Pt Bank Maybank Indonesia Tbk Class AIDX: BNII

Report of the Implementation of Good Corporate Governance 2025

· Issued by Pt Bank Maybank Indonesia Tbk Class A

Good Corporate Governance

Good Corporate Governance 430

Basis for Corporate Governance Policy 431

Transparency of The Bank's Financial and Non-Financial Condition That Have Not Been Disclosed in Other Reports

608

Year-On-Year Focus of Governance Implementation 431

Corporate Governance Roadmap 437

Bank's Governance Structure 438

Quarterly Publication Report 609

Provision of Funds to Related Party and Large Exposure 610

Provision of Funds for Social and Political Activities 611

Self-Assessment Results of Good Corporate Governance Implementation in 2025

440

Procurement Policy of Goods and Services 612

Information on Major and Controlling Shareholders 441

General Meeting of Shareholders 442

Board of Commissioners 458

Customer Protection Policy 613

Anticorruption Policy 613

Creditors' Rights Safeguard 613

Board of Directors 485

Dividend Distribution Policy, ESOP MESOP Policy (Long-Term Compensation Policy)

614

Affiliation between Board of Commissioners, Board of Directors and Majority/Controlling Shareholders

510

Conflict of Interest Policy (including Insider Trading) 615

Board of Commissioners and Directors Diversity Policy 511

Committees of the Board of Commissioners 514

Remuneration Policy 545

Affiliate and Conflict of Interest Transactions in accordance with Financial Services Authority Regulation No. 42/POJK.04/2020 concerning "Affiliate Transactions and Conflict of Interest Transactions"

615

Committees of the Board of Directors 550

Corporate Secretary 568

Ratio of Highest and Lowest Salary and

619

Compliance Unit

573

Variable Remuneration Received by Employees

Administrative Sanctions

575

Shares and/or Bank Bond Buy Back

619

Implementation of the Anti-Money Laundering

576

Other Information Related to Bank Governance

620

Corporate Security Management 572

Bad Corporate Governance Practices 617

Bank Strategic Plan 618

Action Plan and its Implementation 618

Program, Counter-Terrorism Financing, and Prevention of the Financing of Weapons of Mass Destruction Proliferation Program (AML CFT & CPF)

Whistleblowing System and Anti Fraud 578

Legal Issues 580

Taxation Management and Control 585

Internal Audit Unit 586

Implementation of OJK Public Company Governance Guidelines

General Guidelines for Indonesian Corporate Governance (PUGKI)

Implementation of Corporate Governance Aspects and Principles in Accordance with the Guidelines of Corporate Governance Principles for Banks Issued by the Basel Committee in Banking Supervision

621

625

642

Internal Control System 591

Integrated Governance Implementation Report 644

Investor Relations 595

Risk Management 597

Public Accountant/External Auditor 601

Implementation of the ASEAN Corporate Governance (CG) Scorecards

Board of Commissioners Approval Sheet Good Corporate Governance (GCG) Implementation Report

649

658

Access to the Company's Information and Data

603

2025 PT Bank Maybank Indonesia Tbk

Board of Directors Approval Sheet Good Corporate

659

Code of Ethics and Code of Conducts 605

Corporate Culture 607

Governance (GCG) Implementation Report 2025 PT Bank Maybank Indonesia Tbk

GCG Report Shariah Business Unit 2025 660



MENJAGA HARTA & AMANAH KELUARGA

Rencanakan waris bersama Maybank Shariah Wealth Management.





GOOD CORPORATE GOVERNANCE

06 / GOOD CORPORATE GOVERNANCE

In line with the Company's values and aspirations in advancing Humanising Financial Services, Maybank Indonesia is committed to establishing and strengthening the implementation of Good Corporate Governance (GCG) as the primary foundation for creating sustainable value for all Stakeholders.

Effective implementation of Corporate Governance is a key determinant in strengthening the Bank's performance, creating sustainable added value for stakeholders,

and ensuring sound business practices with integrity to support long-term business sustainability.

Maybank Indonesia implements Good Corporate Governance (GCG) as a manifestation of its commitment to protecting the interests of Shareholders and all Stakeholders, while strengthening compliance with

laws and regulations and ethical standards applicable in the banking industry. At Maybank Indonesia, GCG

is not merely a compliance obligation, but a strategic foundation for building competitive advantage and creating sustainable value, both in the short and long term.

GCG implementation is carried out consistently by integrating all key principles: transparency, accountability, responsibility, independence, fairness, and equality (TARIF). These principles are internalised into a comprehensive governance framework encompassing three main pillars: Governance Structure, Governance Process, and Governance Outcome.

In line with this commitment, Maybank Indonesia also prioritises sustainability aspects in all business activities, through the synergistic integration of environmental, social, economic, and governance dimensions.

Maybank Indonesia integrates sustainability principles into all business processes, from strategic planning and risk management to product and service development. In response to changes in the economic, social,

and environmental business environment, the Bank consistently maintains quality growth through disciplined risk management, strengthening its capital structure, and diversifying revenue sources to increase resilience to market volatility. On the social side, the Bank encourages responsible business practices through customer protection, improving financial literacy, and supporting financing for MSMEs and priority sectors. Meanwhile, on the environmental side, financing policies are selectively directed, taking environmental risks into account, and enhancing the sustainable financing portfolio in line

with ESG (Environmental, Social, and Governance) principles. All of these implementations are based on the corporate governance pillars, ETAK (Ethics, Transparency, Accountability, and Sustainability), which serve as the foundation for every business decision-making process.

As one of Indonesia's leading private banks, Maybank Indonesia consistently strengthens and improves its GCG practices, aligned with business dynamics and adhering to applicable national and international regulations, guidelines, and governance standards. Regular evaluations of GCG implementation are conducted to ensure compliance and effectiveness across all levels of the organisation. Recommendations resulting from these evaluations serve as strategic elements in improving governance quality and optimising the implementation of best practices within the Bank.

430 PT BANK MAYBANK INDONESIA TBK 2025 ANNUAL REPORT

Strenghtening the Core, Accelerating Forward

06 / GOOD CORPORATE GOVERNANCE BASIS FOR CORPORATE GOVERNANCE POLICY

The implementation of Good Corporate Governance (GCG) in the Bank is based on a comprehensive regulatory framework and best practices, which include, but are not limited to, the following provisions:

  1. Laws of the Republic of Indonesia governing the Capital Market, Limited Liability Companies, and Banking;

  2. Financial Services Authority Regulations (POJK) and OJK Circular Letters (SEOJK), specifically those relating to Governance, Annual Reports, Risk Management, Internal Control Systems, and

    Financial Conglomerates, along with all other related regulations;

  3. The Indonesian Corporate Governance Roadmap as announced by the OJK in a press release dated February 4, 2014;

  4. The General Guidelines for Indonesian Corporate Governance (PUGKI) 2021 issued by the National Committee for Governance Policy (KNKG);

  5. The ASEAN Corporate Governance Scorecard (ACGS) issued by the ASEAN Capital Market Forum (ACMF);

  6. The Company's Articles of Association and all amendments thereto, as well as Resolutions of the General Meeting of Shareholders (GMS); and

  7. The Bank's internal Governance policies and guidelines.

In addition to compliance with the regulatory framework, Maybank Indonesia periodically reviews and evaluates the adequacy and updates of its internal GCG policies. This step is taken to ensure that the Bank's GCG structure remains relevant, adaptable to organisational dynamics and business strategies, and aligned with developments in applicable laws and regulations.

YEAR-ON-YEAR FOCUS OF GOVERNANCE IMPLEMENTATION

In maintaining and enhancing the quality of GCG implementation, Maybank Indonesia continues to make necessary improvements and refinements. At the same time, Maybank Indonesia also continuously develops GCG in line with best practices to provide adequate protection and fair treatment for all shareholders and

other stakeholders. From year to year, the implementation of Bank GCG is consistently directed towards maximising shareholder value for the Bank. The information regarding the development of Bank GCG implementation over the past 5 years is as follows:

2021

  • Conducted the Annual General Meeting of Shareholders, Maybank Indonesia was among the first banks to hold virtual AGMs and utilised

    e-proxy facilities as mandated by OJK Regulation No. 16/POJK.04/2020 regarding the Implementation of Electronic Annual General Meetings of Public Companies;

  • Changed the composition of Maybank Indonesia's Board of Commissioners with the appointment of Putut Eko Bayuseno, thus exceeding the number of Independent Commissioners stipulated by

    OJK Regulation 55/ POJK.03/2016 regarding the Governance of Commercial Banks.

  • Established the formation of the Board-level Whistleblowing Governance Committee, as part of Maybank Indonesia's strategic initiative to ensure adequate implementation of whistleblowing governance;

  • Appointed changes in the membership composition of the Audit Committee, Risk Oversight Committee, and Nomination and Remuneration Committee in relation to the new composition of Maybank Indonesia's Board of Commissioners.

  • Updated the Integrated Governance Guidelines, Integrated Compliance Guidelines, Integrated Internal Audit Guidelines, and Integrated Risk Management Framework

  • Implemented the performance assessment policy of the Board of Commissioners and Committee

    Evaluation of the Board of Commissioners through the Board of Commissioners and Committee Effectiveness Evaluation (BEE) framework.

  • Continued initiatives since 2019, the Bank consistently provided training/socialisation to employees in

    units and/or branch offices regarding Compliance Awareness to enhance understanding and awareness of compliance culture, which is part of the corporate culture.

  • The Bank also provided socialisation and/or training on Compliance Culture Awareness to all Bank employees, conducting Compliance Safaris to various regions.

  • Signing of Integrity Pacts by all Directors, Board of Commissioners, and Bank employees based on OJK Regulation No. 39/POJK.03/2019 Regarding the Implementation of Anti Fraud Strategies for

    Commercial Banks, with the Integrity Pacts renewed annually.

  • Disclosed audit fees for public accounting firms for the fiscal year 2021.

  • Maybank Indonesia disbursed dividends for the fiscal year 2021 in a timely manner, i.e., 30 days after approval by Shareholders at the 2021 Annual General Meeting of Shareholders.

    PT BANK MAYBANK INDONESIA TBK 2025 ANNUAL REPORT

    431



    2022

    • Holding the Annual General Meeting of Shareholders, utilising e-proxy facilities as mandated by OJK Regulation No. 16/POJK.04/2020 regarding the Implementation of Electronic Annual General Meetings of Public Companies (e-RUPS) using the eASY.KSEI application (utilising e-Voting eASY.KSEI feature and live streaming webinar of the AGM).

    • Changes in the composition of Maybank Indonesia's Board of Commissioners, with the appointment

      of Dato' Sri Khairussaleh Ramli as President Commissioner and Dato' Zulkiflee Abbas Abdul Hamid as Commissioner through the Annual General Meeting of Shareholders held on 25 March 2022. With the appointment of these Board of Commissioners

      members, the membership structure and composition of Maybank Indonesia's Board of Commissioners are in accordance with OJK Regulation 55/POJK.03/2016 regarding the Governance of Commercial Banks.

    • Changes in the composition of Maybank Indonesia's Board of Directors, with the appointment of Bambang Andri Irawan as Director of Information and Technology through the Annual General Meeting of Shareholders held on 25 March 2022.

    • In order to strengthen the active oversight function of the Board of Commissioners over Information Technology, Maybank Indonesia established the Information and Technology Oversight Committee.

    • Changes in the composition of the Integrated Good Corporate Governance members in the Maybank Indonesia Financial Conglomeration, so that the Committee membership is represented by each Financial Conglomeration member LJK.

    • Changes in the composition of the Audit Committee, Risk Oversight Committee, and Nomination and Remuneration Committee related to the new composition of the Board of Commissioners.

    • The Bank also provided socialisation and/or training on Compliance Culture Awareness to all Bank employees, conducting Compliance Safaris to various regions.

    • Maybank Indonesia disbursed dividends for the fiscal year 2022 in a timely manner, i.e., 30 days after

      approval by Shareholders at the 2022 Annual General Meeting of Shareholders.

      06 / GOOD CORPORATE GOVERNANCE
  • Continuing initiatives since 2019, the Bank consistently provided training/socialisation to employees in

    units and/or branch offices regarding Compliance Awareness to enhance understanding and awareness of compliance culture, which is part of the corporate culture.

  • Implementing the performance assessment policy of the Board of Commissioners and Committee

    Evaluation of the Board of Commissioners through the Board of Commissioners and Committee Effectiveness Evaluation (BEE) framework for the year 2022.

  • Bestowal of "The Best Responsibility of the Board" award in the Largest Market Capitalisation Emitent category. The award was presented by the Indonesian Institute for Corporate Directorship (IICD) at the 13th IICD Corporate Governance Award 2022 event on 27 May 2022.

  • Creating and conducting socialisation on Internal Regulation governance aimed at realising good Internal Regulation governance in the Bank.

  • Ensuring that Internal Regulation governance is in accordance with the applicable hierarchy and

    avoiding overlaps between issued Internal Regulations.

  • Enhancing the quality of training materials for new and existing employees as well as work references through internal regulation governance, thus improving the evaluation process of task implementation.

  • Managing vital documents and company inactive documents bankwide in accordance with document governance standards referring to legislation and based on applicable best practices, thus creating good, safe, structured, and effective company document management in line with efforts to provide document usage support for business purposes and policy formulation.

  • Updating charters for the Risk Oversight Committee and Information and Technology Oversight Committee, in accordance with current regulations.

432 PT BANK MAYBANK INDONESIA TBK 2025 ANNUAL REPORT

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