corporate governance overview statement INTERNAL AUDIT FUNCTION Matrix’s internal audit funcঞon (“IAF”) is supported by Wensen Consulঞng Asia (M) Sdn Bhd, an independent external firm that provides addiঞonal resources to augment the Company’s IAF, providing an addiঞonal check and balance mechanism to strengthen the integrity of Matrix’s internal audit processes. The IAF executes its work scope based on a defined audit plan that is approved by the AC. The IAF provides independent, regular and systemaঞc reviews of the internal control, risk management and governance processes within the Group. The Head of the IAF reports to the Audit Commiee towards ensuring the independence of the internal audit process. In FY2025, the IAF, as per the approved audit plan carried out all audit assignments with findings reported to the AC. Total costs incurred for the internal audit funcঞon for FY2025 was RM643,358. Further details of the acঞviঞes of the risk management and internal audit funcঞon are set out in the Audit Commiee Report and the Statement on Risk Management and Internal Control in this IAR2025. RISK MANAGEMENT & INTERNAL RISK CONTROL FRAMEWORK The Board maintains oversight on risk via its RMC. Group risks, be it financial, operaঞonal, external or strategic risks is idenঞfied and miঞgated by a robust internal risk management framework. The framework is designed to idenঞfy, evaluate, control, monitor and report the principal risks encountered by the Group on a regular basis. The RMC is responsible for implemenঞng risk management policies and strategies approved by the Board. It monitors and manages the principal risk exposures by ensuring that Management has taken the necessary steps to miঞgate such risks and recommends acঞon where necessary. The RMC reports to the Board at least twice a year. The Group’s risks and miঞgaঞon measures as well as its impact and linkages to material topics and business strategy have been provided in this IAR2025. Further details on the key features of the risk management framework and the RMC are given in the Statement on Risk Management and Internal Control of this IAR2025. The Board is of the view that the system of internal control and risk management in place is sound and sufficient to safeguard the Group’s assets, as well as shareholders’ investments, and the interests of customers, regulators, employees and other stakeholders. RELATED PARTY TRANSACTIONS The directors recognise that they have to declare their respecঞve interests in transacঞons or conflicts of interests with the Company and the Group, and abstain from deliberaঞon and voঞng on the relevant resoluঞon in respect of such transacঞons at the Board or at any general meeঞngs convened to consider the maer. The Board of Directors perform their annual declaraঞon of conflicts of interests if any. All related party transacঞons are reviewed as part of the annual internal audit plan, and the AC reviews any related party transacঞon and conflict of interest situaঞon that may arise within the Group including any transacঞon, procedure or course of conduct that causes quesঞons of management integrity to arise. PRINCIPLE C: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS STAKEHOLDER RELATIONSHIP AND COMMUNICATION Stakeholder management and communicaঞon remains a fundamental aspect of Matrix’s approach to corporate governance. The views, perspecঞves and interests of external and internal stakeholders are conঞnuously considered and where relevant incorporated into the Group’s overall approach to value creaঞon. The Group conঞnues to embrace the challenges as well as the opportuniঞes that arise from the diversity of viewpoints derived from stakeholders; as well as the challenge of balancing these perspecঞves across the short, medium and long-term perspecঞves. The Group conducts materiality assessment survey with its stakeholders to gauge their perspecঞves and expectaঞons with insights derived from this exercise used to guide sustainability and business and / or operaঞonal strategies. Informaঞon on the Group’s main stakeholders, their interests and concerns as well as the Group’s strategic efforts to engage these stakeholders are provided in the Sustainability Report 2025. Stakeholders engaged in Materiality Assessment include shareholders, the investor community, the media, customers, suppliers and the community at large throughout the financial year. We conঞnue to enhance and improve our stakeholder engagement efforts. 125 MATRIX CONCEPTS HOLDINGS BERHAD INTEGRATED ANNUAL REPORT 2025 06 OUR GOVERNANCE
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