pg. 169 Corporate Governance Report Integrated Annual Report 2025 CONTINUING EDUCATION AND DEVELOPMENT The Board recognises that Directors play a pivotal role in setting the strategic direction and overseeing the operations of the REIT. In this regard, continuous education and professional development are essential to ensure that Directors remain abreast of emerging industry developments, evolving regulatory requirements and best governance practices. Directors regularly participate in training programmes, briefings and seminars relevant to their roles and responsibilities. COMPETENCIES AND SKILL SET Members of the Board and Senior Management are expected to possess the requisite knowledge, skills, competencies, experience and professional attributes necessary to effectively discharge their duties and responsibilities. This includes relevant industry expertise, leadership capabilities, integrity and sound judgement, in line with the Fit and Proper Policy. The Board maintains an appropriate mix of skills and experience to support effective oversight and decisionmaking. The key competencies expected of Directors are summarised as follows: AREAS COMPETENCIES Knowledge and Understanding of the Business/ Industrial Strategies • Experience in planning and developing corporate strategies for growth, assessing business performance, investment and financial decisions • Operates or has relevant industry experience in operating businesses • Competent and skillfull in financial aspects of running a business including the ability to read, analyse and interpret financial statements Corporate Governance, Risk Management and Internal Controls • Working knowledge on duties and responsibilities of the Board, Board Committees and Directors • Hands-on experience in the fields of governance, risks and controls • Ability to understand, interpret and effectively apply legislative and regulatory changes • Knowledge on legal, regulatory and business requirements in other countries/ regions in which the REIT operates MANAGING CONFLICT OF INTEREST The Manager has established policies requiring Directors, officers and employees to avoid situations in which personal interests may conflict, or appear to conflict, with the interests of the REIT. This applies in dealings with suppliers, customers and other third parties, as well as in the conduct of personal affairs, including transactions in securities of the Manager and any affiliated or non-affiliated entities. Any Director who has, whether directly or indirectly (including through his or her spouse or children), an interest in a matter being considered by the Board is required to disclose the nature and extent of such interest to the Board. Such disclosure shall be recorded in the minutes of the relevant Board meeting. Upon such disclosure: I. the Director concerned shall abstain from participating in the deliberation and decision-making process in respect of the matter; II. the Director shall be disregarded for the purpose of constituting a quorum for that particular matter; and III. the validity of any act or proceeding of the Board shall not be affected by any inadvertent non-compliance with these provisions. These measures are intended to ensure transparency, accountability and integrity in the Board’s decision-making process. BOARD REMUNERATION The Board acknowledges that the Malaysian Code on Corporate Governance 2021 (“MCCG 2021”) emphasises the importance of a remuneration framework that is structured, transparent and aligned with the REIT’s strategic objectives, and which supports long-term value creation. The Manager has in place policies and procedures governing Directors’ remuneration. The objective is to ensure that remuneration levels are sufficient to attract, retain and motivate Directors with the appropriate expertise and experience required to support the achievement of the REIT’s long-term objectives. In determining the remuneration structure, due consideration is given to factors such as the complexity of the REIT’s business, its financial performance, the scope of responsibilities undertaken by the Directors, their experience, commitment and contribution, as well as prevailing market benchmarks. The remuneration framework is designed to reflect merit, qualifications and competencies, while taking into account the REIT’s operating results, individual performance and comparable industry data. CORPORATE GOVERNANCE OVERVIEW STATEMENT
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