EXMAR report 2025

3.4 GOVERNANCE 118 3.4 3.4.1 Roles and responsibilities connected to our ESG strategy 3.4.1.1 TOP MANAGEMENT EXMAR Group’s top management is represented by the Board of Directors (BoD) – the company’s governing body – and the Executive Committee (ExCo) – the operational leadership. The Board of Directors is the highest decision- making body of the company and is authorized to perform all acts that are necessary or useful for the realization of the company’s goal, apart from those that are reserved for the Shareholders Meeting (by the Belgian Code of Companies and Associations or the coordinated articles of association). Our BoD strives for long-term success, providing the necessary leadership and ensuring that risks can be identified and managed, and are responsible for the overall strategy and values of the company. Moreover, they aim for sustainable value creation by determining our sustainability strategy, establishing effective, responsible and ethical leadership, and overseeing EXMAR’s performance. The BoD develops an inclusive approach that strikes a balance between the legitimate interests and expectations of shareholders and other stakeholders. Furthermore, they are responsible for defining and reviewing key policies and EXMAR’s risk profile, as well as ensuring that the corporate culture promotes responsible and ethical behavior. TOP MANAGEMENT COMMITTEES Board of Directors Strategic decision-making Executive Committee Operational leadership ■ Chief Executive Officer (CEO) – Chairman ■ Chief Operating Officer (COO) ■ Chief Financial Officer (CFO) ■ Executive Director BU Shipping ■ Executive Director BU Infrastructure Key Risk Officers ■ CFO – Compliance Officer ■ Head of ESG & Compliance ■ Head of HSEQ ■ Chief Legal Officer ■ HR Director ■ IT Director ■ Head of Consolidation & Accounting ■ Head of Controlling ■ Head of Treasury & Structured Finance Nomination & Remuneration Committee Audit & Risk Committee GOVERNANCE