MISC BERHAD INTEGRATED ANNUAL REPORT 2025 08 09 10 01 02 03 04 05 06 07 12 13 SEC 11 GOVERNANCE 10 194 www.miscgroup.com 195 www.miscgroup.com #deliveringProgress CONDUCT OF AGM The AGM serves as the primary platform for shareholders to engage directly with the Board, with Senior Management in attendance to provide clarifications where appropriate. It provides an opportunity for open dialogue, constructive discussion, and accountability in the presentation of the Company’s performance and strategic direction. The Chairman plays a pivotal role in facilitating meaningful interaction between shareholders and the Board, encouraging questions and feedback on the Group’s operations, financial performance, and governance practices. Shareholders are strongly encouraged to attend, participate, and exercise their voting rights during the AGM. All queries submitted prior to and during the meeting are addressed comprehensively by the Board and Management, ensuring that shareholders are well informed and that their views are duly considered. MISC convened its AGM 2025 in a fully physical format, allowing shareholders to engage directly with the Board and Management. This setting supported open discussions on the Company’s performance and strategic priorities, while ensuring that shareholders were able to participate, ask questions in person, and exercise their voting rights in a well‑managed and transparent environment. To facilitate smooth proceedings and safeguard the integrity of the meeting, several measures were put in place. Shareholders received clear administrative guidance ahead of the AGM, and an electronic proxy submission option remained available for those unable to attend physically. Structured channels were also provided for shareholders to submit questions prior to the meeting, either via email or through the share registrar’s platform. All questions submitted prior to and during the AGM, including those raised by Permodalan Nasional Berhad (PNB) and the Minority Shareholders Watch Group (MSWG), were addressed by the Chairman and/or President & Group CEO during the meeting. Responses to questions received prior to the AGM were displayed for shareholder’s viewing during the AGM. These arrangements collectively supported orderly conduct, strengthened shareholder participation, and upheld the Company’s commitment to strong governance and information security. Ahead of the formal proceedings, the President & Group CEO provided shareholders with an overview of the Group’s operational and financial performance. For ease of reference and to support transparency, a summary of the questions received together with the corresponding responses has been made available on the Company’s corporate website at www.miscgroup.com. The AGM is scheduled ahead of each new financial year to allow Board members to plan and incorporate it into their annual commitments. In 2025, all nine (9) Board members attended the AGM, together with members of the ELT and the Group’s External Auditors, who were present to address any queries raised by shareholders. The Notice of AGM was issued 28 days before the AGM, in compliance with the recommended 28 days’ notice period of the MCCG and the 21 days’ requirement of the Companies Act 2016. Electronic polling was conducted during the AGM in compliance with the MMLR. To ensure a smooth and informed voting process, the polling procedure was clearly explained to shareholders at the commencement of the meeting. All poll results were verified by the appointed independent scrutineers and subsequently announced by the Chairman during the AGM. The minutes of the AGM were published on the MISC’s corporate website at www.miscgroup.com, within 30 business days of the meeting. AWARDS AND ACCOLADES In 2025, MISC was honoured with the Industry Excellence Award (Transportation & Logistics) at the MSWG’s National CG & Sustainability Awards (NACGSA) 2025. At the National Annual Corporate Report Awards (NACRA) 2025, MISC also received the Silver Award under the Best Sustainability Reporting. These accolades are a testament of MISC’s continuous commitment to enhancing sustainable shareholder value and protecting stakeholders’ interests through sound CG and sustainable practices. This CG Overview Statement is made in accordance with the resolution of the Board of Directors passed on 23 February 2026. CORPORATE GOVERNANCE OVERVIEW STATEMENT INVESTOR RELATIONS AND ENGAGEMENT WITH STAKEHOLDERS The Board places great importance on maintaining open, transparent, and constructive engagement with the investing community, including institutional shareholders, private investors, and analysts. Regular communication enables a clearer understanding of the Group’s strategy, performance, and long-term value creation approach. MISC’s Group Investor Relations (IR) programme serves as the primary platform for continuous engagement with shareholders, potential investors, and other capital market participants. Through this programme, MISC is committed to upholding high standards of CG and ensuring the timely, accurate, and equitable dissemination of material information in accordance with regulatory requirements. Engagement channels include briefings, and investor conferences, which provide opportunities for direct dialogue between Management and relevant stakeholders, including investors and analysts. These sessions also allow feedback and insights from investors to be communicated to the Board and Management, contributing to informed decision-making and continuous improvement in disclosure practices. MISC’s corporate website, www.miscgroup.com, functions as an important communication tool, offering stakeholders convenient access to the latest financial results, announcements, corporate presentations, and governance documents. This ensures that all stakeholders receive consistent and timely updates on the Group’s performance, strategy, and initiatives. In 2025, MISC used the following channels/forums to communicate and engage with its stakeholders: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS PRINCIPLE C CORPORATE GOVERNANCE OVERVIEW STATEMENT For more information on MISC’s engagement with stakeholders in 2025, please refer to the MISC Sustainability Report 2025. INTEGRATED REPORTING MISC has embraced integrated reporting as part of its ongoing effort to enhance transparency, accountability, and value-based communication with stakeholders. Guided by a globally recognised framework, integrated reporting enables stakeholders to better understand how MISC creates, delivers, and sustains value over time. The transition to integrated reporting was implemented progressively beginning in 2017, culminating in the publication of the MISC Integrated Annual Report 2020, the Company’s first integrated report. The MISC Integrated Annual Report 2025 continues to build on this foundation and is prepared in accordance with the International Integrated Reporting <IR> Framework. • MISC AGM • Quarterly financial reports • MISC Integrated Annual Report • Announcements on major developments to Bursa Securities • Analyst briefings following the announcement of quarterly financial reports • Site visits • Industry forums/conferences • Investing community engagement programmes and initiatives • MISC’s corporate website at www.miscgroup.com
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