The AC consists of three (3) members, all of whom are Independent Non-Executive Directors. The current members of the AC are as follows: The Terms of Reference of the AC are available on the Company’s website at www.dnex.com.my. A description of the activities carried out by the AC during the year is provided in the AC Report of this Integrated Report. 3.2 NRC Below are the details of the composition of the committee, the meetings convened, and the attendance of each member during the NRC meetings for the FYE 31 December 2025: The composition of the NRC complies with paragraph 15.08A(1) of the MMLR of Bursa Securities and the Terms of Reference of the NRC. The NRC is comprised exclusively of Non-Executive Directors and chaired by a Senior Independent Non-Executive Director of the Company. The Terms of Reference of the NRC outline its composition, meeting frequency, and powers, duties, and responsibilities. The Terms of Reference for the NRC are available on the Company’s website at www.dnex.com. my. The NRC regularly invites the Group Chief Executive Officer, Group Chief Financial Officer, Head of Group Human Resources, and other senior management members to attend its meetings, where they are required to provide briefings, updates, and clarifications on matters within the NRC’s purview. During Board meetings, the Chairman of the NRC updates the Board on the matters discussed and considered in NRC meetings. Below is a summary of the key activities undertaken by the NRC in fulfilling its duty during the FYE 31 December 2025: (i) Reviewed the composition of the Board and Board Committees concerning the mix of skills, independence, and diversity in accordance with its policy. (ii) Determined the directors who stand for re-election by rotation. (iii) Assessed the effectiveness and performance of the Board and its committees through a selfassessment document completed by each director. The assessment criteria include the following: • Board composition • Board process • Performance of Board Committees • Information provided to the Board DIRECTORS DESIGNATION Haslinda bt Hussein Chairperson Datuk Johar bin Che Mat Member Chandramohan Subramaniam Member NAME DESIGNATION DIRECTORATE NUMBER OF MEETINGS ATTENDED Datuk Johar bin Che Mat Chairman Senior Independent Non- Executive Director 3/3 Dato’ Robert Fisher Member Independent Non-Executive Director 3/3 Zalina binti Shaher Member Independent Non-Executive Director 3/3 CORPORATE GOVERNANCE OVERVIEW STATEMENT 97 OPERATIONAL REVIEW SUSTAINABILITY STATEMENT GOVERNANCE FINANCIAL STATEMENTS SHAREHOLDERS’ INFORMATION INTELLIGENCE POWERING
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