076 KIMLUN CORPORATION BERHAD • CORPORATE GOVERNANCE OVERVIEW STATEMENT Board Committees The Board, in discharging its fiduciary duties, may from time to time establish Committees as it considers necessary to assist it in carrying out its responsibilities. The Board has established three (3) Board Committees, namely ARMC, NC and RC, each entrusted with specific tasks and operates within clearly defined terms of reference approved by the Board. The Chairperson of the respective Committee reports to the Board on the outcome of the Committee meetings and such reports or minutes will be included in the Board papers. The last review of terms of reference of ARMC, NC and RC was on 27 November 2025. The respective Board Committees’ terms of reference are available at the Company’s website at https://www.kimlun.com. a. Audit and Risk Management Committee Please refer to pages 90 to 95 of this Annual Report for composition of the ARMC, ARMC meetings held and the activities undertaken by the ARMC in the discharge of its duties during FY2025. b. Remuneration Committee The current composition of the RC is as follows:- Name Designation Directorship Datuk Woon See Chin Chairperson Independent Non-Executive Director Dato’ Ir. Fong Tian Yong Member Independent Non-Executive Director Johar Salim Bin Yahaya Member Independent Non-Executive Director During FY2025, one (1) meeting was held and attended by all the members. The RC reviewed and recommended to the Board the remuneration of the Executive Directors and Senior Management. Please refer to the ensuing section on Directors’ remuneration for further details. The RC has also reviewed and recommended to the Board, the remuneration packages of Non-Executive Directors for shareholders’ approval at the forthcoming Seventeenth AGM. The Director concerned abstained from any discussion on his/her individual remuneration. c. Nomination Committee The current composition of the NC is as follows:- Name Designation Directorship Johar Salim Bin Yahaya Chairperson Independent Non-Executive Director Anita Chew Cheng Im Member Independent Non-Executive Director Bhupendar Singh A/L Sewa Singh Member Independent Non-Executive Director During FY2025, two (2) meetings were held and attended by all the members. Please refer to the sections on Appointment, Election and Re-election, Independence of Director and Board Evaluation and Performance for further details on activities undertaken by the NC in the discharge of its duties during FY2025.
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