107 ANNUAL REPORT 2024 MST GOLF GROUP BERHAD CORPORATE GOVERNANCE OVERVIEW STATEMENT The Board of Directors (“Board”) of MST Golf Group Berhad (“MST Golf” or “Company”) presents this Corporate Governance Overview Statement (“CG Statement”) to provide shareholders and investors with an overview of the corporate governance practices of the Company under the leadership of the Board during the financial year ended 31 December 2024 (“FY2024”) and up to the date of the publication of this CG Statement. This CG Statement outlines the Company’s compliance with the principles and best practices of corporate governance as set out in the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa Malaysia”) and Malaysian Corporate Governance 2021 (“MCCG”) issued by Securities Commission Malaysia. This CG Statement shall be read in tandem with the following reports and statements that were published by the Company alongside and/ or as part of its Annual Report for FY2024 (“Annual Report”): • Corporate Governance Report (“CG Report”); • Respective Board Committee reports; • The Statement on Risk Management and Internal Control (“SORMIC”); and • Sustainability Statement. The Board is fully committed to develop and maintain high standards of corporate governance across the Company and its subsidiaries (collectively referred to as the “Group”). It invests considerable effort in identifying and formalizing best practices to ensure longterm sustainability amidst evolving regulatory and market dynamics. Acknowledging corporate governance as a core component of the Group’s business strategy, the Board emphasizes that effective governance practices are essential for smooth operations, transparency, attracting investment, safeguarding shareholder and stakeholder rights and enhancing shareholder value. The Board is committed to regularly reviewing and improving the Group’s governance practices, striving to implement best practices relevant to the Group's business nature and operations. As at 31 December 2024, the Company has complied with all the provisions of the MCCG save for the following: • Standard Practice 4.4 (on reviewing senior management’s performance in addressing sustainability) • Standard Practice 8.2 and step-up Practice 8.3 (both on disclosures of senior management’s remuneration) • Standard Practice 12.2 (on integrated reporting, which is only applicable to Large Companies). Detailed explanations on the compliance and departures are available in the Company’s CG Report for FY2024, which can be viewed and downloaded from the Company’s website at https:// www.mstgolfgroup.com/investor-relations/reports-presentations/ as well as the website of Bursa Malaysia. OUR GOVERNANCE FRAMEWORK The Board continues to maintain and develop its governance framework to ensure the Group is provided with good Corporate Governance environment that guides the decision-making process and setting of direction in the interest of the Group, its shareholders and other stakeholders. Recognizing the importance of adopting best governance practices, the Group’s governance structure and framework were developed to outline the principles, standards and requirements that form the foundation of sound corporate governance within the Group. The structure enables the Board to delegate specific functions and responsibilities to its Board Committees, while retaining ultimate oversight and full accountability. In August 2024, the Board approved the formation of a Governance, Risk and Sustainability Committee as a dedicated committee to oversee, review and make recommendations on governance, risk management and sustainability matters. In conjunction, the previously named Audit and Risk Management Committee has been renamed Audit Committee as the purview for risk management is transferred to the Governance, Risk and Sustainability Committee. Nevertheless, the Audit Committee continues to assess and address risks as part of its mandate to ensure robust financial reporting, internal controls and compliance processes.
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