Group Overview Operation and Financial Review Financials Sustainability and Governance Other Information 33 Annual Report 2025 Corporate Governance Seminars and training programmes attended by the Board in 2025 Global Economic Outlook 2025 by UBS Sharing Session Pillar Two - Global Minimum Tax by EY Journey to Advance Leadership by Bocconi University and Polimi Graduate School of Management ISSB Training for Board of Directors by Deloitte Global & Indonesia Economic Outlook 2026 by Andry Asmoro Sustainability Reporting: Standards and Implementation by the Institute of Indonesia Chartered Accountants First Pacific Directors’ Training Session on Artificial Intelligence by blu Artificial Intelligence 12th Hong Leong-CDL Group Annual Sustainability Forum: Is ESG Losing its Shine or Transforming for LongTerm and Sustained Growth Asia Forum 2025 by Barclays Opportunities and Risks for the Region, Indonesia and Indofood over the next five to 10 years by George Yeo Yong-Boon Materiality in Sustainability by the Institute of Indonesia Chartered Accountants Management and Implementation of Carbon Emission by the Institute of Indonesia Chartered Accountants Board Delegation and Support: To discharge its fiduciary duties and responsibilities more effectively, the Board is supported by the Exco, the AC & RMC, the NC and the RC. These Board Committees play a key role in enhancing corporate governance, improving internal controls and driving the Group’s performance. Each Board Committee has clearly defined terms of reference that set out its compositions, duties, authority and accountability to the Board. The terms of reference are reviewed annually. The Exco is chaired by Mr Mark Julian Wakeford, with Messrs Tjhie Tje Fie, Moleonoto Tjang and Suaimi Suriady as members. The Board delegates the Exco certain discretionary limits and authority for business development, investment, divestment, capital expenditure, finance, treasury, budgeting, human resource (“HR”) and business planning. The Exco is entrusted to execute the business strategies approved in the annual budget and business plan, implement the appropriate accounting systems and other financial controls, put in place a robust risk management framework, monitor compliance with laws and regulations, adopt competitive HR practices and compensation policies, and ensure that the Group operates within the approved budget. The Board and Board Committees are supported by the Company Secretaries who are competent in company laws and company secretariat practices, including taking minutes of meetings, ensuring compliance with Board procedures and regulatory requirements, and assisting the Board to implement and strengthen corporate governance policies and processes. The Company Secretaries attend all the Board meetings and are directly accountable to the Chairman on all matters relating to the proper functioning of the Board. The Company Secretaries act as the primary point of contact between the Company and the SGX. The appointment and removal of the Company Secretaries are subject to the approval of the Board. Board Processes: All Board and Board Committee meetings, as well as the Annual General Meeting (“AGM”), are scheduled at the start of the year in consultation with the Directors. The Board and Board Committees meet regularly to discuss the Group’s business results and performance, strategic decisions and policies, operational matters and governance issues. The Board meets three to four times a year, the AC & RMC at least six times a year, and both the RC and the NC at least once a year. The Company Secretaries circulate the schedules of the meetings to the Directors at the beginning of the calendar year. Board papers, financial results, project updates, budgets and forecasts are circulated to the Directors with sufficient time for them to consider the issues before engaging in productive discussions during the meetings.
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