Alterity Therapeutics Limited Corporate Governance Statement 30 June 2023 This Corporate Governance Statement of Alterity Therapeutics Limited (the "Company") is prepared in accordance with ASX Listing Rule 4.10.3. It is

Alterity Therapeutics Limited

This Corporate Governance Statement

of Alterity Therapeutics Limited (the "Company") is prepared in accordance with ASX Listing Rule 4.10.3. It is for the financial

year ended 30 June 2023 and is accurate and up to date as at 31 August 2023 and has been approved by the Board.

Principle 1: Lay solid foundations for management and oversight

Principle 2: Structure the Board to add value

Principle 3: Act ethically and responsibly

Principle 4: Safeguard integrity in corporate reporting

Principle 5: Make timely and balanced disclosure

Principle 6: Respect the rights of shareholders

Principle 7: Recognise and manage risk

Principle 8: Remunerate fairly and responsibly

The Board and Management of the Company

are committed to maintaining high standards of ethics, integrity and statutory compliance in all Company dealings, and all dealings of

its controlled entities, collectively referred to as the "Group".

The Corporate Governance Statement describes the Company's Corporate Governance

Framework in accordance with the ASX Corporate Governance Council's Corporate Governance Principles and Recommendations (4th Edition) published on 27 February 2019 ("the ASX Principles and Recommendations"), by reference to each of the stated

principles. The Corporate Governance Statement identifies where certain recommendation were not followed for the entire reporting

The Corporate Governance Statement complements,

and should be read in conjunction with, information contained in the Company's Annual Report and governance documents, which are

available on the Company's website at alteritytherapeutics.com.

Principle 1: Lay solid foundations

for management and oversight

The Board is responsible for the overall

governance, management and strategic direction of the Company. The responsibilities of the Board are described in the Board Charter, which

is available at alteritytherapeutics.com/investors/corporate-governance. Management is responsible for the day-to-day operation of the

Company, which it undertakes within a framework of specific delegated authority and approval limits.

The Board undertakes appropriate

checks before appointing a person as a Director, or putting forward to shareholders a candidate for election as a Director. The Company

provides shareholders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a

director. The Company has a written agreement with each Director and senior executive setting out the terms of their appointment.

All Directors have access to the Company

Secretary, who is appointed and dismissed by the Board. The Company Secretary is accountable to the Board, through the Chair, on all governance

matters and the proper functioning of the Board.

The Board considers the ongoing development

and improvement of its own performance, the performance of Board committees and individual directors and as critical to effective governance.

The Board utilises an online, confidential

Board performance review questionnaire as part of its Board performance review. The performance of the Board, Board committees and individual

directors is reviewed at least every year by the Board as a whole, and assists with the review of the current and anticipated future composition

and skills mix of the directors of the Company. A performance review as described above occurred during the reporting period.

Performance of Executives

The performance of each executive is

formally assessed each year and reviewed by the Remuneration Committee and the Board. Details are contained in the Remuneration Report,

which is included in the Annual Report available at alteritytherapeutics.com/investors/financial-information.

The Company values diversity amongst

its personnel and the valuable contribution that diversity can make to the Company.

The Company is an equal opportunity

employer and aims to recruit staff at all levels from as diverse a pool of qualified candidates as reasonably possible based on their

skills, qualifications, and experience. Executive and Board positions are filled by the best candidates available without bias or discrimination.

that multicultural diversity and other diversity factors are equally important as gender diversity within the organisation. The Board

has not set measurable objectives with regard to gender diversity as the Board is currently satisfied with the level of diversity within

the Company, noting the very small number of personnel in the organisation.

The Company will articulate and disclose

diversity objectives during the 2024 financial year.

Gender diversity of the Company's workforce at 30 June 2023 appears in the

The Company is below the threshold of 100 employees for reporting

under the Workplace Gender Equality Act 2012.

Principle 2: Structure the Board

As noted in response to Principle

1: Lay solid foundations for management and oversight' above, the Board operates in accordance with its charter which is available

at alteritytherapeutics.com/investors/corporate- governance.

It is Board policy that a majority of

Non-Executive Directors, including the Chairman, should be independent and free of any relationship that may conflict with the interests

Each Director is required to provide

advance notice of any actual or potential conflict of interest relating to business planned to be considered by

Skills, experience, expertise of each director

As noted in response to Principle 1

above, the Board annually reviews its own composition, skills and capability. The Company encourages and supports directors to maintain

and expand their own professional development consistent with the needs of the Company. The Company has a programme for inducting new

Details of each current Director's

skills, experience and expertise is set out in the directors' report along with the term of office held by each of the directors and whether

the Company considers the director to be independent.

The Board skills and experience matrix

reflect the skills and experience of the Directors in office at the date of this report.

The Board has established Board Committees

to provide for more detailed analysis of key issues and interaction with Management. Each Committee reports its recommendations to the

next Board meeting. The current Committees are:

The charter for each Committee

is available within the Board Charter at alteritytherapeutics.com/investors/corporate-governance.

The Audit Committee comprises at least two members, both

of whom are independent Non-Executive Directors, and it is chaired by an independent Director who is not the Chair of the Board.

The role of the Audit Committee is to assist and advise the

Board on matters relating to:

The CEO attends Audit Committee meetings by invitation.

Remuneration Committee

The Remuneration Committee comprises at least two members,

all of whom are independent Non-Executive Directors, and it is chaired by an independent Director who is not the Chair of the Board.

The primary role of the Remuneration Committee is to assist

and advise the Board on matters relating to:

The CEO attends Remuneration Committee meetings by invitation

Attendance at meetings and engagement with the business

Details of the number of scheduled meetings of the Board

and each standing Committee during the year, and each Director's attendance at those meetings, are set out in the Directors'

Report contained in the Annual Report, available at alteritytherapeutics.com/investors/financial-information.

Every Director has a standing invitation to attend any Committee

meeting and to receive Committee papers.

Independent professional advice and access to Company

As specified in the Board Charter and