SUSTAINABILITY STATEMENT Zetrix AI’s governance structure establishes clear oversight across a range of sustainability and ESG-related material topics, including financial management, regulatory compliance, risk management, climate change and environmental impacts, social responsibility, and ethical standards. The Board is primarily responsible for overseeing these topics, while the Senior Management, through the Sustainability Working Group (“SWG”), advises the Board on sustainabilityrelated matters within Zetrix AI as well as drives the implementation of related strategies. Senior management and the SWG also support the execution at the working level, ensuring that ESG priorities are integrated into Zetrix AI’s strategies, operations and objectives across the organisation. Overall governance oversight is exercised by the Group’s Board of Directors. The Board assumes responsibility for deliberating on sustainability and ESG priorities, which are subsequently integrated into the Group’s policies, strategies, operations and key objectives. The outcomes of these deliberations are communicated to Zetrix AI’s Senior Management, who then incorporate and adhere to these ESG priorities in the formulation of future plans. This is in addition to the Board regularly reviewing and addressing conflicts of interest and / or related party transactions, as per Zetrix AI’s Director Fit and Proper Policy and Conflict of Interest Policy. Matters relating to conflict of interest as well as related party transactions are also within the mandate of the Audit Committee. At every quarter, Board and committee meetings are held and, in addition to the quarterly meetings, special Board meetings shall be convened as and when required to consider urgent matters that require the Board’s expeditious review and consideration. All individual Board members are to attend Board and respective Board committee meetings. The elevated importance of Zetrix AI’s sustainability matters is the primary rationale for managing them effectively, which will also ensure the maintenance of established standards across the Group. Ongoing enhancements and advancements to material sustainability matters are implemented in response to the evolving nature of these crucial matters. Zetrix AI’s sustainability governance structure is designed to foster the formulation of the Group’s sustainability strategies. Its efficacy largely derives from robust linkages among the various groups operating within the structure. In assessing the Board’s effectiveness, Zetrix AI’s Directors complete a self- and peer-assessment annually. Directors who are due for re-election also undertake the assessment on Fit and Proper. Zetrix AI also conducts a periodic evaluation of the Board’s effectiveness on an annual basis. The Nomination Committee (“NC”) is responsible for leading this process, which involves reviewing the performance of the entire Board, its Committees, and individual Directors. The evaluation is based on criteria such as the Board’s size, diversity, skills, contributions and the effectiveness of the committees. SUSTAINABILITY GOVERNANCE 74
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