MISC BERHAD INTEGRATED ANNUAL REPORT 2025 08 09 10 01 02 03 04 05 06 07 12 13 SEC 11 GOVERNANCE 10 172 www.miscgroup.com 173 www.miscgroup.com #deliveringProgress As governance forms one of the key pillars that uphold MISC’s Sustainability Strategy, the Board advocates the alignment of MISC’s Corporate Governance (CG) practices with the Companies Act 2016, the Main Market Listing Requirements (MMLR) of Bursa Malaysia Securities Berhad (Bursa Securities), and the best practice recommendations of the Malaysian Code on Corporate Governance (MCCG). This CG Overview Statement provides insights into MISC’s governance approach and practices during the financial year ended 31 December 2025. It should be read together with the CG Report 2025, available on the Company's corporate website at www.miscgroup.com. The Statement outlines how MISC applies the three (3) key principles of the MCCG. OUR CORPORATE GOVERNANCE FRAMEWORK MISC’s CG framework provides clear structures for accountability, oversight, and decision-making across the Group. Supported by the Board Charter, the Terms of Reference for each Board Committee, and the MISC Limits of Authority (LOA), it serves as the foundation for effective governance and operational integrity. Stakeholders Customers Employees Community Shareholders Environment Regulators President & Group CEO Board Sustainability & Risk Committee Board Audit Committee Board Nomination & Remuneration Committee Board of Directors Executive Leadership Team Business Segments • Gas Assets & Solutions • Petroleum & Products • Offshore • Marine Services • Maritime Education & Training • New Energy & Decarbonisation Group Internal Audit External Audit Management Risk Committee* Management Audit Committee^ People Development Committee^ HSSE & Sustainability Council* Divisions • Group Finance • Group Strategy & Sustainability • Human Resource • Group Legal • Group Health, Safety, Security & Environment (HSSE) • Group Strategic Relations & Communications ^ comprises ELT Members only * comprises ELT Members & Senior Management Assurance Providers MISC has adopted all intended outcomes of the MCCG, with four (4) deviations - Practices 8.2 and 13.3, and Step-Up Practices 8.3 and 9.4 - which are explained in detail in the CG Report 2025. The Board established the Executive Leadership Team (ELT) to replace the Management Committee, effective 1 January 2025, with the objective of achieving greater strategic alignment and embedding an enterprise mindset within the Group to help MISC execute its goals with focus and precision towards the MISC 2030 Ambition. The alignment of management structure with the Group’s strategic vision enables MISC to better navigate complexities, sharpen its competitive edge and strengthen the Group’s delivery capacity. MISC’s Marine & Heavy Engineering business, a separately listed entity within the Group, has adopted its own CG framework modelled after MISC’s to uphold consistency and high governance standards. CORPORATE GOVERNANCE OVERVIEW STATEMENT CORPORATE GOVERNANCE OVERVIEW STATEMENT BOARD LEADERSHIP AND EFFECTIVENESS PRINCIPLE A EFFECTIVE AUDIT AND RISK MANAGEMENT PRINCIPLE B INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS PRINCIPLE C
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