Governance 7-10

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.

AMP's climate‑related disclosures prepared in accordance with AASB S2 Climate‑related Disclosures (AASB S2) are presented in the Sustainability report (pages 72–90) which describes AMP's approach to managing climate‑related risks and opportunities.

Management responsibilities

The GEC has individual responsibilities in relation to the management of climate-related risks and opportunities as well as the execution of related strategies.

Group Chief Executive Officer (CEO)

Has overall responsibility for overseeing and managing climate-related risks and opportunities, with specific responsibilities delegated to members of the GEC as set out below.

Group Executive, Corporate Affairs and Sustainability

Responsible for developing, maintaining and monitoring the implementation of the Group's sustainability strategy, and for the implementation of mandatory climate reporting requirements in accordance with Australian Sustainability Reporting Standards, as well as for sustainability-related disclosures across the Group's reporting suite. Chairs the E&S Subcommittee.

Group Chief Financial Officer (CFO)

Responsible for the consideration of climate-related risks and opportunities in business planning, investment and capital deployment decisions, as well as reporting on climate-related matters in the Group's Annual Report in compliance with Australian Sustainability Reporting Standards.

Group Chief Risk Officer (CRO)

Responsible for evaluating the effectiveness and adequacy of the identification and management of risks across the Group, including those arising from climate change. Chairs the Executive Risk Committee.

Group Chief Underwriting Officer (CUO)

Responsible for the Group's underwriting and reinsurance strategy and governance, including the identification and consideration of climate-related risks and opportunities and the execution of portfolio optimisation initiatives in response to those risks and opportunities.

Group Executive Committee (GEC)

The GEC is responsible for the management and execution of the Group's strategic priorities, including managing climate-related risks and opportunities, and overseeing the execution of QBE's sustainability strategy and commitments.

Executive Subcommittees:

Environmental and Social (E&S) Subcommittee

Supports executive decision making related to progressing the sustainability strategy and initiatives and targets in the Sustainability Scorecard, including climate-related commitments. Chair: Group Executive, Corporate Affairs and Sustainability

Executive Risk Committee (ERC)

Oversees the integration of ESG risk into the Group's risk management framework. Responsibilities include the review of key enterprise risks and oversight of management strategies and treatment plans. Chair: Group Chief Risk Officer

Group Underwriting Committee (GUC)

Supports the GEC in the development, implementation and review of the Group's underwriting and reinsurance strategy, business plan and underwriting governance, including consideration of relevant climate-related risks and opportunities. Chair: Group Chief Underwriting Officer

GEC and management committees

Responsibilities of the executive subcommittees that support the GEC in the management of climate-related matters are summarised on page 23. The GEC is also supported in its decision-making by the Sustainability Steering Committee which comprises functional representatives from across the Group with responsibility for climate-related matters. Management's oversight of the Group's climate-related matters is supported by the use of controls and procedures, including in relation to the identification of risks and opportunities, monitoring of progress against targets, scenario analysis and the measurement of reported metrics such as greenhouse gas (GHG) emissions. Integration of these processes into QBE's business and enabling functions is supported by regular monitoring and reporting coordinated by the Group Sustainability function to the relevant governance committees.

Sustainability Steering Committee

Supports the execution of QBE's sustainability strategy and reporting, and oversight of ESG (including climate-related) risks. Provides input and makes recommendations to the E&S GEC Subcommittee and ERC on matters including climate strategy and performance, scenario analysis, sustainability reporting, and related policies. Also oversees the design and delivery on matters including climate strategy and performance, scenario analysis, sustainability reporting, and related policies. Also oversees the design and delivery of the Sustainability Reporting Programme, including oversight of disclosures prepared in accordance with Australian Sustainability Reporting Standards.

Executive key management personnel remuneration

Details of the Group's executive remuneration arrangements are included in the Remuneration Report on pages 64 to 86. Conditional rights granted under the 2024 and 2025 LTI plans are subject to financial and non-financial performance targets, including 10% that are subject to a sustainability performance measure. Sustainability performance within the LTI plans is measured based on progress against the initiatives and targets in our Sustainability Scorecard, which comprise metrics attributable to climate as well as other areas of sustainability. This component represents 2.0% of total executive key management personnel remuneration recognised in the current year, of which 1.1% is estimated to be attributable to climate-related initiatives based on the proportion of metrics in the 2023–2025 Sustainability Scorecard that are attributable to climate. These LTI performance measures are applicable to all GEC and key senior employees as disclosed in note 8.4 of the financial statements. Vesting outcomes are determined by the Board at the end of the performance period based on a combination of quantitative and qualitative considerations as described on pages 74 and 75 of the Remuneration Report. In addition to LTI measures, individual performance objectives of the GEC and key senior employees also include climate-related considerations as relevant to their roles and responsibilities, and are considered in determining their annual performance incentive plan outcomes.

Management's Role in Climate-Related Governance

The Managing Director and CEO reports to the Board and is responsible for delivering the strategy and goals approved by the Board. These include accountability for outcomes of sustainability-related goals approved by the Board. The Managing Director and CEO is supported by the Executive Leadership Team. The Managing Director and CEO and Executive Leadership are in turn supported by their teams.

To help effective cross-functional communication on issues related to sustainability and climate, Santos' governance processes include meetings across a range of business groups. This includes meetings of the Executive Leadership Team to require conformance with the Santos Management System (SMS) and to track delivery against plans and goals as well as the effectiveness of controls and processes pertaining to sustainability-related activities.

Management responsibilities:

• Managing Director and CEO has accountability for outcomes of sustainability-related goals
• Executive Leadership Team supports strategy delivery
• Cross-functional communication through business group meetings
• Executive Leadership Team tracks delivery against plans and goals
• Management ensures conformance with Santos Management System for sustainability activities

Management-level governance The Chief Executive Officer (CEO) is responsible for managing the Company and its business within levels of authority specified by the Board. A delegation of authority framework outlines matters that are delegated to the CEO and other members of senior management.

The CEO may delegate aspects of his authority and power to the management team but remains accountable to the Board for the Company's performance. The CEO reports to the Board at regular Board meetings.

The Executive Leadership Team (ELT) and senior management are central in implementing the Company's governance framework. Their responsibilities also include implementing and monitoring controls and risk management procedures, managing climate-related risks, opportunities, targets and strategies and tracking progress against those strategies. Members of the ELT and senior management form various forums and decision-making bodies to oversee these responsibilities.

Controls and procedures for measuring the Group's GHG emissions and tracking progress against climate strategies are embedded with the ERM Framework and integrated across the business.

In addition to the above, various internal functions are responsible for the day-to-day management of climate-related risks and opportunities. These functions include customer-facing, operational and strategically focused teams including Strategy, Sustainability, Decarbonisation and Future Fuels, Carbon Solutions, Legal, Finance, Procurement, and Supply and Technical teams.

The Sustainability team is responsible for the continual update of the Company's climate-related risk and opportunity register, with input from subject matter experts throughout the business. Additional oversight of the register is facilitated by the CEO, Chief Financial Officer (CFO), and the Chief Strategy Officer.