Governance 5-6

Climate‑related risks are identified, assessed and monitored in accordance with the AMP's Risk Management Framework (RMF) which includes the Risk Management Strategy (RMS) and Risk Appetite Statement (RAS) that guide consistent risk oversight across the organisation.

The board considers the environmental and social impacts of AMP's activities and oversees AMP's sustainability and ESG strategy. For the fourth consecutive year, AMP was included in the Dow Jones Best-in-Class Australia Index in 2025. The index tracks the performance of the top 30% of the Australian companies in the S&P/ASX 200 that are leading in sustainability performance.

Governance

Board Structure

The following individuals were directors of Iluka Resources Limited during the whole of the financial year and up to the date of the report, unless otherwise stated: • S Corlett • J Mactier (Chair) – appointed 5 May 2025 • T O'Leary (Managing Director and CEO) • L Saint • P Smith • A Sutton

Board Committees

The Iluka Board Sustainability Committee assists the Board in reviewing progress made against, and monitoring effectiveness of, company strategies, policies, and standards as they relate to sustainability. Responsibilities include oversight of performance, compliance with legislation, and management of health, safety, environmental, social and governance risks and impacts.

2025 Board and Committee Meetings

Director	Board Meetings	Sustainability Committee
	Attended/Eligible	Attended/Eligible
T O'Leary	11/11	4/-
S Corlett	11/11	4/4
J Mactier	8/8	2/-
L Saint	11/11	2/-
P Smith	11/11	4/4
A Sutton	11/11	4/4

In 2025, the Board formally met on 11 occasions, of which eight meetings were scheduled. In addition to these meetings, the Board spent a day primarily focused on strategic planning.

Climate governance framework

QBE has a governance framework in place with defined roles and responsibilities relating to the oversight, management and reporting of climate-related risks and opportunities.

Group Board

The Board is responsible for the oversight of climate-related risks and opportunities that have the potential to impact QBE. The Board also oversees the environmental impact of the Group's activities and operations and sets standards on the Group's environmental responsibilities and practices. The Board is assisted in its oversight by committees composed of a majority of independent directors. The Board and Committees' responsibilities in relation to climate-related risks and opportunities are set out in the Board and Committee charters.

Board Committees

Risk & Capital Committee

Oversees the effectiveness of the Group's risk management framework and strategies including the consideration of adequacy of awareness, understanding and management of its risks, including climate risk.

Audit Committee

Oversees the effectiveness of the Group's financial and sustainability reporting, including climate-related disclosures.

People & Remuneration Committee

Oversees the remuneration strategy and outcomes for executives and non-executive directors, including the consideration of sustainability-related non-financial measures within incentive plans.

Board oversight

The Board receives updates on climate-related matters through periodic reporting to the Board and its Committees throughout the year.

Key matters discussed in 2025

Board

During the year, the Board reviewed and approved QBE's Climate Transition Plan, including QBE's climate ambition and strategies across investments, operations and supply chain, and underwriting. In doing so, the Board considered trade-offs relating to feasibility, timing and potential financial impacts, recognising the need to balance climate objectives with commercial, regulatory and operational considerations, whilst continuing to support QBE's customers. The Board also received quarterly updates on progress against the metrics and targets in the Sustainability Scorecard, and approved the 2030 Sustainability Scorecard which included the targets forming part of the Transition Plan.

Risk & Capital Committee

In 2025, the Risk & Capital Committee considered the risks to QBE associated with climate change, including an outline of the Group's climate scenario analysis and management actions in relation to physical and transition risks.

Audit Committee

Updates were provided during the year on climate reporting developments relevant to the Group and progress on the Group's implementation of AASB S2. Disclosures prepared in accordance with AASB S2 were reviewed by the Audit Committee and recommended to the Board for approval as part of the 2025 Annual Report process.

People & Remuneration Committee

During 2025, the People & Remuneration Committee reviewed and endorsed for Board approval the terms of the 2025 long-term incentive (LTI) plan, including the associated performance conditions. This included the sustainability-related performance measures within this plan. At the end of the financial year, the Committee was provided with an update on progress against performance conditions for the 2024 and 2025 LTI plans, including those linked to sustainability outcomes.

Board skills

The Board has a skills matrix covering the range of competencies and experience of each director, including sustainability. The matrix is informed by an annual self-assessment by the Directors, who each rate their skills, expertise and experience against the competency areas set out in the matrix.

Board Oversight of Climate-Related Risks and Opportunities

The Board views sustainability as a material strategic area for Santos. It oversees the safe and reliable operations of the Company in accordance with our values, within a Risk Management Framework that respects all stakeholder interests.

The Board has ultimate responsibility for the approval and oversight of strategy, including our approach to sustainability. The Charters for the Board and each Committee formally outline the responsibilities of each body in respect of sustainability (as applicable), including the monitoring and review of risks.

The Board's oversight of sustainability is supported by board committees, including the Safety and Sustainability Committee which meets four times per year (and as determined by the Chair of the Committee). The Committees' cross-memberships support sound communication of sustainability-related matters across the various committees.

Climate governance processes:

• The Board views sustainability as a material strategic area for Santos
• Board has ultimate responsibility for approval and oversight of strategy, including approach to sustainability
• Safety and Sustainability Committee provides oversight, meeting four times per year
• Cross-memberships between committees support communication of sustainability matters
• Board oversees the Climate Transition Action Plan (CTAP) progress and outcomes

The Board of Viva Energy Group Limited strives to build sustainable value for shareholders while protecting the assets and reputation of the Company. Its functions include but are not limited to defining the Company's purpose and strategic objectives.

The Board is ultimately responsible for the oversight of climate-related matters, including the review and consideration of the potential impacts of climate-related risks and opportunities on the Company's strategy, how climate-related considerations are integrated into the Company's strategy and risk management systems, and how climate-related risks and opportunities are managed.

The Board is responsible for approving and overseeing the Company's strategy and major strategic investment decisions, including the strategy around the transition to new energies and climate-related capital allocations, ensuring that trade-offs between risks and opportunities are carefully evaluated. Climate-related risks and opportunities are embedded within the Company's strategic plan and Enterprise Risk Management (ERM) Framework. The Board's role is to ensure that the Company's strategic initiatives reflect these principles and address material climate-related risks and opportunities.

To support this oversight, management prepares analysis for Board review that aligns with the Company's strategic direction and ERM Framework and considers the nature of the Company's operations and the material climate-related risks and opportunities disclosed from page 24.

The Company's approach to monitoring and managing climate-related risks and opportunities is primarily overseen by the Board's standing Committees, including the Sustainability Committee and Audit and Risk Committee (ARC).

Sustainability Committee The Sustainability Committee is responsible for: • reviewing the performance of the Company in relation to climate-related matters, decisions and actions; • reviewing the Company's compliance with legal and regulatory obligations in relation to climate-related policies and procedures; • reviewing and considering for approval the objectives, targets and key performance indicators that will drive continuous improvement in climate-related performance; • monitoring any significant changes to the climate-related risk profile and business strategies

The Sustainability Committee met four times during 2025 and each meeting involved climate-related discussions or decisions. Across the year, these topics included: • developing the Company's decarbonisation strategy, pathways and transition planning; • ongoing review of the Company's carbon emissions profile, reduction process and plans; • progress against the Company's climate-related targets, and of the Geelong Refinery against Safeguard Mechanism requirements; • a 6-monthly review of the Company's material climate-related risks and opportunities.

Audit and Risk Committee (ARC) The ARC is responsible for overseeing and reviewing the Company's ERM Framework, including its strategies, policies, procedures and systems for managing risk and their effectiveness.

The ARC oversees the implementation and effectiveness of the ERM Framework and related Group risk registers. The ARC performs a formal six-monthly review of the Group risk registers, which incorporate climate-related risks.

The ARC met six times during 2025. A standing Risk and Assurance Report was tabled at five ARC meetings during 2025. This report included updates on emerging climate-related government policy and regulatory risks. During the second half of 2025, the ARC received regular updates on progress towards mandatory climate-related disclosures, including a formal readiness assessment.

The ARC and the Sustainability Committee had coordinated oversight of, and reviewed, management's preparations for AASB S2 reporting during 2025.

Board processes and structure To stay informed about climate-related risks and opportunities, the Committee Chairs report to the Board following every Committee meeting. Any relevant decisions (determined by the Company's delegations of authority register) in relation to the climate-related risks and opportunities, including the setting of climate-related targets and climate-related investment decisions, are ultimately approved by the Board. The Board has access to the meeting minutes of all Committees, which include details of climate-related risks, opportunities and internal controls.

The Board considers climate-related risks and opportunities when overseeing the Company's strategy and performance against strategic objectives, by taking into account climate scenario analyses and identifying initiatives that support the energy transition, such as investments in renewable energy, low-carbon liquid fuels, and circular economy programs.

The Board also sets the Company's emissions reduction ambitions and other policies that guide operational decision-making. This includes for example, the balance between pursuing climate-related opportunities and advancing the Company's own emissions reduction initiatives.

The Board aims to have Directors with the appropriate mix of skills, experience, expertise and diversity that are relevant to the Company's businesses and the Board's responsibilities, including the responsibility to monitor, manage and oversee climate-related risks and opportunities.

The Board offers a wide range of expertise across industries, disciplines and geographic regions.

Time is allocated during Board and Committee meetings for ongoing education and professional development. These sessions are designed to provide Directors with knowledge and ongoing development to support them in performing their role, including to respond to the Company's climate-related risks and opportunities. Board briefings during 2025 were delivered by both senior management and external experts. In addition to the abovementioned climate-related management-led briefings and discussions, Directors attended externally-lead sessions on Australia's energy transition, the requirements on Directors of mandatory climate-related disclosures, and global trends in new energies.