3.5 RGSC The RGSC was established to assist the Board in fulfilling its oversight responsibilities and fiduciary duties by formulating and overseeing a robust enterprise risk management framework and systems that ensure compliance with applicable laws, regulations, rules, directives, and guidelines, thereby effectively managing the overall risk exposure of the DNeX Group. Below are the details regarding the committee’s composition, the meetings held, and the attendance of each RGSC member during the FYE 31 December 2025: NAME DESIGNATION DIRECTORATE NUMBER OF MEETINGS ATTENDED Dato’ Robert Fisher Chairman Independent Non-Executive Director 3/4 Haslinda bt Hussein Member Independent Non-Executive Director 4/4 Datuk Johar bin Che Mat Member Senior Independent Non-Executive Director 4/4 4. DIRECTORS’ REMUNERATION The Board of the Company recognizes that fair remuneration is essential for attracting, retaining, and motivating the right talent within the Board and senior management. To address this, DNeX Group has established a Remuneration Policy that provides guidelines for the remuneration packages of the Board and senior management. This policy aligns with the best practices outlined in the MCCG issued by the Securities Commission Malaysia. The Remuneration Policy has been designed to support DNeX Group’s key strategies, create a strong, performance-oriented environment, attract, motivate, and retain talented individuals, and promote DNeX Group’s business stability and growth. The Remuneration Policy is available on the Company’s website at www.dnex.com.my. The remuneration for the Executive Directors links rewards to corporate and individual performances. Non-Executive Directors are remunerated by directors’ fees, approved annually by shareholders at the AGM, and an attendance allowance for each Board meeting they attend. At its 54th AGM held on 26 June 2025, the Company obtained shareholders’ approval to pay Directors’ fees and benefits to its Non-Executive Directors and its subsidiaries. The approved aggregate amount of RM4,000,000 was effective from 27 June 2025 until the forthcoming 55th AGM. This mandate authorises the Company and its subsidiaries to pay directors’ fees and benefits to their directors on a monthly basis, following each month’s completed month of service. The benefits provided to the directors include allowances and other emoluments payable to the Chairman, members of the Board, Board committees, and other committees that the Board may establish. The Corporate Governance Report outlines the details of the remuneration for the Directors of DNeX Group for the FYE 31 December 2025. 5. UPHOLD INTEGRITY IN FINANCIAL REPORTING 5.1 Compliance with Applicable Financial Reporting Standards The financial statements of DNeX Group have been prepared using the historical cost convention, with modifications to include other valuation methods as disclosed in the significant accounting policies and in compliance with Malaysian Financial Reporting Standards, International Financial Reporting Standards, and the requirements of the Companies Act 2016. CORPORATE GOVERNANCE OVERVIEW STATEMENT 99 OPERATIONAL REVIEW SUSTAINABILITY STATEMENT GOVERNANCE FINANCIAL STATEMENTS SHAREHOLDERS’ INFORMATION INTELLIGENCE POWERING
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