MISC BERHAD INTEGRATED ANNUAL REPORT 2025 08 09 10 01 02 03 04 05 06 07 12 13 SEC 11 GOVERNANCE 10 234 www.miscgroup.com 235 www.miscgroup.com #deliveringProgress The Corruption Risk Assessment is being conducted and reviewed on an annual basis to ensure MISC Group fulfils the requirements of the Adequate Procedures Guideline and is safeguarded against the provision in the MACC Act (Amendment 2018) under Section 17A: Corporate Liability, which was effective from 1 June 2020. • MISC Group has established the Corporate Privacy Policy and Master Guidelines, which demonstrate the commitment to handle and manage personal data in accordance with the general principles of personal data protection and applicable laws in various jurisdictions. In line with the Malaysian Personal Data Protection (Amendment) Act 2024, MISC has appointed a Data Protection Officer to fulfil the new requirement, which came into force on 1 June 2025. • The Sanctions and Export Control Guidelines underpin the Group’s commitment to comply with relevant economic sanctions and export control regulations in the jurisdictions it operates in, through identifying, mitigating, and managing such risks. • MISC Group has a policy under the Competition Law Guidelines and its supporting protocols on Meetings and Information Sharing, as well as Merger and Acquisition Transactions to fully comply with competition laws of every country in which we operate. For other relevant laws, MISC Group, through the Regulatory and Legislation (R&L) Register and myGOVERNANCE Legal Register, maintains regulations and legislations which can potentially impact the Group. The R&L Register/Legal Register serves as the guide to ensure that MISC Group operates in accordance with the R&L requirements, and for any potential exposures to be adequately mitigated. In providing the Board and Management with assurances that the MISC Group is complying with all applicable laws and regulations, Head of Department Compliance Attestations to R&L and Legal Functional Checklists are implemented through an integrated assurance platform called myASSURANCE. Dealing with third parties is part of MISC Group’s business operations, and the Group expects third parties to comply with the same standards as the MISC Group’s CoBE-related policies and guidelines as mentioned above: STATEMENT ON RISK MANAGEMENT & INTERNAL CONTROL • Annual training sessions are also conducted for MISC Group’s third parties. • Third parties are also required to adhere to MISC Group’s CoBE for Third Parties and the related policies and guidelines through the Declaration and Integrity Pledge. • Due diligence exercises are carried out on all third parties as outlined in MISC’s Third Party Compliance Due Diligence Operational Guidelines. There are continuous awareness sessions through the “See.Speak.Support” campaign with the objective of highlighting and creating awareness amongst employees on MISC Group’s principal elements of the CoBE. The campaigns are aimed at promoting MISC’s Whistleblowing Channels and processes to employees. Continuous mandated trainings on the CoBE and its related policies covering the CLA have been conducted for employees, directors, and third parties. This is to be further reiterated through Integrity Time-Out sessions by Senior Leadership and through Compliance and Integrity sharing sessions. In 2025, MISC Group Integrity Day was held, where ELT members reaffirmed their commitment to integrity by signing the Corruption-Free Pledge. This was followed by employees and directors refreshing their pledges towards a corruption-free working environment. The Group continues to monitor any potential conflicts of interest through the annual and ad hoc declarations by employees captured in the employees’ Conflict of Interest Register, and the receipt and/or giving of any gifts via the employees’ Gift Register. MISC’s Conflict of Interest (COI) Policy, as described in MISC Group’s CoBE, provides guidelines on the business and personal relationships between MISC Group’s employees and its competitors, suppliers, customers, and other business entities. As per the COI Review and Analysis Procedure, the disclosures are reviewed and analysed to ensure any potential COI exposures are adequately mitigated. STATEMENT ON RISK MANAGEMENT & INTERNAL CONTROL In addition, the Board has in place established procedures for the declaration and management of actual, potential, or perceived COI, further upholding its commitment to the highest standards of integrity and ethical conduct. At the commencement of every Board and/or Board Committee meeting, directors are required to declare any interest, whether direct or indirect, in matters to be deliberated. These declarations are duly recorded and managed in accordance with the Director’s COI Procedures. These measures collectively promote transparency, accountability, and adherence to all applicable laws, regulations, and recognised best practices. The Whistleblowing Policy provides an avenue for all parties to disclose and report any suspected unethical and/or unlawful conduct or non-compliance with the CoBE involving MISC Group and/or any of its employees. In line with the highest standards of integrity expected of the Company and its employees, and the Malaysian Code on Corporate Governance 2021, the BAC reviews the adequacy and effectiveness of the established whistleblowing management policy and procedures. As the governing body, the BSRC, is updated on Compliance and Ethics related matters as part of as good governance, as well as to ensure the objectives of the Sustainability Strategy 2025 (Governance Pillar) are effectively implemented. CORPORATE POLICIES MISC established its Corporate Disclosure Policy (CDP) and Corporate Disclosure Guidelines (CDG) in 2016. The CDP guides the Board, Management and employees of the Group when communicating and making disclosure of information to external parties such as Bursa Malaysia Securities Berhad, the investment community, media, government authorities and other relevant stakeholders. It also sets out the parameters to enable timely, adequate and accurate disclosure of such information. The CDG, which is an internal document, provides more definitive guidelines for communication and disclosure of information in these areas. ASSURANCE FUNCTIONS Group Health, Safety, Security, Environment & Sustainability MISC Group is committed to ensure the highest HSSE standards and compliance in formulating plans, procuring products and services, making investment decisions and managing total business risks. MISC Group established the Health, Safety and Environment Management System and the Security Management System pursuant to the Health, Safety and Environment Policy and the Security Policy instituted by the Management. The management systems were developed to ensure adherence to applicable international standards, legal requirements, and other recognised industry best practices. The management systems establish the expectations and performance objectives in identifying, evaluating and managing the HSSE risks to People, Environment, Assets and Reputation. MISC Group’s commitment to HSSE principles and sustainability beyond compliance signifies its responsibility in creating persistent positive impacts across all components of operations. HSSE Assurance is carried out on the respective business segments, vessels and floating facilities with the objective of verifying, evaluating and reviewing HSSE operational activities to ensure their operational integrity and reliability are maintained at all times, consistent with international regulations, HSSE controls and internal policies. The Group’s vessels are subjected to stringent audits, vetting and inspections to meet various regulatory and commercial requirements. These include vetting by oil majors, audits by the Malaysian Marine Department and ship classification societies to maintain international safety and security management certification under the relevant international codes. In addition, MISC Group is also subjected to periodic management reviews by its customers’ risk management units. The Group HSSE & Sustainability Council, chaired by the President & Group CEO, with the ELT and Head of Group HSSE as members, reviews the Group’s HSSE & Sustainability performance periodically. HSSE & Sustainability policies and strategies are reviewed to ensure alignment with business objectives. The BSRC is then updated on the HSSE & Sustainability performance, while the BAC oversees the HSSE risk and control effectiveness through the review of the assurance findings.
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