Rex International Holding Limited - Annual Report 2025

CORPORATE GOVERNANCE REPORT 120 Annual Report 2025 The Company intends to appoint a new board member with industry experience to replace Ms Beverley Smith, who resigned in February 2026, in the next few months. In accordance to Rule 710A(1) of the SGX Listing Rules, the Company has in place a board diversity policy, which includes the Board’s objectives to ensure that: (a) female candidates are included for consideration by the NC whenever it seeks to identify a new director for appointment to the Board; and (b) from 2023, there is appropriate female representation on the Board at any one time. The Company appointed its first female director in 2022, and its second in 2023. The female representation on the Board was two or 40 per cent as at 31 December 2025. The Board has taken the following steps to maintain or enhance its objective to have balance and diversity on the Board: (a) Annual review by the NC and periodic engagement of external consultants to assess if the existing attributes and core competencies of the Board are complementary and enhance the efficacy of the Board; and (b) Annual evaluation by the Directors of the skill sets the other Directors possess, with a view to understand the range of expertise which is lacking by the Board. To meet the changing challenges in the industry and countries which the Group operates in, such reviews and evaluations, which include considering factors such as the expertise, skills and perspectives which the Board needs against the existing competencies, would be done on an annual basis to ensure that the Board dynamics remain optimal. The NC will also monitor the implementation of the board diversity policy and report annually on the Board’s composition in terms of diversity, in the Company’s Corporate Governance Report and will consider the results of these exercises in its recommendation for the appointment of new directors and/or the re-appointment of incumbent directors. 2.5 Non-Executive Director Meetings in Absence of Management The Non-Executive Directors constructively challenge and help develop proposals on strategies. From time to time, the Non-Executive Directors, led by any Independent Director as appropriate, met in the absence of Management to discuss concerns or matters such as overall Group business strategies and investments in FY2025. The chairperson of such meetings provides feedback to the Board and/or the Executive Chairman as appropriate. Chairman and Chief Executive Officer Principle 3 There is a clear division of responsibilities between the leadership of the Board and Management, and no one individual has unfettered powers of decision-making. 3.1 Segregation of the Role of Chairman and the CEO The roles of the Executive Chairman and the CEO are separate to ensure a clear division of their responsibilities, increased accountability and greater capacity of the Board for independent decision making. The Executive Chairman is not related to the CEO and is not a substantial shareholder of the Company.

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