Karrie International Holdings Limited (Karrie International) has released updated Terms of Reference for its Nomination Committee, adopted by the Board on 24 June 2026 and set to take effect immediately. Key changes and requirements are as follows:

Committee Composition • Must comprise at least three directors, with a majority being Independent Non-Executive Directors (INEDs); at least one member must be of a different gender. • The chair of the committee must be an INED appointed by the Board. • Quorum is two members, and the Human Resources and Administration General Manager will act as secretary.

Meeting Protocols • The committee will convene a minimum of once per year, with participation allowed in person or via electronic means. • The Board Chair and senior management may attend by invitation. • The committee chair will attend annual general meetings to address shareholder questions; a delegate will be arranged if the chair is unavailable.

Authority and Resources • The committee operates in an advisory capacity but is authorised to investigate matters within its remit and to seek external professional advice. • If the Board declines to adopt the committee’s recommendations, it must explain its reasons in the next annual report. • Adequate resources must be provided to enable the committee to fulfil its duties.

Core Responsibilities • Annual review of the Board’s structure, size, and composition, including skills, knowledge, experience, and diversity, and preparation of a Board skills matrix. • Identification and assessment of candidates for directorships, with recommendations for appointments, re-appointments, and succession planning—particularly concerning the Board Chair and Chief Executive. • Evaluation of INED independence and monitoring of the Board Diversity Policy’s implementation and effectiveness. • Periodic review of the Nomination Policy and support for regular Board performance assessments.

Reporting and Documentation • Full minutes are to be prepared, circulated promptly to committee members, and made available to the full Board. • The committee chair will brief the Board on key findings and recommendations at the next scheduled Board meeting.

Member Commitments • Committee members are required to devote sufficient time and expertise, ensuring consistent attendance and active participation. • All members have access to the secretary’s support and may request additional resources via the Board when necessary.

Through these amendments, Karrie International seeks to enhance governance standards, reinforce Board diversity, and ensure effective succession planning across its leadership structure.