Corporate Governance Report FY2025

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The Board of Directors ("Board") is responsible for governing and directing the affairs of Oriental Holdings Berhad ("OHB" or "Company") and its subsidiaries (collectively referred to as the "Group"), enhancing long-term shareholder value whilst taking into account the interests of other stakeholders and maintaining high standards of transparency, accountability, and integrity, as well as oversight of material sustainability and climate-related risks and opportunities, having regard to their impact on the Company's stakeholders and long-term value creation.

In discharging its duties, the Board sets the Group's vision, mission, and values which are published on the corporate website and communicated to all stakeholders.

The Board reviews and adopts the Group's strategic plan which includes business sustainability considerations. Amongst others, the activities of the Board include approving annual business plans, annual capital and operating budget, overseeing material risks and opportunities of the Group, including sustainability and climate-related risks and opportunities and monitoring the Group's performance and progress towards meeting its strategic objectives in the medium to long term.

The Board has also established a Corporate Disclosure and Communications Policy to guide effective and orderly communication of information to investors, stakeholders, and the general public. Through Management, various channels are also deployed to engage with the Group's stakeholders with a view to communicate relevant information and obtain stakeholders' views to understand their interests and concerns which are then considered in the business decision-making process.

Premised on high standards of transparency, accountability and integrity, the Board is dedicated to discharging its duties with unfettered objectivity, due care and skill in the best interests of the Company as enshrined in the Board Charter, which includes a formal schedule of matters reserved for the Board.

In order to effectively discharge its stewardship role, the Board has established Board Committees, namely, the Executive Committee ("EXCO"), Audit Committee ("AC"), Remuneration Committee ("RC"), Nominating Committee ("NC") and Risk Management and Sustainability Committee ("RMSC"), to oversee matters within their purviews approved by the Board and to report to the Board on key issues deliberated at their respective meetings. The ultimate responsibility for decision-making, however, resides with the Board.

In determining the strategic objectives of the Group, the Board is supported by the EXCO which develops the Group's strategic objectives and plans for the Board's adoption. The EXCO is responsible for overseeing the implementation of strategies, plans, and policies, as adopted by the Board, in the Group's business segments. The EXCO meets at least quarterly to review the business performance and Key Performance Indicators ("KPI") of the Group's business segments, which are presented by the respective segment's Performance Coordinating Team ("PCT"), and subsequently reports to the Board. In carrying out its roles and responsibilities, the EXCO also incorporates considerations relating to business sustainability including environmental, social, and governance matters.

The AC assists and supports the Board to review the process for the preparation of the Group's financial reports including significant financial reporting issues and judgements, the integrity of internal control system, and the external and internal audit processes and outcomes.

The RC is primarily responsible for reviewing and recommending to the Board the remuneration of Executive Directors in accordance with the Director Remuneration Policy.

The NC oversees the nomination and election of new Directors, the conduct of Directors' annual assessment and the facilitation of Directors' induction, training and succession programmes.

The RMSC is tasked to review the Group's risk management system, processes, and strategies. It assists the Board to fulfil its oversight responsibility to ensure the management of overall risk exposure of the Group and the identification and management of material climate-related risks and opportunities that affect the Group's success in the short to long term.

Details of the functions of the AC, RC, NC, and RMSC are disclosed under Corporate Governance Overview Statement, AC Report, and Statement on Risk Management and Internal Control in the OHB's Annual Report 2025.

The Board also sets the tone on corporate social responsibility and sustainable development activities which stem from the fundamental principles of good corporate governance and striking a harmonious synergy between corporate pursuits and social obligations. The Group is committed to ensure that economic, environment and social considerations are integrated into business activities. In this regard, the Board has established a Sustainability Policy which guides the overall sustainability direction of the Group.

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Large companies are required to complete the columns below. Non-large companies are encouraged to complete the columns below.

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Explanation on : application of the practice

The Chairman of the Board is Datuk Loh Kian Chong who was appointed on 1 January 2015.

As outlined in the Board Charter, the responsibilities of the Chairman, amongst others, are as follows:

• acting as chief spokesperson and representative of the Board and Company;

• ensuring that the Board is aware of its statutory obligations to the Company, its shareholders, employees and other stakeholders;

• presiding at Board and shareholder meetings and ensuring the proceedings thereof comply with good conduct and practices;

• establishing frequency and timing of Board meetings as well as reviewing such practice from time to time, as considered appropriate, or as requested by the Board;

• functioning as facilitator at Board meetings and ensuring that no member, whether executive or otherwise, dominates discussion. The Chairman shall also encourage Board members to participate in discussions and that relevant opinions amongst members are forthcoming, resulting in logical and understandable outcomes;

• ensuring that all Directors are enabled and encouraged to participate in Board meetings. This includes ensuring that all relevant issues are on the agenda and that all Directors receive timely and relevant information tailored to their needs and that they are properly briefed on issues arising at Board meetings;

• ensuring Executive Directors accept their share of responsibilities of governance and provide regular updates on all issues pertinent to the welfare and future of the Group to the Board;

• liaising and co-ordinating input from all Directors, especially Board Committees' Chairman, to optimise the effectiveness of the Board and its Committees;

• ensuring the adequacy and integrity of the Board governance processes;

• performing other responsibilities assigned by the Board from time to time; and

• stay abreast with and understand the sustainability issue relevant to the Group and its business, including climate-related risks and opportunities.