WILMAR INTERNATIONAL LIMITED
(Incorporated in the Republic of Singapore) (Company Registration No.: 199904785Z)
MINUTES OF THE ANNUAL GENERAL MEETING OF WILMAR INTERNATIONAL LIMITED CONVENED AT ITS REGISTERED OFFICE AT 28 BIOPOLIS ROAD, WILMAR INTERNATIONAL, SINGAPORE 138568, LEVEL 1, AUDITORIUM, AND BY WAY OF ELECTRONIC MEANS ON THURSDAY 23 APRIL
2026 AT 10.00 A.M. (SINGAPORE TIME)
PRESENT
Shareholders
Present in-person and via live webcast, as set out in the attendance records maintained by Wilmar International Limited.
IN ATTENDANCE
Directors - present in person:
Mr Kuok Khoon Hong (Chairman)
Mr Pua Seck Guan (Chief Operating Officer)("COO")
Ms Teo La-Mei (Company Secretary and Group Legal Counsel) Mr Lim Siong Guan (Lead Independent Director)
Mr Kuok Khoon Ean Mr Soh Gim Teik
Dr Chong Yoke Sin
Dr Cheung Chi Yan, Louis Ms Jessica Cheam
Mr George Yeo Yong-Boon Ms Lee Huay Leng
Directors - present via webcast: Mr Kuok Khoon Hua
Mr Gary Thomas McGuigan
Management and members of staff:
Mr Charles Loo (Deputy Chief Operating Officer and Chief Financial Officer ("CFO"))
Mr Darwin Indigo (Country Head, Indonesia) Mr Jeremy Goon (Chief Sustainability Officer)
Ms Lim Li Chuen (Head of Investor Relations & Corporate Communications) Mr Teo Meng Siong (Financial Controller)
Mr Patrick Tan (Group Head of Internal Audit)
Mr Kenny Beh Hang Chwee (Group Head, Shipping)
Mr Hor Kok Ching (General Manager, Oilseeds and Grains)
Ms Chong Nuit Sian (Group Treasury Head-Trade Finance & Banking Relations)(via webcast) Mr Lawrence Lee (Group Treasurer) (via webcast)
Ms Pamela Goh (Head of Group Tax) (via webcast) Ms Rachel Wan (Manager, Group Tax) (via webcast) Mr Clarence Tay (HR Head) (via webcast)
Other Guests and representatives of auditor and external legal counsel present in person: Mr Lee Wei Hock (Head of Assurance, Ernst & Young LLP)
Mr Terry Wee (Partner, Ernst & Young LLP) Ms Hah Yanying (Partner, Ernst & Young LLP)
Ms Denise Low (Audit Senior Manager, Ernst & Young LLP) Mr Lim Wei Vvy (Audit Senior Manager, Ernst & Young LLP)
Mr Kenneth Tang (Senior Partner, Chang See Hiang & Partners) Ms Jenny Lee (Partner, Chang See Hiang & Partners)
Ms Gladys Tay Hui Fang (Senior Vice President, SGX RegCo, Listing Compliance) Mr Gerald Teong (Vice President, SGX RegCo, Listing Compliance)
Wilmar International Limited Minutes of Annual General Meeting 2026
Page 2
COMMENCEMENT OF MEETING
The Annual General Meeting ("AGM" or the "Meeting") of Wilmar International Limited ("Wilmar" or the "Company") commenced at 10.00 am with a presentation by the CFO on Wilmar's business developments, financial performance as well as environmental, social and governance-related initiatives in respect of the financial year ended 31 December 2025. The slides presented by the CFO are set out at Appendix 1 -(CFO Presentation Deck) hereto. The presentation concluded at 10.35 am.
The Chairman welcomed shareholders of the Company (the "Shareholders") to the AGM.
The Chairman informed shareholders that, as stated in the Company's Notice of AGM dated 25 March 2026, shareholders were invited to submit questions relating to the business of the AGM in advance of the Meeting by 2 April 2026. The Company had received questions from shareholders, as well as from the Securities Investors Association (Singapore) ("SIAS"). The Company had posted its response to those questions on 17 April 2026 on SGXNet and the Company's corporate website. A copy of the said responses is set out at Appendix 2 - (The Company's Responses to Questions Posted on 17 April 2026 on SGXNet).
Shareholders were informed that the Board would be taking live questions from Shareholders present in-person and text questions from Shareholders attending virtually through the "Ask a Question" feature on the webcast, during the Meeting and that the responses to these questions would also be posted on SGXNet and the Company's website.
The Chairman then proceeded with the business of the Meeting.
QUORUM AND NOTICE OF AGM
The Chairman noted that a quorum was present and declared the AGM open. The Company's Notice of AGM was taken as read.
VOTING OF ORDINARY RESOLUTIONS
The Chairman informed Shareholders that voting on each resolution would be conducted by poll and that voting was open and would remain open throughout the AGM until two minutes after the last resolution has been proposed and questions on it addressed.
The Chairman also informed Shareholders that as Chairman of the Meeting, he had been appointed as proxy by some Shareholders and he would vote in accordance with their instructions.
Shareholders were informed that the Scrutineer appointed for vote verification was Citadel Corp Pte. Ltd. and the Share Registrar was Tricor Barbinder Share Registration Services.
Each resolution was addressed and put to poll vote.
Prior to the voting on Resolution 7, which concerned the re-election of Mr Lim Siong Guan as a Director of the Company, Mr Lim, in his capacity as Chairman of Wilmar's Risk Management Committee (the "RMC"), addressed Shareholders in response to some investors' and proxy advisors' concerns about his re-election and his role as the RMC's Chairman in the light of legal proceedings linked to the Company's operations in China and Indonesia. As Chairman of the RMC that oversees the Group's risk management framework, he assured Shareholders that Wilmar operates with a clear and unwavering commitment to full compliance with the laws and regulations of every country in which it operates. He further emphasised that, as a long-term investor, the Board places strong importance on responsible business conduct, effective risk management, and vigilant oversight. Maintaining the Company's reputation for integrity remains a core priority, underpinning stakeholder confidence and supporting Wilmar's long-term sustainability and success across its markets.
Wilmar International Limited Minutes of Annual General Meeting 2026
Page 3
In this context, and consistent with responses previously provided to questions raised by SIAS, he reiterated that Wilmar maintains a firm stance against any form of corrupt or illegal practices. The Company does not tolerate such conduct, and strong disciplinary action will be taken against any staff found to be in breach of its policies or applicable laws.
The Chairman then proceeded to announce the voting results in relation to each resolution. All the resolutions were passed and details of the voting results were released to SGXNet on 23 April 2026, as set out at Appendix 3 - (Results of AGM Announcement Posted on SGXNet on 23 April 2026) hereto.
QUESTIONS AND RESPONSES
Questions received from Shareholders were addressed during the course of the AGM and the questions and responses are set out at Appendix 4 - (Live Questions And Responses) hereto.
CONCLUSION
There being no further business, the Chairman thanked Shareholders for their participation in the Company's
AGM and declared the AGM closed at 11.20am.
Confirmed By
Mr Kuok Khoon Hong Chairman
Wilmar International Limited Minutes of Annual General Meeting 2026
Page 4
APPENDIX 1 - CFO PRESENTATION DECK
WILMAR INTERNATIONAL LIMITEDANNUAL GENERAL MEETING
23 April 2026
IMPORTANT NOTICE
Information in this presentation may contain projections and forward-looking statements that reflect the Company's current views with respect to future events and financial performance. These views are based on current assumptions which are subject to various risks and which may change over time. No assurance can be given that future events will occur, that projections will be achieved, or that the Company's assumptions are correct. Actual results may differ materially from those projected.
This presentation does not constitute or form part of any opinion on any advice to sell, or any solicitation of any offer to purchase or subscribe for, any shares nor shall it or any part of it nor the fact of its presentation form the basis of, or be relied upon in connection with, any contract or investment decision.
1
Agenda1 | FY2025 Financial Performance |
2 | Business Developments and Strategic Updates |
3 | Sustainability |
2
-
FY2025 Financial Performance
By Charles Loo Cheau Leong
Deputy Chief Operating Officer and Chief Financial Officer
3
Vertically Integrated Business ModelOrigination Processing Products
Trading, Merchandising & Distribution
Customers
FY2025 4
2025 Results at a Glancevs 2024
Total Revenue
US$ 70.42 billion
5%
EBITDA
US$ 4.27 billion
10%
Net Profit
US$ 1.41 billion
21%
One-off Non-core Adjustments*
US$ 103.8 million
-
Core Net Profit
US$ 1.28 billion
10%
Earnings per share (fully diluted)
US$ 0.226
21%
Dividends per share
S$ 0.140
-13%
Net Debt/Equity
0.91x
0.94x
* Refer to slide on One-off Non-core Adjustments"
5
One-off Non-core AdjustmentsFY2025 (US$m)
Gain on remeasurement arising from changes in interest in AWL Agri Business Limited (AWL)
1,140.2
Compensation payments and provisions made on Indonesia operations
(782.3)
Provision made on ongoing legal cases in China
(104.1)
Provision for losses in relation to an associated company in Pakistan
(150.0)
Total
103.8
6
Key Segment Results
US$ million unless otherwise stated
2025
2024
Food Products
(Consumer Products, Medium Pack and Bulk)
Volume (m MT)
34.7
33.0
Revenue
30,885.8
28,829.3
PBT
449.7
502.1
Feed and Industrial Products
(Tropical Oils, Oilseeds and Grains, Sugar)
Volume (m MT)
68.0
68.7
Revenue
42,871.8
42,254.0
PBT
861.0
829.5
Plantation and Sugar Milling
Volume (m MT) (1)
3.1
3.1
Revenue
3,521.5
3,360.8
PBT
356.5
269.1
Others
Revenue
429.8
405.0
PBT
19.7
(38.1)
Share of Results of Associates & Joint Ventures
PBT
339.4
219.9
Unallocated#
PBT
63.5
(37.4)
Total PBT
2,089.8
1,745.1
# Unallocated segment refers to expenses in relation to the grant of share options to employees. For FY2025, the balance also includes gain on remeasurement arising from changes in interest in AWL Agri Business Limited (AWL), compensation payments and provisions made on the Group's Indonesia operations, provision for losses in relation to an associated company in Pakistan and provisions made on the two ongoing legal cases in China.
(1) Excludes oil palm plantation volume. 7
Cash Flow
US$ million
FY2025
FY2024
Operating cash flow before working capital changes
Add/(less): Changes in working capital, interest (paid)/received
and income taxes paid
2,791
(429)
3,801
(2,429)
Acquisition of subsidiaries, joint ventures and associates
(448)
(66)
Capital expenditure
(1,081)
(1,572)
Net increase/(decrease) from bank borrowings*
(Increase)/decrease in other deposits and financial products with
financial institutions
951
(1,097)
(1,774)
1,427
Dividends
(717)
(866)
Others
(390)
141
Net cash flow
(420)
(1,338)
Highlights
Note :
* Net bank borrowings include proceeds/repayments of loans and borrowings net of fixed deposits pledged with financial institutions for bank facilities and unpledged fixed deposits with maturity more than 3 months.
8
Internally Funded
US$ million
FY2025
FY2024
FY2023#
FY2022
FY2021
FY2020
FY2019
EBITDA
4,270
3,886
3,963
4,734
4,172
3,609
3,024
Less: net tax paid
(578)
(436)
(499)
(685)
(687)
(407)
(247)
Less: net interest paid (including lease payments)
(861)
(779)
(893)
(471)
(266)
(213)
(450)
Less: dividend (ordinary)
(717)
(866)
(848)
(803)
(741)
(699)
(555)
Less: special dividend
-
-
-
-
(309)
-
-
Less: share buyback
-
-
-
(200)
(98)
(141)
-
Less: non-cash gain on share swap of Luhua
-
(102)
-
-
-
-
-
CAPEX
-
-
-
(176)
-
-
-
(1,140)
-
-
-
-
-
-
Less: non-cash gain on dilution of interest in AWL Agri Business Limited
Less: non-cash gain on remeasurement gain on AWL Agri Business Limited
Add: funds from IPO used to purchase Capex
62
110
212
364
414
621
-
1,036
1,813
1,935
2,763
2,485
2,770
1,772
Less: CAPEX spent
(1,081)
(1,572)
(2,211)*
(2,483)
(2,527)
(1,976)
(1,813)
Surplus/(deficit) funds
(45)
241
(276)
280
(42)
794
(41)
* Restated
# Excludes the additional cash flow of US$592 million from the divestment of the 30% stake in our Moroccan associate, Cosumar.
Adequate internally generated funds used for capital expenditure.
Focus on consolidating past investments and driving efficiency improvements. 9
Gearing
US$ million
As at
As at
Dec 31, 2025
Dec 31, 2024
Debt/Equity (x)
0.91
0.94
- Net debt *
19,958
18,638
- Shareholders' funds
21,865
19,861
Adjusted debt/Equity (x)
0.34
0.33
- Liquid working capital
**
12,615
12,088
- Adjusted net debt
7,343
6,550
- EBITDA
4,270
3,886
Net debt/EBITDA (x)
4.67
4.80
Adjusted net debt/EBITDA (x)
1.72
1.69
* Net debt = Total borrowings - Cash and bank balances - Other deposits with financial institutions.
** Liquid working capital = Inventories (excl. consumables) + Trade receivables - Current liabilities (excl. borrowings).
Net debt increased to US$19.96 billion as of 31 December 2025 due to the consolidation of AWL in 4Q2025. Excluding AWL, net debt declined compared to FY2024, in line with a decline in commodity prices. Nevertheless, net debt to equity ratio improved to 0.91x in FY2025 from 0.94x in FY2024, while adjusted net debt to equity ratio remained comparable at 0.34x.
10
Dividends
2,500
2,420
17.0
17.0
18.0
17.0
2,000
US$m
1,500
1,000
12.5
500
1,256
1,486
15.5
1,842
1,567
16.0
1,278
13.0
1,164
16.0
In Singapore cents
15.0
14.0
14.0
13.0
12.0
11.0
-
FY2019 FY2020 FY2021 FY2022 FY2023 FY2024 FY2025
Core Net Profit (US$m)
Dividends per share (in Singapore cents)*10.0
* Excludes special dividend of 6.5 Singapore cents paid out in FY2020.
Healthy returns to shareholders via dividends each year.
Despite ongoing economic headwinds, we remain committed to sustainable dividends, while carefully balancing reinvestment for long-term growth. This reflects our confidence in the Group's financial strength, underpinned by a prudent approach amid the year's challenges.
11
-
Business Developments and Strategic Updates
12
Expanding our Consumer Foods Presence Across Key Growth MarketsAfrica1
Ethiopia's Population: ~132 Million Ivory Coast's Population: ~32 Million Ghana's Population: ~ 34 Million Nigeria's Population: ~ 233 Million South Africa's Population: ~ 64 Million Tanzania's Population: ~ 69 Million Uganda's Population: ~ 50 Million Zimbabwe's Population: ~17 Million
China1
Population: ~1.41 Billion
Indian Subcontinent1
India's Population: ~1.45 Billion Bangladesh's Population: ~174 Million Sri Lanka's Population: ~22 Million
ASEAN2
Population: ~686 Million
1Source: World Bank Group,2024 https://data.worldbank.org/indicator/SP.POP.TOTL
2Source: Statista,2024 https://www.statista.com/statistics/796222/total-population-of-the-asean- 13
countries/?srsltid=AfmBOorxuxwQeRLChlihy4LbB3blnRYA2GTgZ6R1zpf-BOj-8juV9_FR
Recognised for its Leading Brands and Quality ProductsChina:
Arawana
Indonesia:
Sania
Bangladesh:
Rupchanda
Vietnam:
Simply
Nigeria:
Mamador
Uganda:
White Star
Magic Detergent
Fortune Butto
Fortune Tambi
Zimbabwe: Buttercup Margarine Jade
2025年C-BPI食用油,大米和面粉品牌力榜首 by 中国北京-品牌评级机构Chnbrand
上榜2025年亚洲品牌500强 by 世界品牌实验室(World Brand Lab)
上榜2025年中国500最具价值品牌排行榜 by 世界品牌实验室(World Brand Lab)
中国粮油领军品牌 by 粮油市场报
Superbrands Indonesia 2025 (Cooking Oil, Flour and Rice Categories) by Superbrands in collaboration with Grandindo Konsultama and Nielsen
Top Brand Award 2025 in Recognition of Outstanding Achievement in Building the Top Brand (Cooking Oil and Rice Categories) by Frontier Consulting Group and Majalah Marketing
Number One Edible Oil Brand 2025 by Bangladesh Brand Forum
Superbrands Award 2025 (Edible Oil Category) by Superbrands Bangladesh
Top 20 Most Chosen Brands in Vietnam by Kantar's Brand Footprint Report 2025
2025 Micronutrient Fortification Index Top Five Excellence Award by Millers for Nutrition
Best Laundry Soap by People's Choice Quality Awards
Best Manufacturer of Laundry Soap and Washing Detergent in East Africa by East Africa Brand Quality Awards 2025
Best Detergent by People's Choice Quality Awards
Best Oil by People's Choice Quality Awards
Most Preferred Edible Vegetable Oil in East Africa by East Africa Brand Quality Awards 2025
Best Manufacturer of Pasta/Spaghetti in East Africa by East Africa Brand Quality Awards 2025
Winner (FMCG Spreads Sector) Superbrand of the Year 2025 by Marketers Association of Zimbabwe (MAZ)
Winner - Leading Soap Brands Award by Buy Zimbabwe
14
Strengthening our Food Ecosystem in ChinaExpanding our Health and Wellness Portfolio
Launched nearly 50 new health and wellness products and
variants.
Rolled out across both retail and e-commerce platforms.
Supported by multi-channel marketing to broaden customer reach.
Building High-Quality Food Infrastructure
Continued investment in safer, more efficient food
production.
Three new food parks commenced partial operations in 2025, bringing our network to nine food parks nationwide.
Health and wellness products from China Food park in Kunshan, China.
15
Deepening Nationwide
Distribution Reach
Distribution expanded to over 123 million households.
Presence extended to about 58,000 rural towns, broadening reach.
Strengthened access to everyday food products across urban and rural markets
Strategic Ownership and Alignment
Acquired additional 13% stake in AWL Agri Business Limited from Adani Group, increasing our ownership to approximately 57%.
AWL became a subsidiary of Wilmar.
Enhances our agility in decision-making and stronger alignment with Wilmar's long-term objectives in the Indian market.
Expanding our Consumer Brand
Portfolio
Fortune marked its 25th year in India, maintaining leading positions in food staples.
Acquired G.D. Foods, the owner of the Tops brand to broaden the FMCG portfolio.
Added over 80 complementary products across sauces, condiments and convenience foods.
Tops products from India.
16
Business Developments in Africa and VietnamCountry/Region
Highlights
Africa
Vietnam
Commissioned a refinery and fractionation plant in South Africa.
Commissioned new condiment production lines in Zimbabwe.
Expanded our shea fractionation plant in Ghana.
Deepened our distribution footprint by introducing new categories - rice, sunflower oil and yeast in Ethiopia.
Secured additional land in Cross River State, Nigeria, to support the expansion of palm plantations.
Expanded our joint venture's soybean crushing plant, making it the largest in Southeast Asia.
Our JV's soybean crushing plant in Bà Ria-Vũng Tàu, Vietnam.
Our new refinery and fractionation plant in South Africa.
17 - Sustainability
18
Embedding Sustainability
to Support Long-term Value Creation
In 2025, we
Ranked 1st and recognised as a "Leader" in the Children's
Rights Benchmark by Global Child Forum.
Maintained inclusion in the Dow Jones Best-in-Class Asia Pacific & World Indices, and the FTSE4Good index series.
Received an "AA" rating in the Morgan Stanley Capital International (MSCI) ESG rating report.
Ranked 59th out of 467 companies on the Singapore
Governance and Transparency Index.
Pupils at Qingtang Yihai Primary School, operated by YKA, China.
We also strengthened child protection measures through expanded assessments, training and closer supplier engagement.
Our schools in China, Malaysia and Indonesia provide free, quality education to more than 29,000 children of school-going age in rural and plantation areas where access is limited.
In Nigeria, we upgraded local schools and built accommodation for teachers within school campuses.
19
Thank you
Wilmar International Limited Minutes of Annual General Meeting 2026
Page 5
APPENDIX 2 - THE COMPANY'S RESPONSES TO QUESTIONS POSTED ON 17 APRIL 2026 ON SGXNET
WILMAR INTERNATIONAL LIMITED
(Incorporated in the Republic of Singapore) (Company Registration No.: 199904785Z)
ANNUAL GENERAL MEETING TO BE HELD ON 23 APRIL 2026 RESPONSES TO QUESTIONS
Wilmar International Limited (the "Company" or "Wilmar") would like to thank all shareholders and the Securities Investors Association (Singapore) ("SIAS") who have submitted their questions by 2 April 2026 5.00 pm Singapore time ahead of the Company's Annual General Meeting ("AGM"), which will be held on 23 April 2026 at 10:00 am Singapore time.
The responses to the questions are set out in the Appendix of this announcement. Some questions have been edited for clarity.
Mr. Charles Loo, Deputy Chief Operating Officer and Chief Financial Officer, will deliver a presentation to shareholders at the AGM. A copy of the presentation along with the results of the AGM will be issued on SGXNET and made available on the Company's website on our Investors page at: https://www.wilmar-international.com after the conclusion of the AGM. The minutes of the AGM will also be made available as described above within a month from the date of the AGM.
By Order of the Board Teo La-Mei
Company Secretary Singapore, 17 April 2026
Page 1 of 9
APPENDIX
The Company's responses (in blue) to the questions are set out below:
QUESTIONS FROM SIAS
Q1. The group operates a global manufacturing and agricultural network comprising more than 1,000 facilities across 36 countries and regions, including China, Europe, Southeast Asia, Africa, India and Australia. Page 16 of the annual report provides a graphical representation of the group's global operations and Note 37 (Segment information) shows the revenue and non-current assets breakdown by geography. China accounted for nearly half of the Group's revenue, with Southeast Asia accounting for 23%.
The wars in Ukraine and Iran have reportedly affected the global supply of wheat, corn and fertilisers, which has a knock-on effect on agriculture and farming.
In light of ongoing geopolitical tensions in the Middle East, what operational risks does the board foresee for the Group's global supply chain, particularly in relation to input availability, logistics disruption and margin pressure across key markets?
The Group's exposure to the Middle East is not significant. Revenues from this region account for single-digit percentage of total revenues and is reflected under "Others" revenues.
Nonetheless, the Board does foresee certain indirect impact on the Group's operations due to the ongoing tensions in the Middle East such as increases in freight, insurance and fertiliser costs as well as volatility in commodity prices.
How has management structurally redesigned procurement, production planning and commercial contracting to remain resilient under sustained commodity volatility?
Commodity volatility is part and parcel of our business and based on our track record we have been able to manage it quite well despite the shocks in recent years. Therefore, we believe our present structure is good enough to handle the current situation.
Have the conflicts reshaped how the board views food security, and how has this influenced long-term capital allocation decisions, including geographic priorities or supply-chain resilience?
The Group's operations are predominantly based in Asia and Africa, and our investments have been largely focused on these geographic regions. Given the uncertainty around how prolonged the current conflict will be, the Group's longterm capital allocation decisions have not changed.
Page 2 of 9
Q2. Would the board provide greater clarity on the following financial and operation matters?
Specifically:
China: Revenue in China increased by 2.3% to US$33.3 billion, below the group's overall growth rate of 5%. Given China's scale, how should shareholders interpret the gap between China growth and overall group performance in terms of market share, pricing power and profitability? Is the heavy-investment phase over and can shareholders expect meaningful operational leverage to materialise through higher volumes and margin expansion in the near term?
The modest revenue growth in China reflected healthy sales volume growth but lower commodity prices. While revenue in China grew by 2%, net profit grew by 26%. This was driven by improvements in the flour and rice businesses as well as higher crush margins.
For more information, please refer to the announcement on Yihai Kerry Arawana's (Wilmar's China subsidiary) 2025 financial performance which can be accessed here: 2026022618312010490566_en.pdf
China is an important market and we continue to see growth opportunities. However, the heavy investment phase is over as we have completed most of our planned projects. Our focus has therefore shifted to consolidating past investments and driving efficiency improvements. We are the leading producer of consumer pack oil, rice and flour in China. Leveraging on this leadership position, we have launched a range of health and wellness food products and further expanded this range in 2025.
Wilmar Group Capital Expenditure (2021-2025)
2021
2022
2023
2024
2025
Capex
(US$ million)
2,527
2,483
2,281
1,572
1,081
Sugar: Sugar prices declined to approximately US 14 cents per pound at year end, representing a fall of more than 30% from the February 2025 peak, while sales volume decreased by 26% to 11.5 million MT. Does the board view current market conditions as cyclical or indicative of a structural decline driven by regulatory pressure on sugar consumption, substitution effects or evolving consumer preferences?
Conditions in the sugar market reflect both cyclical and structural factors. In 2025, the drop in sugar prices reflected strong supply. Furthermore, the collapse in Brazilian ethanol prices due to abundant supply of corn-based ethanol further pressured the sugar complex. On the demand side, global sugar consumption weakened, driven by the rapid expansion of GLP-1 receptor agonist drugs -reducing caloric and sugar intake in several markets - as well as stricter anti-sugar policies, including the introduction or increase of sugar taxes in multiple countries.
Page 3 of 9
Dividend policy: The dividend payout ratio appears to fluctuate more than the actual dividend per share declared. Can the board clarify whether capital management decisions are primarily anchored to maintaining dividend stability in absolute terms rather than targeting a consistent payout ratio?
Regarding capital management, the board takes a prudent approach ensuring that there are adequate internally generated funds to pay taxes, interest costs, dividends as well as capital expenditure. For dividends, we try to keep the dividend per share stable.
Shareholder engagement: The company organised an analyst visit to operational facilities in Shanghai, Hangzhou and Kunshan in May 2025. Has the board considered organising similar operational site visits or engagement initiatives for shareholders to enhance their understanding of the group's operations?
The Board will take this into consideration.
Q3. In the message to shareholders, the chairman acknowledged ongoing global headwinds and addressed the legal allegations faced by the group in China and Indonesia, which the group has consistently denied.
The group has indicated its intention to appeal the decision in the second-instance court in China and may pursue judicial review in relation to the Indonesia's Supreme Court's ruling against the group concerning the CPO export permits matter.
(i) How does the board oversee significant legal and regulatory proceedings across the group's global operations? Specifically for the China and Indonesia cases, what role did the independent directors play in supervising investigations, ascertaining facts and assessing legal strategy?
Wilmar's management has issued strict instructions to all staff that the Group does not tolerate any corrupt or illegal practices, and that strong disciplinary action will be taken against any staff found to be in breach of these instructions. The Wilmar Board and relevant Board sub-committees are briefed on significant developments in the Group, which include legal and regulatory proceedings.
In relation to the China and Indonesia legal cases that we have announced, the investigations were conducted by the respective local teams and results of these investigations were reported to the Wilmar Board, who provided guidance on legal strategy.
Page 4 of 9
