EXMAR report 2025

3.4 GOVERNANCE 121 ESG PARTNER INPUT OUTPUT BoD ■  Communicates strategic objectives on ESG in its interaction with shareholders ■  Prepares and presents CSRD report to General Meeting with shareholders ■  Upholds strategies and values of EXMAR in its sustainable value creation ■  Reviews Dealing Code & Code of Business Ethics ■  Determines company strategy, Corporate Governance Charter, Corporate Governance Statement and Compliance Manual ■  Validates press releases of subjects under non- financial regulations ■  Imposes company-wide compliance with the Corporate Governance Charter, Compliance Manuals and laws and regulations ■  Validates compliance of the annual CSRD report ExCo / ARC ■  Day-to-day management and policy of the group ■  Implementation of decisions taken by the BoD ■  Establishment of internal controls ■  Reviews and challenges annual CRSD accounts ■  Communicates proposals on company strategy to the BoD ■  Reviews and challenges press releases ■  Validates and provides advice to the BoD on the CSRD report ■  Suggests proposals on company strategy EXMAR ■  Creates the annual CSRD report ■  Upholds ESG targets in business interaction ■  Reports and consolidates ESG KPIs ■  Completes questionnaires on ESG ■  Sets up group policies and procedures ■  Compliance risk assessment, model & manual ■  Ensures company-wide compliance with CSRD Subsidiaries ■  Report on ESG KPIs ■  Support in developing group policies and procedures ■  Regulatory monitoring ■  Reporting as per regulations ■  Implementing policies and procedures ■  Uphold ESG targets in business interaction ■  Review policies and procedures ■  Ensure regulatory compliance 3.4.1.4 RISK MANAGEMENT To maintain an overview of all EXMAR-related risks, we have built a Compliance Risk Universe, in which risks for legal, regulatory and business requirements are detailed. The primary themes are:  Corporate governance  Competition, antitrust laws, trade sanctions  Conflict of interest  Insider transactions  Anti-money laundering  Financial statement fraud  Fraud & corruption  Health & safety  Environmental protection  Information management/security  Intellectual property  Employee obligations  Individuals  Privacy For each theme, a Key Risk Officer (KRO) has been designated, responsible for assessing the risks related to their domain. The Head of ESG & Compliance maintains a comprehensive overview of all sustainability-related risks, ensuring alignment with the company’s broader risk management strategy. Besides, a Compliance Officer was appointed by the BoD, accountable for tracking and escalating concerns or cases of non-compliance and any related issues. The KROs, Head of ESG & Compliance and Compliance Officer convene quarterly to review, discuss and address emerging risks across all designated themes. The results of these meetings are reported to the ARC. 3.4.1.5 INFORMATION FLOW TO TOP MANAGEMENT As mentioned above, certain information flows to top management. Furthermore, Chapter 3.3– Social demonstrates the engagement with our own workforce and how we encourage everyone to utilize the multiple reporting channels available to ensure their voices are heard. Since our employees are vital stakeholders for our ESG strategy, their feedback is communicated regularly to top management.