CORPORATE GOVERNANCE REPORT Rex International Holding Limited 127 Multiple Directorships The Board had previously capped the maximum number of listed company board representations each Director may hold to seven, to ensure that the Directors have sufficient time and attention to adequately perform their role. During the Board Meeting held on 26 February 2021, the NC opined that the effectiveness of each Director was best evaluated and determined by assessing his/her contributions and ability to devote sufficient time and attention to the Company’s affairs and his/ her acts in the interests of the Company. The Board agreed that representation on the board of directors of several listed companies was no longer a matter of concern to the Board. Hence, there was no need to set a numerical limit to the number of board memberships in listed companies that each Director might hold during his or her term of office. The NC does not wish to omit from consideration outstanding individuals who, despite the demands on their time, have the capacity to participate and contribute as members of the Board. The considerations in assessing the capacity of Directors include the following: • Expected and/or competing time commitments of Directors; • Geographical location of Directors; • Size and composition of the Board; and • Nature and scope of the Group’s operations and size. The NC takes into consideration the following measures and evaluation tools in its assessment of competing time commitments of Directors: • Declarations by individual Directors of their other listed company board directorships and principal commitments; • Annual confirmations by each Director on his/her ability to devote sufficient time and attention to the Company’s affairs, having regard to his/her other commitments; and • Assessment of the individual Directors’ performance based on the criteria set out in Principle 5 of this report. The NC and Board have reviewed the time spent and attention given by each of the Directors to the Company’s affairs, taking into account the multiple directorships and other principal commitments of each of the Directors (if any), and is satisfied that all Directors have discharged their duties adequately in FY2025. Alternate Directors The Company does not have any alternate Directors on its Board currently. Alternate Directors may be appointed as and when the Board deems necessary. Circumstances which warrant such appointments may include health and age-related concerns as well as succession plans.
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