pg. 187 Corporate Governance Report Integrated Annual Report 2025 BOARD NOMINATION AND REMUNERATION COMMITTEE REPORT During the financial year, the meetings held are as follows: NO BNRC MEMBERS DATE OF MEETINGS 22 JUL 2025 15 AUG 2025 25 NOV 2025 1 Abdullah bin Abu Samah (Redesignation w.e.f. 4 August 2025) √ √ √ 2 Ong Li Lee (Appointed w.e.f. 4 August 2025) √ √ 3 Shamsul Anuar bin Abdul Majid (Resigned w.e.f. 31 March 2026) √ √ √ Roles and Responsibilities Notwithstanding the duties assigned to it by law and other duties which may be assigned thereto by the Board, the BNRC shall have the following basic responsibilities: • With respect to Remuneration: a) Recommend to the Board the policy for the remuneration of the REIT’s Directors. b) Determine the total individual remuneration package of the CEO/Executive Director, including bonuses, share-based incentive awards, and other elements of their remuneration. c) Determine and recommend the Key Performance Indicators and/or performance scorecard for the CEO and the REIT. d) Ensures compliance with the Remuneration package is competitive and complies with the remuneration Policy that was approved and ratified by the unitholders. The policy is available through the corporate web page of the REIT. • With respect to Nominations a) Regularly review the structure, size and composition (including the skills, experience, independence, knowledge, and diversity, including gender) of the Board and make recommendations to the Board regarding any changes that are deemed necessary. b) Keep under review the leadership needs of the organisation, both executive and non-executive, with a view to ensuring the continued ability of the organisation to compete effectively in the marketplace. • With respect to Appointments to the Board a) Assess the qualifications, background knowledge, and experience necessary to sit on the Board, defining, accordingly, the duties and qualifications required of the candidates to fill each vacancy, according to the Fit and Proper Policy that is available through the corporate web page of the REIT. b) Consider possible candidates to fill vacancies for the position of director, provided that the BNRC may as well independently search for and consider alternative candidates for such position. Such Directors are, for the avoidance of doubt, to be appointed upon a decision of the shareholder of the Manager. c) Examine or organise, in the manner it deems appropriate, the succession of the Chairman and CEO and, if appropriate, make proposals to the Board for such succession to take place in an orderly and wellplanned manner. d) Ensure that due diligence is carried out on the candidate for directorship and CEO to ensure compliance with the regulatory requirements set by the Authorities. e) Ensure compliance with Bursa Malaysia’s requirement towards 30% female presence on the Board by the year 2027.
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