ANNUAL REPORT 2025 78 GOVERNANCE Corporate Governance Overview Statement (Cont’d) PRINCIPLE A - BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) I. BOARD RESPONSIBILITIES (CONT’D) Company Secretaries The Board is supported by two (2) Company Secretaries who are qualified to act as company secretaries under the Companies Act, 2016. The Company Secretaries plays an advisory role to the Board on corporate governance matters and compliance with the relevant laws, rules and regulations. The Company Secretaries will ensure all meeting materials are uploaded onto the App and accessible by the Directors within reasonable period prior to the meetings. Access to Information The Board members have direct and unrestricted access, to all relevant Company’s information and to the senior management personnel to assist them in the discharge of their duties and responsibilities and to enable them to make informed decisions. The Board also has direct communication channels with the External Auditors, Internal Auditors and Board Committees. As and when necessary, the Board members may seek independent professional advice, at the Company’s expense, in the furtherance of their duties. The Board and Board Committees’ meetings are conducted in hybrid manner to allow the Board members to join the meetings in-person or via a virtual meeting platform. The meeting materials are distributed electronically within reasonable period prior to the meetings to allow preparation and meaningful discussion by the Board and Board Committees members during the meetings. All proceedings of meetings including issues raised, deliberations and decisions of the Board and Board Committees are properly minuted and filed in the statutory records of the Company by the Company Secretaries. Board Charter The Company’s Board Charter provides guidance and clarity regarding the roles and responsibilities of the Board and the Board Committees, the requirements of Directors in carrying out their roles and in discharging their duties towards the Company as well as the Board’s operating practices. To ensure that it remains relevant, the Board Charter will be periodically reviewed and updated in accordance with the needs of the Company and any new regulations that may have an impact on the discharge of the Board’s responsibilities. The Board Charter is available for reference on the Company’s website at www.nexg.com.my. Board Committees and Management To assist the Board to discharge its functions, the Board delegates certain authorities to the Board Committees and Group Management Committee. The Board has delegated specific responsibilities to the following Board Committees:- a) AC The AC serves to implement and support the oversight function of the Board on audit matters. It provides a means for review of the Company’s and Group’s processes for producing financial data, its internal controls, corporate code of conduct, the independence of the Company’s External Auditors, and maintain an open line of communication and consultation between the Board, the Internal Auditors, the External Auditors and the Management. The AC Report which provides insights into the manner in which the AC discharged its functions, roles and responsibilities for the Company during the financial year is contained in this Annual Report.
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