wells in the Ratcliffe and Madison formations in Montana and North Dakota. The wells are conventional wells drilled as early as 1980 to as recently as 2010.

The purchase price was $16.0 million (before post closing settlement adjustments) and following a review of the fair market value of the assets and liabilities on the closing date of the transaction, the Company recorded a bargain purchase gain of $11.2 million. This acquisition was financed through an extension in the Company’s credit facility with Mutual of Omaha Bank of $11.5 million and a $4.0 million promissory note provided by the seller of the assets.

Following the acquisition, the Company commenced a workover program to return wells previously shut in wells to production. This program consisted of working over 32 wells for an estimated cost of $0.8 million.

Since acquisition date, this project area produced 47,928 barrels of oil.

Bakken Field, Williams County, North Dakota

North Stockyard Project

Various working interests

The Bakken Formation gained significant prominence after the United States Geological Survey (USGS) published an estimate in April 2008 stating that the unit could recover between 3.0 and 4.3 billion barrels of oil.  The USGS estimated that the Bakken Formation represents a “continuous” oil accumulation and suggested that advances in completion technology have increased the estimated recovery potential by 25 times since an earlier USGS study in 1995.

Together with fellow working interest owners, the Company has drilled twenty four wells in this field, fourteen in the Bakken formation, eight in the Three Forks formation, one in the Mission Canyon formation and one in the second bench of the Three Forks formation.  All wells were producing as at the date of this report.

The wells in this field produced 177,000 barrels of oil and 500,000 mcf of gas, net to the Company during the year ended 30 June 2016.

On 30 June 2016 we entered into a purchase and sale agreement to sell our North Stockyard property for $15 million. This transaction is anticipated to close on 20 October 2016.

Rainbow Project

23% - 55% working interest

The Consolidated Entity’s first well in its Rainbow project spud on 28 June 2014. This well was drilled by Continental Energy Corporation and produced 8,133 barrels of oil, net to the Company during the year ended 30 June 2016.

There has been no further drilling activity on this lease during the year ended June 30, 2016 and 652 acres have expired in line with the continuous drilling clause contained in the original lease.

Exploration Activities

Hawk Springs Project, Goshen County, Wyoming

Defender US 33 #2-29H

37.5% working interest

This well commenced production in February 2012 and has experienced numerous operational and pumping issues. In July 2012, the well was cleaned out and resumed pumping. In June 2015, the well was struck by lightning which affected the electronic controllers associated with the well. These controllers have yet to be repaired due to the well’s low productivity rate.

At 30 June 2015, the Defender well had no proved reserves. There was no production from this well during the year ended June 30, 2016. This well is planned to be plugged in October, 2016.

Bluff 1-11

25% working interest

The Bluff Prospect was drilled in June 2014 to test multiple targets in the Permian and Pennsylvanian sections in a 4-way structural trapping configuration. The Bluff #1-11 well reached a total depth of 8,900 feet after intersecting the pre-Cambrian basement.

To date, this well has failed to produce economic quantities of hydrocarbons and all costs associated with drilling it have been written off to the Statement of Comprehensive Income.

In October 2016, we plan to test the Upper Canyon Spring zone with a perforation and swab test. This operation is expected to cost $20,000, net to us. Should this operation fail to produce economic quantities of hydro carbons this well will be plugged immediately.

Roosevelt Project, Roosevelt County, Montana

Australia II

100% working interest

In December 2011, the Consolidated Entity drilled the Australia II well in the Roosevelt Project, the first appraisal (exploratory) well in this project area. This well was drilled to a total measured depth of 14,972 feet with the horizontal lateral remaining within the target zone for the entire lateral length. Oil and gas shows were returned during the drilling of this well and approximately 3,425 barrels of oil were produced. The well encountered numerous operational issues and was deemed uneconomic and all costs associated with the well were expensed during the year ended 30 June 2012.

In July 2014, the Consolidated Entity replaced the pump on the Australia II well and production from this well has recommenced production. During July 2014, the well averaged 100 barrels of oil per day. The well failed to produce consistently following this and the high cost of lease operating expenses rendered the well uneconomic.

After a period of being shut in, the well was put back on production in October 2016 and is currently producing at a rate of 20 barrels per day.

Gretel II

100% working interest

The Consolidated Entity drilled the second appraisal (exploratory) well in the Roosevelt Project, Gretel II, in January 2012 and fracture stimulated in March 2012. Based on the results, it appears that this well was drilled on the north side of the Brockton Fault zone, which is believed to be the western edge of the continuous Bakken oil. The Gretel II well is currently shut in, as it was mainly producing water, with just a 5% oil cut. The Consolidated Entity does not believe that it will recover its costs associated with drilling it. The Consolidated Entity expensed $11.6 million of previously capitalised exploration expenditure which represents 100% of the costs incurred during the year ended 30 June 2012. No further work has been performed on this well bore during the year ended 30 June 2016.

In total, $24.7 million of previously capitalized exploration expenditure has been expensed in relation to the drilling costs associated with these two wells during the year ended 30 June 2012.

During the year ended 30 June 2014, the Consolidated Entity entered into a seismic and drilling agreement with Momentus Energy Corp, a Canadian exploration and development company based in Calgary to further explore this project. Momentus acquired 20 squares miles of 3-D seismic data at no cost to the Consolidated Entity. This data has been processed and interpreted.

Momentus failed to drill their earn in well by the date required in the farm out agreement and therefore the agreement has been voided. Given the deterioration in the oil price, and the exploratory nature of the project, all previously capitalised costs, $7.9 million, in relation to the Roosevelt project were written off during the year ended 30 June 2015.

Other

South Prairie Project, North Dakota

25% working interest

The Consolidated Entity has a 25% working interest in 25,590 net acres, which is located on the eastern flank of the Williston Basin in North Dakota. The target reservoir for the project is the Mississippian Mission Canyon Formation. Seventy-six square miles of 3-D seismic data have been shot and processed. The data has been interpreted and the first prospect – the Matson #3-1 well, was drilled during the year ended 30 June 2014. The well was drilled to a depth of 4,825 feet. The joint operation elected to plug and abandon this well based on the logging and show results and $186,854 in dry hole costs was recognised in the Income Statement. The data indicates that oil migrated through the Mission Canyon reservoir, evidenced by black asphaltic dead oil stain, but was not trapped in the targeted 420 acre 4-way structural closure.

The joint operation then focused on developing three structural closure prospects (Pubco, Deering, and Birch) along the Prairie Salt edge in the South Prairie 3-D project. The York #3-9 well, from the Pubco Prospect was drilled in September 2014. This well failed to intersect hydrocarbons and was immediately plugged. Given the lack of success in this project, the Consolidated Entity expensed $2.5 million in previously capitalised Exploration Expenditure to the Income Statement during the year ended 30 June 2015.

The leases remain current in the project and a third well, Badger #1 was drilled in October 2015 and failed to intersect hydro carbons in economic quantities and was immediately abandoned

Cane Creek Project, Grand & San Juan Counties, Utah

Pennsylvanian Paradox Formation, Paradox Basin

100% working interest

On November 5, 2014, the Consolidated Entity entered into an Other Business Arrangement (“OBA”) with the Utah School and Institutional Trust Lands Administration (“SITLA”) covering approximately 8,080 gross/net acres located in Grand and San Juan Counties, Utah, all of which are administered by SITLA. The Consolidated Entity was granted an option period for two years in order to enter into a Multiple Mineral Development Agreement (“MMDA”) with another company who hold leases to extract potash in an an acreage position situated without project area. The MMDA is largely complete but has not been executed by either party. Upon entering into the MMDA, SITLA is obligated to deliver oil and gas leases covering our project area at cost of $75 per acre to the Consolidated Entity

This acreage is located in the heart of the Cane Creek Clastic Play of the Paradox Formation along the Cane Creek anticline. The primary drilling objective is the overpressured and oil saturated Cane Creek Clastic interval. Keys to the play to date include positioning along the axis of the Cane Creek anticline and exposure to open natural fractures. The 3-D seismic is currently being designed to image these natural fractures. This project displays very robust economics in a low priced oil environment using the evidence obtained from a nearby competitor well that has produced 802,967 BO in just over two years and has an EUR of 1.2 million barrels of oil. Initial production rates are around 1,500 BOPD and decline rates are very modest.

Financing Activities

In January 2014, the Company entered into a $25 million credit facility with Mutual of Omaha, which was increased to $50 million in November 2014, subject to borrowing base restrictions.

During the year, the Company drew down at additional $11.8 million in funds from this facility to partially the fund the Foreman Butte acquisition. A promissory note for $4 million was also provided by the seller in order to fund the transaction.

The current borrowing base is $30.5 million, which is fully drawn as at Balance Date and the date of this report.

In April 2016, the Company issued 378,020,400 ordinary shares to raise $1.4 million.

Production Activities

During the year the Consolidated Entity produced approximately 240,424 (2015: 233,646) barrels of oil and 569,008 (2015:266,707) Mcf of gas.

DIVIDENDS

No dividend was paid or recommended for payment during the year (2015: $Nil).

SHARE OPTIONS

As at the date of this report, there were 320,615,486 (2015: 324,667,765) unissued ordinary shares under option. All option exercise prices are denominated in Australian Dollars unless noted otherwise.

In November 2011, 4,000,000 options were issued to a Non-executive Director of the Company. These options have an exercise price of 15.5 cents and an expiry date of 31 October 2015. These options vested immediately. These options expired unexercised during the year.

During the year ended June 30, 2013, the Company issued 97,307,526 options in conjunction with two placements and a rights offering. The options have an exercise price of 3.8 cents and an expiry date of 31 March 2017. During the current year 52,279 (2015: 25,089) were exercised.

In August and September 2013, 132,352,082 options were issued in conjunction with two placements and a rights offering. The options have an exercise price of 3.8 cents and an expiry date of 31 March 2017.

In November 2013, 4,000,000 options were issued to a Non-Executive Director of the Company. These options have an exercise price of 3.9 cents and an expiry date of 30 November 2017. These options vested immediately.

In April 2014, 87,033,246 were issued in conjunction with a placement completed at the same time. The options have an exercise price of 3.3 cents and an expiry date of 30 April 2018.

Shares issued as a result of the exercise of options

During the year 52,279, (2015: 25,089) ordinary shares were issued upon the exercise of 52,279 3.8 cent options (2015: 25,089) (2015: 3.8 cent options).

Remuneration Report (Audited)

The remuneration report is set out under the following headings:

The information provided in this remuneration report has been audited as required by section 308 (3C) of the Corporations Act 2001.

A          Key management personnel disclosed in this report

For the purposes of this report, Key Management Personnel (KMP) of the Consolidated Entity are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and the Consolidated Entity, directly or indirectly, including any director (whether executive or otherwise) of the Parent Company.

For the purposes of this report, the term “executive” encompasses the Chief Executive Officer, Company Secretary, Chief Financial Officer, Vice President – Exploration and Vice President - Engineering. There are no further employees employed by either the Company or its subsidiaries who meet the definition of executive, therefore only the five executives detailed above are included in this report. During the year and as at the date of this report, unless stated otherwise, the key management personnel were:

The objective of the Consolidated Entity’s executive reward framework is to ensure reward for performance is competitive and appropriate for the results delivered. The performance of the Company depends upon the quality of its Directors and executives. To be successful and maximise shareholder wealth, the Company must attract, motivate and retain highly skilled Directors and executives.

Remuneration packages applicable to the executive Directors, senior executives and non-executive Directors are established with due regard to:

The Company has formed a Compensation Committee. The current members of the Compensation Committee are Dr Hill and Mr Channon. The Compensation Committee is responsible for determining and reviewing compensation arrangements for Directors and executives. The Committee assesses the appropriateness of the nature and amount of remuneration of Directors and executives on a periodic basis by reference to relevant employment market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention of a high quality Board and executive team.

Executive Remuneration

The Company aims to reward executives with a level and mix of remuneration commensurate with their position and responsibilities within the Company and so as to:

Base pay for executives is reviewed on the contract renewal date to ensure the base pay is set to reflect the market for a comparable role. There are no guaranteed base pay increases included in any executives’ contracts.

Remuneration consists of fixed remuneration and remuneration incentives in the form of options issued in the Company.

The level of fixed remuneration is reviewed annually by the Board having due regard to performance against goals set for the year and relevant comparative information. The Board has access to external advice independent of management if required. During the year ended 30 June 2014 the Board sought advice from Denver Compensation and Benefits LLC in regards to the remuneration, including cash compensation and short and long term incentives for employees of the Consolidated Entity. No external advice was sought during the year ended 30 June 2015 and 30 June 2016.

Non-executive Director Remuneration

Fees and payments to non-executive Directors reflect the demands which are made on, and the responsibilities of, the Directors. Non-executive Directors’ fees and payments are reviewed annually by the board. The Chair’s fees are determined independently of the other non-executive Directors. The Chair is not present at any discussions relating to determination of his own remuneration.

The ASX Listing Rules specify that the aggregate remuneration of non-executive Directors shall be determined from time to time by a general meeting. An amount not exceeding the amount determined is then divided between Directors as agreed. The latest determination was at the Annual General Meeting held on 18 November 2010 when shareholders approved an aggregate remuneration of A$500,000 per annum. The amount of aggregate remuneration sought to be approved by shareholders and the manner in which it is apportioned amongst Directors is reviewed annually.

Non-executive Directors are encouraged by the Board to hold shares in the Company (purchased by Directors on market). It is considered good governance for Directors to have a stake in the Company on whose Board they sit.

Remuneration Incentives

The Company does not have a policy in place limiting the Directors exposure to risk in relation to the Company’s options.

The remuneration of non-executive Directors for the year ended 30 June 2016 and 2015 is detailed in Table 1 and Table 2 of this report.

Remuneration Incentives

Directors’ remuneration is not linked to either long term or short term incentives. The Board feels that the expiry date and exercise price of the options issued to the Directors in the current and prior years are sufficient to align the goals of the Directors and executives with those of the shareholders to maximise shareholder wealth. There are no performance criteria or service conditions attached to options issued to Directors.

Vesting conditions are attached to options that are issued to executives and employees.

During the year ended 30 June 2016 there were nil option issues (or other share based payments) to Directors as remuneration.

Bonus plan for calendar year ended 31 December 2015

The Compensation Committee agreed not to put a bonus plan in place for the calendar year ended 31 December 2015.

Bonus plan for calendar year ended 31 December 2016

The Compensation Committee has not yet determined whether a a bonus plan will be put place for the calendar year ended 31 December 2016.

Voting and comments made at the company's 2015 Annual General Meeting ('AGM')

At the 2015 AGM, 28% of the votes received supported the adoption of the remuneration report for the year ended 30 June 2015.

Amounts of remuneration

Details of remuneration of the Directors and executives of the Company and Consolidated Entity in accordance with the requirements of the Corporations Act 2001 and its Regulations are set out in the following tables.

Notes:

¹ Ceased to hold office on 27 January 2016

² Ceased to hold office 29 on October 2015

³ Resigned on 5 August 2015

⁴ Appointed 4 October 2015 and resigned 27 January 2016

⁵ Appointed 27 January 2016

⁶ Appointed as a Director on 27 January 2016

The bonus paid represents the amount of the bonus expensed for the year ended 30 June 2015, with respect to the bonus applicable for the calendar year ended 31 December 2014. A portion of the bonus was accrued and expensed during the year ended 30 June 2014, however was only paid during the year ended 30 June 2015, along with the portion expensed for the year ended 30 June 2015. All key management personnel earned 60% of the maximum bonus payable and forfeited the remaining 40%.

Table 3 The proportion of remuneration linked to performance and the fixed proportion are as follows

It is the Board’s policy that employment contracts are only entered into with the managing director and senior executives. As such contracts have been entered into for Mr. Barr, Mr. Ninke and Ms Lamont. Details of these contracts are included below.

Mr. Barr – Chief Executive Officer

Effective 1 January 2011, Mr Barr has been retained by the Company to act as the Company’s President, Managing Director and Chief Executive officer for a period of three years with an option to extend the contract for an additional three years at the mutual agreement of both the Company and the employee. In January 2014, his contract was extended for an additional 2 years. Mr Barr signed a new contract effective 31 December 2015, this contract has a two year term. As of 1 January 2016, the contract allows for total compensation of $417,000 (cash and non cash benefits).

Mr. Ninke – Vice President Exploration

Effective 1 January 2011, Mr Ninke has been retained by the Company to act as Vice President - Exploration for a period of three years with an option to extend the contract for an additional three years. In January 2014, Mr Ninke’s contract was extended for three years at the mutual agreement of both the Company and the employee. As of 1 January 2014, the contract allows for total compensation of $301,417 (cash and non cash benefits). Mr Ninke also retains the right to receive a 1% revenue royalty from production from prospects identified and recommended prior to 31 March 2011, being the Diamondback prospect. This prospect has yet to be drilled.

Ms Lamont – Chief Financial Officer

Effective 1 January 2011, Ms Lamont has been retained by the Company to act as the Vice President – Finance and Chief Financial Officer for a period of three years with an option to extend the contract for an additional three years at the mutual agreement of both the Company and the employee. In January 2014, Ms Lamont’s contract was extended for an additional three years. As of 1 January 2014, the contract allows for total compensation of $266,700 (cash and non cash benefits).

Key management personnel have no entitlement to termination payments in the event of removal for misconduct.

Notes:

¹ Ceased to hold office on 27 January 2016

² Ceased to hold office 29 on October 2015

³ Resigned on 5 August 2015

⁴ Appointed 4 October 2015 and resigned 27 January 2016

⁵ Appointed 27 January 2016

⁶ Appointed as a Director on 27 January 2016

No directors or executive options were exercised during the year ended 30 June 2016 (2015: nil)

Notes:

¹ Ceased to hold office on 27 January 2016

² Ceased to hold office 29 on October 2015

³ Resigned on 5 August 2015

⁴ Appointed 4 October 2015 and resigned 27 January 2016

⁵ Appointed 27 January 2016

⁶ Appointed as a Director on 27 January 2016

All equity transactions with key management personnel other than those arising from the exercise of compensation options have been entered into under terms and conditions no more favourable than those the Consolidated Entity would have adopted if dealing at arm’s length. In the tables above “Net Change Other” represents sales of shares by a company associated with Mr McColly through a blind trust that Mr McColly has no control over.

No loans have been granted to key management personnel during the current or prior year.

There were no transactions with key management personnel or their related parties during the current or prior year other than those mentioned above.

The Company’s performance is reflected in the movement in the Company’s earnings/(loss) per share (EPS) over time. The graph below shows Samson Oil & Gas Limited’s basic EPS history for the past five years, including the current period as well as the average share price quoted from the ASX.

EPS for the years ended 30 June 2016, 2015, 2014, 2013 and 2012 has been measured based on the net (loss)/profit as calculated by the application of Australian Accounting Standards.

This concludes the remuneration report, which has been audited

CORPORATE STRUCTURE

Samson Oil & Gas Limited is a Company limited by shares that is incorporated and domiciled in Australia.

EMPLOYEES

The Consolidated Entity employed 9 employees at 30 June 2016 (2015: 9 employees).

LIKELY DEVELOPMENTS AND EXPECTED RESULTS

The likely developments of the Consolidated Entity during the next financial year involve the ongoing principal activities of oil and gas exploration, development and production in the United States of America.

The Consolidated Entity plans to pursue three objectives:

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS

Other than the changes mentioned above in the operating review or below in significant events after balance date, there has not been any matter or circumstance that has occurred during the year or that has arisen since the end of the financial year that has significantly affected, or may significantly affect:

ENVIRONMENTAL REGULATIONS AND PERFORMANCE

The Consolidated Entity has various permits and licenses to operate in different states within the United States of America.

The Consolidated Entity is not subject to any significant environmental regulation under Australian Commonwealth or State law.

There have been no significant known breaches of the Consolidated Entity’s licence or permit conditions during the year ended 30 June 2016.

DIRECTORS’ MEETINGS - outstanding

The numbers of meetings of the Company’s board of Directors and of the Audit Committee held during the year ended 30 June 2016, and the numbers of meetings attended by each director were:

*** Not a member of the Audit Committee or Compensation Committee

INDEMNIFICATION AND INSURANCE OF DIRECTORS

During the financial year, the Consolidated Entity incurred a premium of $100,000 (2014: $128,277) to insure Directors and officers of the Consolidated Entity.

The liabilities insured include costs and expenses that may be incurred in defending civil or criminal proceedings that may be brought against the officers in their capacity as officers of the Consolidated Entity, and any other payments arising from liabilities incurred by the officers in connection with such proceedings. This does not include such liabilities that arise from conduct involving a wilful breach of duty by the officers or the improper use by the officers of their position or of any information to gain advantage for themselves or someone else or to cause detriment to the Company. It is not possible to apportion the premium between amounts relating to insurance against legal costs and those relating to other liabilities.

INDEMINFICATION AND INSURANCE OF AUDITORS

The terms of engagement of Samson’s external auditor includes an indemnity in favour of the external auditor. This indemnity is in accordance with RSM Australia Partner’s standard Terms of Business and is conditional upon RSM Australia Partner’s acting as external auditor. Samson has not otherwise indemnified or agreed to indemnify the external auditors of Samson at any time during the financial year.

CORPORATE GOVERNANCE

The Directors of Samson Oil & Gas Limited aspire to maintain the standards of corporate governance appropriate to the size of the Company. The Company’s corporate governance statement is contained within the next section of this report.

AUDIT COMMITTEE

The members of the Audit Committee during the year, prior to the end of their tenure were Dr Victor Rudenno, Dr DeAnn Craig, Mr Eugene McColley (prior to his resignation) and Mr Keith Skipper. Dr Hill and Mr Channon have been members of the audit committee since their appointment on 27 January 2016.

See detail under Directors Meetings for details of Audit Committee meetings attended by the Directors.

SIGNIFICANT EVENTS AFTER THE BALANCE DATE

There are no matters or circumstances that has arisen since 30 June 2016 that has significantly affected, or may significantly affect:

PROCEEDINGS ON BEHALF OF THE COMPANY

No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the company, or to intervene in any proceedings to which the company is a party for the purpose of taking responsibility on behalf of the company for all or part of those proceedings.

NON-AUDIT SERVICES

The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor’s expertise and experience with the Company are important.

No non-audit services were provided by RSM Australia Partners (the Company’s auditors for the year ended 30 June 2016) during the current year.

OFFICERS OF THE COMPANY WHO ARE FORMER PARTNERS OF RSM AUSTRALIA PARTNERS

There are no officers of the company who are former partners of RSM Australia Partners.

AUDITOR INDEPENDENCE

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 22.

AUDITOR

RSM Australia Partners continues in office in accordance with section 327 of the Corporations Act 2001.

This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the Corporations Act 2001 .

Signed in accordance with a resolution of the Board of Directors.

/s/ Terence Barr

Terence M. Barr

Director

Denver, Colorado

29 September 2016

AUDITORS INDEPENDENCE DECLARATION

RSM Australia Partners

8 St Georges Terrace Perth WA 6000

GPO Box R1253 Perth WA 6844

T +61 (0) 8 9261 9100

F +61 (0) 8 9261 9111

www.rsm.com.au

AUDITOR’S INDEPENDENCE DECLARATION

As lead auditor for the audit of the financial report of Samson Oil & Gas Limited for the year ended 30 June 2016, I declare that, to the best of my knowledge and belief, there have been no contraventions of:

THE POWER OF BEING UNDERSTOOD

AUDIT | TAX | CONSULTING

RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.

RSM Australia Partners ABN 36 965 185 036

Liability limited by a scheme approved under Professional Standards Legislation

CORPORATE GOVERNANCE STATEMENT

Samson Oil & Gas Limited (“the Company”) and the board are committed to achieving and demonstrating the highest standards of Corporate Governance. The Board continues to review the framework and practices to ensure they meet the interests of shareholders. The Company and its controlled entities together are referred to as the Consolidated Entity in this statement.

A description of the Consolidated Entity’s main corporate governance practice is set out below. All these practices, unless stated otherwise, were in place for the entire year. They comply with the 2013 ASX Corporate Governance Principles and Recommendations.

Principle 1 – Lay solid foundations for management and oversight.

The relationship between the board and senior management is critical to the Consolidated Entity’s long term success. The Directors are responsible to the shareholders for the performance of the Consolidated Entity in both the short and longer term and seek to balance often competing objectives in the best interests of the Consolidated Entity as a whole. Their focus is to enhance the interests of the shareholders and other key stakeholders and to ensure the Consolidated Entity is properly managed.

The responsibilities of the Board include:

Management is responsible for implanting the Board’s strategy and objectives within the risk framework established by the Board. Management is also responsible for providing the Board with accurate, timely and clear information in order to enable the Board to perform its responsibilities as outlined above.

The Board Charter, available on the Company’s website, recognizes and acknowledges that the Board acts on behalf of the shareholders and is accountable to the shareholders. The Board seeks to identify the expectations of the shareholders, as well as other regulatory and ethical expectations and obligations. In addition, the Board is responsible for identifying areas of significant business risk and ensuring arrangements are in place to adequately manage those risks.

All members of the Board, and in particular non-executive Directors, are entitled to seek independent professional advice, at expense to the entity, when such advice is necessary to allow the Directors to discharge their responsibilities as Directors.

The Company Secretary of the Consolidated Entity plays an important role in supporting the effectiveness of the Board and its Committees. The role of the Company Secretary includes:

The Company Secretary reports directly to the Board through the Chairman and is accessible to all directors.

The Board is responsible for the removal and appointment of the Company Secretary.

The Board had not formalised a Diversity Policy due to the size of the Company, however the Company is committed to diversity and recognises the benefits arising from employee and board diversity and the importance of benefiting from all available talent. The Company operates a strictly non-discriminatory employment policy under which employees are recruited and promoted on the basis of merit alone without regard to gender, age, race, cultural background or ethnicity.

As a matter of record, the Consolidated Group currently employs 2 women fill-time and one part time (out of a total staff of 9), including Ms Robyn Lamont the Company’s Chief Financial Officer. In addition, Dr DeAnn Craig is one of three non-executive directors of the company.

The company undertakes comprehensive reference checks prior to appointing a director, or putting that person forward as a candidate to ensure that person is competent, experienced , and would not be impaired in any way from undertaking the duties of dire c tor . The company provides relevant information to shareholders for their consideration about the attributes of candidates together with whether the Board supports the appointment or re-elect i on .

Although the process has not been formalised, the Board of Directors regularly reviews its performance, the performance of senior executives and the entity’s performance against goals periodically set. The most recent review happened in April 2015.

The terms of the appointment of a non-executive director , execu t ive directors and senior executives are agreed upon and set out in writing at the time of appointment.

Principle 2 – Structure the Board to add value

The board operates in accordance with the broad principles set out in its charter which is available from the corporate governance information section of the company’s website at www.samsonoilandgas.com. The charter details the board’s composition and responsibilities.

Board composition

The charter states:

The board seeks to ensure that:

Directors’ Independence

The board has adopted specific principles in relation to Directors’ independence. These state that when determining independence, a director must be a non-executive and the board should consider whether the director:

“Materiality” for these purposes is determined on a qualitative basis. A transaction of any amount or a relationship is deemed material if knowledge of it may impact the shareholders’ understanding of the director’s performance.

Recent thinking on corporate governance has introduced the view that a director’s independence may be perceived to be impacted by lengthy service on the board. To avoid any potential concerns, the board has determined that a director will not be deemed independent if he or she has served on the board of the Company for more than ten years. The board continues to monitor developments on this issue.

The board assess independence each year. To enable this process, the Directors must provide all information to the Chief Financial Officer that may be relevant to the assessment.

Board members

Details of the members of the board, their experience, expertise, qualifications, term of office and their independent status are set out in the Directors report under the heading “Directors”. At the date of signing the Directors’ report, there is one executive director and three non-executive Directors. All non-executive Directors are deemed to be independent.

The Board's skills matrix indicates the mix of skills, experience and expertise that are considered necessary at Board level for optimal performance of the Board. The matrix reflects the Board's objective to have an appropriate mix of industry and professional experience including skills such as leadership, governance, strategy, finance, risk, IT, HR, policy development, international business and customer relationship. External consultants may be brought it with specialist knowledge to address areas where this is an attribute deficiency in the Board.

Although not formally documented, the Board feels that it has the appropriate mix of skills and diversity to appropriately perform its duties and obligations.

New directors undertake an induction program coordinated by the Company Secretary that briefs and informs the director on all relevant aspects of the company's operations and background. A director development program is also available to ensure that directors can enhance their skills and remain abreast of important developments.

Term of office

The Company’s Constitution specifies that all non-executive Directors appointed during the year, automatically retire at the next annual general meeting (“AGM”) and are eligible for re-election at that general meeting. Any director that has been appointed during the year and is subject to automatic retirement at the AGM is not taken into account in the automatic retirement of one third of the Directors as detail below.

At each AGM:

(a) one third (or if that is not a whole number, the whole number nearest to one third) of the Directors who are not:

(b) any Director who would, if that Director remained in office until the next AGM, have held that office for more than 3 years must retire from office and is eligible for re-election.

Chair and Chief Executive Officer

The Chair is responsible for leading the board, ensuring Directors are properly briefed in all matters relevant to their role and responsibilities, facilitating board discussions and managing the board’s relationship with the Company’s senior executives. In accepting the position, the Chair has acknowledged that it will require a significant time commitment and has confirmed that other positions would not hinder his effective performance in the role of Chair.

The CEO is responsible for implementing the Consolidated Entity’s strategies and policies. The board charter specifies that these are separate roles to be undertaken by separate people. The CEO role is performed by the Managing Director.

Commitment

The board held 25 meetings (including those held by circulating resolution) during the year. The number of meetings of the Company’s board of Directors and of each board committee held during the year ended 30 June 2016, and the number of meetings attended by each director is disclosed on page 19.

It is the Company’s practice to allow its non-executive Directors to accept appointments outside the Company with prior written approval of the board. No appointments of this nature were requested during the year.

Prior to appointment or being submitted for re-election, each non-executive director is required to specifically acknowledge that they will have and continue to have the time available to discharge their responsibilities to the Company.

Board committees

The board has established an Audit Committee to assist in the execution of the supervision of the audit by the Board. Effective 28 July 2011, the Board also formed a Compensation Committee to assist in the Board in its responsibility in relation to the compensation of the Consolidated Entity’s executive officers and Directors.

Audit Committee

The Audit Committee consists entirely of independent Directors. Dr DeAnn Craig, Mr. Keith Skipper, Mr Eugene McColley (prior to his resignation) and Dr Victor Rudenno were members of the Audit Committee prior to their tenure as Directors ceasing. Mr Channon and Dr Hill are the current members of the Audit Committee and have been since their appointment to the Board on 27 January 2016. Both are deemed to be independent Directors. The Audit Committee operates in accordance with a formal written charter, a copy of which is available on the Company’s website. This committee oversees, reviews and acts on reports to the board on various auditing and accounting matters, selects the independent auditors and oversees the scope of annual audits, fees to be paid to the independent auditors, the performance of the independent auditors and our accounting practices. In addition, the Audit Committee oversees the Company’s compliance programs relating to legal and regulatory requirements.

It is the board’s responsibility to ensure that an effective internal control framework exists within the entity. This includes internal controls to deal with both the effectiveness and efficiency of significant business processes. This also includes the safeguarding of assets, the maintenance of proper accounting records, and the reliability of financial information.

Nomination Committee

The Company has a Nomination Committee; however the Board as a whole review the qualifications of any new board member and approve new appointments due to the size of the Board and the Company’s operations.

Principle 3 – Act ethically and responsibly

Code of Conduct

The Company has developed a Code of Conduct (“the Code”) which has been fully endorsed by the board and applies to all Directors and employees. The Code is regularly reviewed and updated as necessary to ensure it reflects the highest standards of behaviour and professionalism and the practices necessary to maintain confidence in the Consolidated Entity’s integrity and to take into account legal obligations and reasonable expectations of the Company’s stakeholders.

In summary, the Code requires that at all times all Company employees will:

The Consolidated Entity also has an Insider Trading Policy which outlines the appropriate times for the purchase and sale of the Company’s securities by Directors and employees. The purchase and sale of Company securities by Directors and employees is only permitted during non-black out periods. Black out periods are defined in the Company’s Insider Trading Policy. Any transactions undertaken must be notified to the CEO or CFO prior to being entered into.

The Code and the Company’s trading policy is discussed with each new employee. Further training is periodically provided and all employees are asked to sign an annual declaration confirming their compliance with the Code and trading policy.

The Code requires employees who are aware of unethical practices with the Consolidated Entity or breaches of the Company’s trading policy to report these using the Company’s whistleblower program.

The Directors are satisfied that the Consolidated Entity has complied with its policies on ethical standards, including trading in securities.

A copy of the Code and the Insider Trading Policy are available on the Company’s website.

Principle 4 – Safeguard integrity in corporate reporting

Audit Committee

The Audit Committee consists entirely of independent Directors. Dr DeAnn Craig, Mr. Keith Skipper, Mr Eugene McColley (prior to his resignation) and Dr Victor Rudenno were members of the Audit Committee prior to their tenure as Directors ceasing. Mr Channon and Dr Hill are the current members of the Audit Committee and have been since their appointment to the Board on 27 January 2016. Both are deemed to be independent Directors.

Details of these Directors’ qualifications and attendance at Audit Committee meetings are set out in the Directors report on pages 2-5 and 19.

All members of the Audit Committee are financially literate and have an appropriate understanding of the oil and gas industry. Dr Hill is deemed to be the financial expert.

The Audit Committee operates in accordance with a charter which is available on the Company’s website. The main responsibilities of the committee are to review and make recommendations to the Board in relation to:

Prior to approving the Consolidated Entity’s financial statements for a financial period, the Audit Committee receives a declaration from the CEO and CFO that, in their opinion, the financial records of the Consolidated Entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity. The CEO and CFO also certify that the opinion has been formed on the basis of sounds system of risk management and internal control which is operating effectively.

In fulfilling its responsibilities, the Audit Committee:

The Audit Committee has authority, within the scope of its responsibilities, to seek any information it requires from any employee or external party.

External auditors

The Company’s and Audit Committee’s policy is to appoint external auditors who clearly demonstrate quality and independence. The performance of the external auditor is reviewed annually and applications for tender of external audit services are requested as deemed appropriate, taking into consideration assessment of performance, existing value and tender costs. The external audit was put to tender in 2008 with PricewaterhouseCoopers being appointed external auditors in October 2008.

The external audit was put to tender again in 2014 and RSM Australia Partner’s was appointed external auditors in November 2014.

An analysis of fees paid to the external auditors, including a break-down of fees for non-audit services, is provided in the Directors’ report and in note 21 to the financial statements. It is the policy of the external auditors to provide an annual declaration of their independence to the Audit Committee.

The external auditor will attend the AGM and be available to answer shareholder questions about the conduct of the audit and the preparation and content of the audit report.

Principle 5 - Make timely and balanced disclosures

The Company recognises the importance of ensuring its continuous disclosure requirements are met, and maintains a written policy that outlines the responsibilities relating to the directors , officers and employees in c omplying with the company ' s d i sclosure obligations. Where any su c h person is of any doubt as to whether they possess i nformation that could be class i fied as market sensitive, they are required to notify the Company Secretary immediately in the first instance. The Company Secretary is required to consult with the CEO in relation to matters brought to his or her attention for potential announcement .

The Company Secretary has been nominated as the person responsible for communications with the Australian Securities Exchange (“ASX”). This role includes responsibility for ensuring compliance with the continuous disclosure requirements in the ASX Listing Rules and overseeing and co-ordinating information disclosure to the ASX, analysts, brokers, shareholders, the media and the public.

All announcements and presentations made by the Consolidated Entity, are prepared by management and reviewed and authorised by the Board prior to being released. The authorisation process in place seeks to ensure that announcements made are factual, complete, balanced and expressed in a clear and objective manner that allows investors to assess the impact of the information when making investment decisions.

Principle 6 – Respect the rights of security holders

The Consolidated Entity actively seeks to provide its security holder appropriate information and facilities to allow them to exercise their rights as security holders effectively. This includes:

Detailed information with respect to the Directors and Executives of the Consolidated Entity is included on the Consolidated Entity’s website: www.samsonoilandgas.com. The following information is also available on the Consolidated Entity’s website:

All information disclosed to the ASX is posted on the Company’s website as soon as it is disclosed to the ASX. When analysts are briefed on aspects of the Consolidated Entity’s operations, the material used in the presentation is released to the ASX and posted on the Company’s website. Procedures have also been established for reviewing whether any price sensitive information has been inadvertently disclosed and, if so, this information is also immediately released to the market.

The Company actively promotes communication with shareholders through a variety of measures, including the use of the Company’s website and email. The Company’s reports and ASX announcements may be viewed and downloaded from its website: www.samsonoilandgas.com or the ASX website: asx.com.au under ASX code “SSN”. The Company also maintains an email list for the distribution of the Company’s announcements via email in a more timely manner.

The Consolidated Entity also welcomes communication and feedback from its security holders. The Consolidated Entity’s website contains information in order to enable security holders to contact the Directors or Management via email, phone or mail. The Consolidated Entity also makes time available at the Annual General Meeting for questions from security holders and holds meeting with security holders at other times as necessary.

From 30 June 2009, shareholders could elect whether or not they wished to receive a hard copy of the Annual Report. A copy of the Annual Report is sent to all shareholders who elected to receive one. All shareholders receive the Notice of Meeting for the Company’s Annual General Meeting.

Principle 7- Recognise and manage risk

The board, through the Audit Committee, is responsible for ensuring there are adequate policies in relation to risk management, compliance and internal control systems. A separate Risk Committee has not been established. The Company believes that the regular communication between senior management and the board ensures that risks are identified and dealt with, when appropriate, in a timely manner.

The Board and the Audit Committee are responsible for:

Each year, the Board performs a review of the Consolidated Entity’s fraud risk environment and makes any recommendations necessary to management to decrease fraud risk. No recommendations were made during the current years review.

Considerable importance is placed on maintaining a strong control environment. There is an organisation structure with clearly drawn lines of accountability and delegation of authority. Adherence to the Code of Conduct is required at all times and the board actively promotes a culture of quality and integrity.

The Consolidated Entity has outsourced its internal audit function to an accounting firm in the United States unrelated to its external auditors. This internal audit function assists the Consolidated Entity with its internal controls by bringing a systematic, disciplined approach to evaluating and continually improving the effectiveness of its risk management and internal control processes.

Environmental Risk System

The Company recognises the importance of environmental risk management and is committed to the highest level of sound environmental management. The Company has established best practice environmental policies for those fields that it operates and seeks to ensure the operators of its non-operated properties operate in an environmentally sound manner.

Principle 8 – Remunerate fairly and responsibly

A Compensation Committee was formed on 28 July 2011. The Compensation Committee Charter can be found on the Consolidated Entity’s website. The Compensation Committee is chaired by an independent director.

The Compensation Committee is responsible for determining and reviewing compensation arrangements for the Directors. Further detail in relation to the Company’s remuneration policies can be found in the Remuneration Report included within the Directors’ Report.

Members of the senior executive team sign a formal employment contract at the time of their appointment covering a range of matters including their duties, rights, responsibilities and any entitlements on termination. The standard contract refers to a specific formal job description.

Further information on Directors’ and executives’ remuneration, including principles used to determine remuneration, is set out in the Directors’ report under the heading “Remuneration report”.

The board also assumes responsibility for overseeing management succession planning.