Exmar Nv

The role of the administrative, management and supervisory bodies

Reference: pages 118-123.

EXMAR's top management comprises the Board of Directors (BoD) - "the company's governing body" - and the Executive Committee (ExCo) - "the operational leadership" (page 118). The BoD "is the highest decision-making body of the company," responsible for "the overall strategy and values of the company," determining the sustainability strategy and "ensuring that the corporate culture promotes responsible and ethical behavior" (page 118). ExCo "is responsible for the company's day-to-day management and policy, the implementation of decisions taken by the BoD" (page 119).

Two board committees exist: the Nomination and Remuneration Committee (NRC) and the Audit & Risk Committee (ARC). The ARC "has the broadest investigative powers concerning ESG, holding oversight of ESG impacts, risks and opportunities" and "consists of at least three non-executive directors... of which at least one is independent" (page 120).

Composition (2025): BoD has 2 executive and 5 non-executive members (7 total); ExCo has 5 executive members. Three of seven non-executive board members are independent (42.85%, down from 50% in 2024). Combined BoD+ExCo gender diversity is 18.2% (2 women of 11 members), down from 30.77% in 2024 (page 119).

For ESG matters, the Head of ESG & Compliance reports to the CFO, who sits on ExCo and is also the Compliance Officer (page 121).

Information provided to and sustainability matters addressed by the administrative, management and supervisory bodies

Reference: pages 121-122.

"Based on this feedback, material impacts, risks and opportunities (IROs) are discussed during ExCo, ARC and BoD meetings. If more details are required, this is taken up by the CFO with the Head of ESG & Compliance... the final decision-making power lies with the BoD" (page 122).

The Executive Committee meets on a weekly basis to oversee operations, with members available ad hoc depending on topic priority. Feedback on material IROs, "especially risks," is the responsibility of the Key Risk Officers, who "must channel any information related to the implementation of due diligence as well as results and effectiveness of policies, actions, metrics and targets adopted" (page 122).

The BoD meets at least four times a year, receiving input from the ARC, and can be convened at the request of at least three directors (page 122). Employee feedback, gathered through the multiple reporting channels described in Chapter 3.3 - Social, "is communicated regularly to top management" (page 121).

Integration of sustainability-related performance in incentive schemes

Reference: page 127.

EXMAR discloses plainly that sustainability performance is not yet linked to internal remuneration: "sustainability-related KPIs are currently not included. Hence, no internal ESG-related incentive schemes apply, and, by consequence, there is no variable remuneration dependent on sustainability-related targets and/or impacts" (page 127). This applies to both employees and top management under the remuneration policy.

The company states this "will be reconsidered in 2026," connected to an evaluation of the data collection process, with potential ESG incentive schemes to be proposed to the Nomination and Remuneration Committee and approved by the Board (page 127).

External incentive schemes do exist: vessel financing within joint ventures uses sustainability-linked loans. "We have committed to meeting ESG KPIs agreed on with financial institutions, in return for lower interest margins. If we do not meet these KPIs, this results in a higher interest margin" (page 127).

Statement on due diligence

Reference: page 75.

EXMAR's due diligence methodology is "informed by... the UN Guiding Principles on Business and Human Rights and the OECD Guidelines for Multinational Enterprises on Responsible Business Conduct" (page 75), structured around the five core elements: embedding due diligence in governance/strategy/business model; engaging with affected stakeholders; identifying and assessing adverse impacts; taking actions to address them; and tracking effectiveness and communicating.

"Due diligence is woven into our governance structure, as information flows between different bodies and committees are clearly established." The risk management framework depends on Key Risk Officers (KRO) "responsible for due diligence in specific domains, related to compliance," with an ambition to broaden this to other risk types such as reputational risk (page 75).

The report provides a page-by-page mapping of where each due diligence element is addressed across the sustainability statement (e.g., the double materiality process at pages 68-74, workforce policies at page 110, business conduct action plan at page 126). "An assessment of the sustainability-related goals will be done as from 2026 to define status and develop detailed action plans" (page 75).

Risk management and internal controls over sustainability reporting

Reference: page 86.

"The internal control system for our sustainability reporting process covers the entire scope and is tailored to EXMAR's objectives, sizes and operational complexity" (page 86). Despite efforts to streamline data collection, "the risks related to data coming from EXMAR's value chain are still considered as the main risks for ESG reporting," with data accuracy and completeness cited as "the biggest challenges we face" given the expanded reporting scope since 2024 (page 86).

These risks were identified in a "reporting risk assessment" run by Key Risk Officers within the broader risk management framework, covering "reporting quality, alignment with stakeholder expectations and regulatory requirements," leading to a wider range of internal controls across technical, finance, operations, HR, crewing and HSEQ functions (page 86).

Significant findings from internal controls "are reported by the Key Risk Officers and, if required, to the Audit & Risk Committee (ARC) on a quarterly basis" (page 86).

Strategy, business model and value chain

Reference: pages 64-67.

EXMAR is split into three business units: Shipping (shipowner/operator transporting LPG, ammonia and petrochemical gases), Infrastructure (fast-track oil and gas infrastructure, incl. the Eemshaven LNG FSRU and the Marine XII Congo LNG project) and Supporting Services (ship management, specialized travel, marine/offshore components) (page 64).

"EXMAR is active in the sectors of fossil fuels (oil & gas) and energy production and utilities - two significant ESRS sectors" (page 65). FY2025 revenue from significant ESRS sectors was USD 92,184,240 (Oil & Gas: 62,672,034; Energy production & utilities: 29,512,206), against USD 155,956,143 of other revenue (services and engineering). "We are not active in the coal sector, chemical production, controversial weapons or the cultivation and production of tobacco" and "none of our products or services are banned in certain markets" (page 65).

Key inputs are fuel (managed by charterers under time-charter contracts), steel (shipyard-managed) and seafarers, described as "the most valuable asset in maritime operations" (page 66). The workforce numbered 1,410 employees at year-end 2025 (page 108), operating across offices in Belgium, the Netherlands, France, the USA, Jamaica, Congo, Angola, China, Singapore and India (page 67).

Interests and views of stakeholders

Reference: pages 69-71.

Stakeholders were mapped on a power/interest matrix into four categories. EXMAR identified the following as "manage closely": internally, seafarers, office staff, subsidiaries (key personnel) and the Board of Directors; externally, vessel owners, clients, charterers, financiers and shipyards (page 70).

Engagement had two phases: indirect research (analysing stakeholders' own sustainability reports, websites and LinkedIn activity), followed by direct engagement - "over 50 in-depth interviews were conducted with key stakeholders" rather than generic surveys, split between a bottom-up approach for internal stakeholders (treated as informed proxies) and a top-down approach for external stakeholders via internal representatives (page 71-72).

Interview results were shared with ExCo and the ARC. "Currently, no changes have been made to our strategy or business model, based on stakeholders' feedback," though input informs actions - e.g., "as a response to input on transparency, EXMAR has committed to report more openly" (page 72).

Material impacts, risks and opportunities and their interaction with strategy and business model

Reference: pages 71, 77-83.

The 2025 DMA (unchanged from 2024; "there have been no modifications nor renewals to the DMA," page 68) identified material IROs across three topics: for climate change (E1), "eight impacts and one financial risk were assessed as material" (page 77); for own workforce (S1), "five positive impacts and two negative impacts," plus two further risks (safety accidents from equipment breakdown; increased labor costs/reduced flexibility from CBAs) described separately as "not connected specifically to our strategy or any SDGs" (pages 80-81); for business conduct (G1), "one material positive impact and one material risk" (page 82).

Financial exposures (page 83) are quantified: Investments in new technology ~USD 300 million; Increase in labor costs ~USD 0.4 million; Regulatory costs ~USD 1.8 million, tied to "investments, labor costs and regulatory compliance."

Two E1 sub-topics were assessed as immaterial despite the topic itself being material: climate change adaptation ("EXMAR vessels have been built to withstand bad weather") and, on a stricter reading, energy ("EXMAR transports manufactured cargo, which is part of an industrial process"), though energy is voluntarily reported "due to its close interdependence with the material topic of climate change mitigation" (page 84).

Description of the processes to identify and assess material impacts, risks and opportunities

Reference: pages 68-74.

The DMA followed four steps: (1) defining the value chain across upstream (energy, raw material suppliers, shipyards), midstream (shipping, engineering, infrastructure/transformation) and downstream (agriculture, land-based facilities, ports, shipyards for repair/recycling); (2) stakeholder identification; (3) IRO determination, moving from a 2023-materiality "short list" through a peer- and ESRS-1-AR16-informed "long list" to a stakeholder-validated refined list, cross-checked against the risk register; and (4) a scoring model (page 68-73).

Thresholds: an impact/risk/opportunity is material at a scored value of 3.5. Impact scoring uses scale, scope, irremediability and likelihood (e.g. scope threshold "as from 2/3 of the company"). Risk/opportunity scoring uses likelihood (as from 2/3 chance) and magnitude, with a financial threshold of "as from 3,750,000 USD or 5% of total operating income", set "in alignment with EFRAG... guidance" (pages 73-74).

Time horizons: short term = within one year; medium term = 1-5 years; long term = more than 5 years (page 72). For climate, transition risk used the single IMO trajectory scenario ("well below 2°C... pursue efforts to limit the increase to 1.5°C"); "no material climate-related physical risks were identified" (page 78-79).

Disclosure requirements in ESRS covered by the undertaking's sustainability statement

Reference: pages 84-85, 128-130; Appendix 4, pages 140-145.

The DMA resulted in ESRS E2 (Pollution), E3 (Water & marine resources), E4 (Biodiversity & ecosystems), S2 (Workers in the value chain), S3 (Affected communities) and S4 (Consumers and end-users) being assessed as not material and excluded from the report; reasons for each are given in Appendix 1 (pages 129-130), e.g. for E2: "we don't carry any substances classified as substances of (very) high concern," and for S4: EXMAR "operates exclusively within a B2B framework" (pages 129-130).

Within the material topic E1 (climate change), the sub-topics of climate change adaptation and, in principle, energy were found not material, though energy is voluntarily disclosed regardless (page 84).

Appendix 4 (pages 140-145) lists, topic by topic, the ESRS Disclosure and Application Requirements EXMAR reports against with their location and page in the report, covering ESRS 2 (BP-1, BP-2, GOV-1 to GOV-5, SBM-1 to SBM-3, IRO-1, IRO-2, MDR-P/A/M/M&T/T), E1 (E1-1 through E1-6), S1 (S1-1 to S1-6, S1-8, S1-9, S1-14, S1-17) and G1 (G1-1, G1-3, G1-4, G1-5). The report states: "All required datapoints are included and we did not use the option to omit specific pieces of information corresponding to intellectual property, know-how or the results of innovation" (page 62).

Transition plan for climate change mitigation

Reference: pages 96-101.

EXMAR frames its transition plan as an early-stage document: "in 2024, the first steps were taken towards the development of a transition plan. With the uncertainties concerning Omnibus, we have not taken any actions to develop this further in 2025. It is our intention to do this throughout 2026" (page 98). The plan is organized by business unit - Shipping (targets for vessels based on international regulation, dual-fuel vessel investment, sale of older fossil-fuelled tonnage), Infrastructure (shore power and residual heat capture) and Supporting Services (reducing scope 3 in procurement/travel, improving own scope 1&2) (pages 96-97).

Fleet actions: two LPG dual-fuel VLGCs since 2021, two more LPG vessels joined the fleet in 2025 via joint venture, with six more LPG vessels (2026) and four ammonia-fuelled vessels (2026) on order; five fully pressurized vessels sold in 2024-2025 (page 96).

Funding: total 2025 financial resources allocated to the actions were USD 5,793,658 (OpEx and CapEx combined), including a performance platform (USD 400,038), energy-efficiency training (USD 154,225) and new-build technical support (USD 5,161,084) (page 99). "These targets are not yet translated into EXMAR-specific targets. Once this has been done, we will show their compatibility with the Paris Agreement" (page 101).

Identification of climate-related risks and scenario analysis

Back-filled from ESRS 2 IRO-1, where this content is disclosed in the FY2025 report (pages 77-79). This disclosure requirement did not exist under the 2023 ESRS the report was prepared against.

For climate change, EXMAR's DMA classified eight impacts and one financial risk as material (page 77). The one risk - "Energy transition," moving away from oil and gas toward electrification and low-carbon fuels - was identified as a transition risk; "no material climate-related physical risks were identified in EXMAR's operations or along the value chain" because vessels "have been built to withstand storms" (page 78).

Scenario used: "our current assessment of transitional risks only uses one climate-related scenario: the IMO trajectory which aims to limit global temperature rise to well below 2°C above pre-industrial levels and to pursue efforts to limit the increase to 1.5°C" (page 78). EXMAR notes the shipping sector is not directly covered by the Paris Agreement but states it "firmly believes that addressing the climate crisis requires collective action" (page 78).

The company acknowledges the gap: "in the future, different climate-related scenarios will be assessed to include more than one scenario and make the assessment more robust" (page 78).

Resilience in relation to climate change

Back-filled from section 3.2.3 Resilience analysis, disclosed in the FY2025 report (pages 95-96) and cross-referenced under ESRS 2 SBM-3-E1-19. This disclosure requirement did not exist under the 2023 ESRS the report was prepared against.

EXMAR's climate resilience analysis "assesses its ability to withstand, adapt to and recover from climate-related risks... It evaluates vulnerabilities, identifies mitigation strategies and ensures long-term sustainability in a changing climate," applying the same scope as the DMA and the single IMO trajectory scenario (page 95).

The company reports the work is incomplete: "a first look into resilience analysis was made in the second half of 2024. Our initial plan to enhance, deepen and draft this analysis throughout 2025 is delayed. We intend to take this on in 2026" (page 95).

Outcome: one material medium-term transition risk was identified - the energy transition away from oil and gas - while "we have not identified any climate-related physical risks where additional measures should be taken," citing vessel engineering standards (page 96). Planned enhancements include "the use of multiple scenarios and time horizons... macroeconomic trends, energy consumption patterns, energy mix evolution, and assumptions regarding technological advancements" (page 95-96).

Policies related to climate change mitigation and adaptation

Reference: page 96.

"Addressing climate change is a fundamental pillar of our sustainability strategy and an integral component of our Health, Safety, Environment and Quality (HSEQ) policy" (page 96).

EXMAR discloses that a dedicated policy is not yet in place: "as for the resilience analysis described above, our ambitions related to developing an in-depth climate policy in 2025 have not been realized. We intend to take this on in 2026, focusing on establishing a comprehensive and dedicated climate policy, building upon a refined climate resilience analysis" (page 96).

In the interim, "the effectiveness of (new) policies and related actions and targets will be tracked on a periodical basis; enabling us to continuously improve and adjust, in line with the fast-changing maritime economy" (page 96). Per the DMA, climate change adaptation is a non-material sub-topic for EXMAR, so this policy content addresses climate change mitigation only (page 84).

Actions and resources in relation to climate change policies

Reference: pages 98-100.

The 2025 climate change mitigation action plan groups actions under energy efficiency (vessel performance platform roll-out, CII/FuelEU follow-up, hull/propellor inspections, ISO 50001 training) and fuel transition (KPIs on fleet-level emissions, dialogue on low-carbon/biofuel blends, twelve LPG and four ammonia-fuelled vessels on order) (pages 98-99). "These actions are not yet quantified in achieved and expected GHG emission reductions" (page 98).

Decarbonization levers: energy efficiency (strong vessel design, e.g. LPG-fuelled vessels with "a lifetime GHG emission saving potential of 20% compared to HFO") and fuel switching (green ammonia has "a reduction potential of... 97% in lifetime GHG emissions... compared to the standard HFO fuel") (page 100).

Financial resources committed in 2025 totalled USD 5,793,658, covering OpEx items such as the performance platform (USD 400,038) and energy-efficiency training (USD 154,225), and CapEx for new-build technical support (USD 5,161,084) (page 99).

Targets related to climate change mitigation and adaptation

Reference: pages 100-101.

EXMAR discloses it has no quantified GHG targets yet: "we have defined some actions for climate change mitigation but have not quantified GHG emission reductions yet. Hence, we cannot report any progress made so far" (page 100). "In 2026, we will start working on the development of concrete GHG targets," applying "a science-based approach in which we consider a range of climate scenarios" (page 100).

2024 will serve as the baseline year: "as 2024 marked the first year of comprehensive carbon accounting for EXMAR, we will use 2024 as a baseline value for the targets and reductions we will develop," built from a granular entity-level analysis of revenues, expenses and capital expenditure (page 100).

Locked-in emissions have not yet been assessed: "this assessment was originally planned for 2025 but has been delayed. We intend to realize this throughout 2026" (page 101). Separately, EXMAR states it "strives to stay below the GHG intensity targets that are currently set by the FuelEU Maritime regulation" pending EXMAR-specific targets (page 101).

Energy consumption and mix

Reference: pages 94-95.

Note: EXMAR's DMA found the "energy" sub-topic not independently material, but voluntarily discloses it "due to its close interdependence with the material topic of climate change mitigation" (page 84).

2025 own-operations energy consumption (scope 1 & 2), restated basis: total energy consumption 3,866.07 MWh (down from 7,216.58 MWh restated 2024), of which 99.98% from fossil sources and 0.02% from renewable sources (0.93 MWh); no nuclear consumption (page 94).

Fuel breakdown: crude oil/petroleum products 2,445.81 MWh; natural gas 371.01 MWh; purchased fossil electricity/heat/steam/cooling 1,049.25 MWh (page 94). The renewable-energy decline versus 2024 is explained by a conservative assumption for the Singapore office: "we do not have the assurance that the electricity within our office is renewable... assuming that the electricity we consume in Singapore is based on fossil fuels" (page 94).

Energy intensity: EXMAR derives 94.49% of revenue from high climate impact sectors (95.3% in 2024), used as the denominator for energy intensity per the formula scope 1&2 consumption / high-climate-impact-sector revenue (page 95).

Gross Scopes 1, 2, 3 and Total GHG emissions

Reference: pages 89-93.

Methodology follows the GHG Protocol (Corporate and Corporate Value Chain Accounting and Reporting Standards) using an "operational control" boundary; scope 3 represents 99.46% of the CO2 footprint (99% in 2024) (page 89).

2025 emissions (restated 2024 in brackets): Gross scope 1: 913.17 tCO2eq (3,874.04); gross location-based scope 2: 277.16 tCO2eq (339.78); gross market-based scope 2: 261.02 tCO2eq (293.32); total gross scope 3: 217,396.89 tCO2eq (253,513.46), dominated by Cat.13 Downstream leased assets (190,154.74) and Cat.1 Purchased goods & services (14,503.88). Total GHG emissions (location-based): 218,587.22 tCO2eq; (market-based): 218,571.08 tCO2eq (page 92).

Percentage of scope 1 emissions under regulated emission trading schemes (EU ETS) is 0%, "as... any emissions falling under the trading scheme during on-hire, were covered by the charterers" (page 91). Methodological changes and a 2024 restatement were made for emission factors, JV scope-3 treatment and reporting scope; the 3.1 Purchased goods & services expansion (OPEX2, office expenses) was not included in the restatement (pages 91-92). GHG intensity: revenue-based, using total net revenue of USD 248,140,383.45 in 2025 (page 93).

Policies related to own workforce

Reference: pages 110-112.

EXMAR's policy framework for own workforce is built on its Corporate Governance Charter, internal policy framework and applicable collective agreements, with a tailored approach for office personnel versus seafarers (page 110). Key principles include "respect for freedom of association and collective bargaining," "non-discrimination and equal opportunities," "fair and safe working conditions," "fair wages and employment conditions in line with applicable laws and collective agreements," "prevention of harassment and promotion of well-being," and "access to information" on employment terms (pages 110-111).

For office employees, the policy emphasises "work-life balance (e.g., flexible working hours and remote work), career development... and workplace environment" (page 110). For seafarers, it addresses "freedom to enter and exit employment," "maritime safety standards," "living conditions onboard," "access to communication" and "repatriation rights" (page 110).

An anti-harassment policy and inclusive hiring practices support the aim to "create a fair and supportive environment for all employees, regardless of their background or identity," explicitly framed against discrimination "based on race, gender, age, disability, sexual orientation, religion or any other characteristic" (page 112).

Processes for engaging with own workforce and workers' representatives about impacts

Reference: pages 111-112 (and the DMA stakeholder process, pages 69-71).

For office employees, engagement runs from recruitment (interviews, assessments) through onboarding, regular check-ins, formal performance/career reviews "at least three times a year," and exit interviews (page 111). Feedback channels include "performance evaluation meetings and employee engagement surveys" (page 111).

For seafarers, engagement is structured around "sign-on meetings..., debriefings, on-board visits, and evaluation moments," including a "sign-off survey" that assesses "well-being, performance,... working conditions, and... safety maturity," plus crew conferences and office visits (page 112).

Accountability: the Deputy COO oversees engagement for office personnel; the Managing Director of EXMAR Ship Management provides oversight for seafarers, supported by Heads of Fleet Management and the Head of Crewing (page 112). Effectiveness is tracked through "structured feedback mechanisms (e.g., surveys and one-on-ones)" and KPIs such as retention rate, with two channels highlighted: seafarers' formal Document Change Requests, and crew members' operational decision-making autonomy (page 112).

Processes to remediate negative impacts and channels for own workforce to raise concerns

Reference: page 112.

EXMAR's grievance approach "is built on clear, accessible grievance mechanisms, including anonymous reporting systems and direct communication channels" (page 112). Office employees can raise concerns with management directly or via the open-door HR policy; seafarers can "always directly contact the ship's Master (Captain)... or may reach out to a Designated Person Ashore (DPA)." Anonymous reporting and an external prevention service are also available (page 112).

A formal grievance process exists for seafarers specifically, run by a dedicated grievance team. Both processes are documented in the Work Regulations (office) and Grievance Procedure (seafarers), and referenced in the Whistleblowing Policy, with protection "against any form of retaliation" (page 112).

Office employees are informed of the mechanism during onboarding; seafarers receive it with their employment agreement, reinforced through on-board visits and crew conferences. EXMAR states it "conduct[s] follow-up conversations with the parties involved, to check the effectiveness of our mechanisms" (page 112).

Taking action on material impacts on own workforce, approaches to managing material risks and pursuing material opportunities, and effectiveness of these actions

Reference: pages 114-115.

Positive-impact actions: partnerships with maritime academies (Antwerp Maritime Academy, Caribbean Maritime Training Institute, Mapua School/Philcamsat) to source talent early; leadership track programmes; involvement of personnel in the design and construction of LPG- and ammonia-fuelled vessels, "opening new career opportunities" (page 114).

Addressing negative impacts: adequate housing for seafarers built to Maritime Labor Convention standards, with "(former) seagoing staff" involved in design; relocation support for office staff; a tailored training programme per employee group (page 114). The "Taking the Safety Lead" (TTSL) programme, run by HSEQ, covers six elements - risk management, safety leadership, health and wellbeing, incident reporting, safety mindset/behaviours, and training - underpinned by an electronic Safety Management System reviewed annually and externally verified (page 114-115).

Resources committed in 2025 include HSEQ overhead USD 727,024; crew wages above CBA USD 196,849; crew training costs USD 873,730; HQ training costs USD 95,587 (page 116). "The initiatives for additional positive impact are currently less quantifiable, and we did not define any specific targets nor calculate potential financial benefits, therefore" (page 116).

Targets related to own workforce

Reference: page 116.

EXMAR set social targets in 2024, with 2025 spent on implementation tracking against a 2024 baseline; reporting on progress is planned to start in 2026 (page 116). The targets are:

• Safety: "zero fatalities" for seafarers and employees.
• Training: "100% completion of the regulatory mandatory required training for all employees" and "85% completion of company-specific training required for seafarers."
• Multicultural environment: for seafarers, "the three biggest nationality groups combined do not exceed 65% of our total crew diversity."

EXMAR notes explicitly: "there are currently no specific targets nor metrics defined for adequate housing and collective bargaining agreements (CBA)" (page 116). It intends to add targets from 2026 on retention rate, lost time injuries, safety campaigns/information sharing, office-personnel training and accident minimisation (page 116). Targets were set via strategic meetings, management forums, on-board H&S committee meetings and SMS reviews, and tracked with input from the workforce through designated working groups and consultation meetings (page 116).

Characteristics of the undertaking's employees

Reference: pages 108-109.

At 31 December 2025, EXMAR's own workforce comprised 1,410 employees (down from 1,521 in 2024), mainly seafarers, headcounted at year-end and by place of residency: Europe 559, Asia 658, Africa 19, North America 101, South America 71, Oceania 2 (page 109). Countries with more than 50 employees: Philippines 336, India 289, Ukraine 194, Belgium 194, United States 100, Croatia 76, Jamaica 58 (page 109).

Gender: 1,256 male (89.08%), 154 female (10.92%, up from 10% in 2024); 0 "Other" and 0 "Not reported" (page 109). Female representation among seafarers is 2.64% (2.54% in 2024) - "more than double the industry average of 1% (IMO-WISTA Women in Maritime Survey, 2024)" - and 40.06% among office employees (page 109).

Age: younger than 30: 193; 30-50: 963; older than 50: 254 (page 109). Contract type: permanent 185 (2025); temporary 1,071; full-time 1,252 headcount reported alongside part-time figures (page 109). "Employees" are defined as anyone with a direct contract with an EXMAR entity; 33 people previously counted via EXMAR Ship Management "on behalf of" arrangements were excluded from 2025 following a scope refinement (page 108).

Collective bargaining coverage and social dialogue

Reference: page 113.

"79.08% of our employees are currently covered by a CBA, ensuring that they benefit from negotiated terms on wages, working conditions, benefits and other employment-related matters," covering the Belgian and French offices as well as all seafarers - down from 85.93% in 2024 (page 113). Office personnel are free to join the union of their choice; for seafarers, EXMAR "participates regularly in meetings between the Shipowners Association and unions in Belgium," which set conditions of employment and social security benefits (page 113).

"Our employees are not represented by a European Works Council, as this is not formally required for EXMAR," though the company states it "remain[s] committed to open dialogue and constructive engagement... through other communication and feedback mechanisms" (page 113). Coverage and workplace-representation data was collected via the Adonis tool (seafarers) and an internal tool (office employees), calculated only for countries representing more than 10% of the total workforce (page 113).

Diversity metrics

Reference: page 118.

Gender diversity of top management (BoD + ExCo combined) was 18.2% in 2025 (2 women of 11 members), down from 30.77% in 2024 (page 118). By body: BoD 28.6% (2 of 7, down from 40% when the BoD had 10 members), ExCo 0% (0 of 5, unchanged) (page 118). "Gender diversity is calculated by dividing the number of women in top management by the total number of top management members" (page 118).

The wider workforce gender split (10.92% female overall, page 109) is disclosed under S1-6 characteristics of employees rather than S1-9, which the content index confines to the age/gender distribution of "Top management" (page 143, referencing section 3.4.1.1).

Health and safety metrics

Reference: pages 114-115.

"Our entire own workforce is covered" by the HSEQ system: 1,410 of 1,410 employees, 100% (2024: 1,521 of 1,521, also 100%) (page 115).

2025 outcomes: fatalities 0 (0 in 2024); recordable work-related accidents 10 (18 in 2024); rate of recordable work-related accidents 1.73 (2.72 in 2024); workers-in-the-value-chain fatalities 0 (0 in 2024) (page 115). These metrics sit within the "Taking the Safety Lead" (TTSL) programme, covering risk management, safety leadership, health and wellbeing, incident reporting, safety mindset/behaviours and training, managed through an electronic Safety Management System reviewed annually and externally verified against Maritime Labor Convention, MARPOL and ISO requirements (page 114-115). Metrics for seafarers are tracked via dedicated ERP software; for office personnel via an internal tool (page 115).

Incidents, complaints and severe human rights impacts

Reference: page 111.

The HR department (office personnel) and crewing departments (seafarers) collect work-related grievances, incidents and complaints on social and human rights matters, reported to management with regular status updates (page 111).

2025 results: "zero incidents of discrimination took place and zero concerns regarding discrimination have been raised by employees. On top, zero severe human rights issues and incidents connected to our own workforce have occurred, resulting in zero fines or penalties" (page 111).

Remediation channels are described under the grievance mechanism (page 112): anonymous reporting, the Captain or a Designated Person Ashore for seafarers, an external prevention service, and a formal MLC-aligned grievance procedure for seafarers specifically (page 111-112).

Business conduct policies and corporate culture

Reference: pages 123-124.

EXMAR's corporate culture rests on seven core values ("We are partners / owners / respectful / EXMAR / innovative / agile / experts") and a Code of Business Ethics (Code of Conduct for seafarers) and Dealing Code, both part of the Corporate Governance Charter published on the website (page 123-124).

A Compliance Manual sets out ten group policies: anti-fraud and anti-corruption, antitrust and competition, anti-money laundering, sanctions, external/internal privacy, HSEQ, acceptable use, whistleblowing, intellectual property, and sustainability (page 124). The Compliance Model, built on the COSO Framework with management and external advisors, "describes the structures and procedures used to assess and detect risks, to report and curb violations, and to provide additional training when required" (page 124). A Compliance Program, approved by the Board, implements this model (page 124).

Whistleblower protection (page 124): two reporting channels (the EXMAR Ship Management Reporting Channel to the HR Director, or the Group Reporting Channel to the Chief Legal Officer), both allowing confidential and anonymous reporting; "a dedicated training course on whistleblowing is currently not in place."

Prevention and detection of corruption and bribery

Reference: pages 124-125.

EXMAR's anti-fraud and anti-corruption policy is supported by membership of the Maritime Anti-Corruption Network (MACN), "compliant with all applicable laws, regulatory requirements and codes... (e.g., the provisions of the UN Convention against Corruption)" (page 124). Safeguards include "standardized purchase flows demanding three-way verification," "standard tender processes," tailor-made anti-bribery clauses in Charter Party Agreements, relevant BIMCO clauses, and a class-approved Ship Security Plan per vessel (page 124-125).

Reporting and investigation are functionally separated: "investigations are separated from the chain of management involved in the prevention and detection of corruption and bribery," with findings escalated via Key Risk Officers to the Audit & Risk Committee and Board (page 125).

Training: office employees, including top management, complete a repeat e-learning test every five years; seafarers receive MACN e-learnings by rank (ratings, officers, masters); captains and chief engineers newly receive direct MACN training as of 2025 (page 125). Functions-at-risk completion of mandatory training reached 81.94% in 2025 (restated 2024: 59.03%), following a narrowed definition of "functions-at-risk" to ExCo/BoD members for office staff (page 125).

Targets related to business conduct

Reference: page 126.

EXMAR's business conduct action plan states two effectiveness metrics tracked against its material G1 IROs: "to measure the effectiveness of our actions and reinforce our commitment to ethical business practice, we follow up on two metrics: regulatory violations and bribery incidents. It is our ambition to reach zero violations and incidents" (page 126).

This mirrors the material-IRO-level statement that "EXMAR strives towards zero bribery incidents," pursued "through clear company guidelines on anti-bribery procedures as well as providing tools to seafarers to fight bribery, partially coming from MACN" (page 126). For the "influence of new international/local regulations" risk, the stated approach is to "respect high standards and strive towards full regulatory compliance" while proactively shaping regulation through industry bodies such as the RBSA and Intertanko (page 126).

The report states this area is still maturing: "in 2024, we have focused on processes, responsibilities, policies and data collection of our material IROs. Throughout 2025, this was developed and optimized further as certain gaps still needed to be closed. Data analysis and consistent monitoring processes are elements we will look at as of 2026" (page 126).

Incidents of corruption or bribery

Reference: page 125.

"Like in 2024, in 2025, we had 0 convictions for violation of anticorruption and anti-bribery laws, resulting in 0 fines or penalties" (page 125).

This result sits within the reporting process described for G1-3: findings from Key Risk Officers are escalated to the Audit & Risk Committee and, in turn, to the Board of Directors, with investigations kept separate from the management chain responsible for prevention and detection (page 125).

Political influence and lobbying activities

Reference: pages 125-126.

"At EXMAR, we draw a clear distinction between direct political influence and lobbying efforts conducted through industry groups" (page 125), overseen via the Compliance Risk Universe with the CFO responsible for follow-up and communication to the Audit & Risk Committee (page 125).

EXMAR lists memberships that "could be considered as 'lobbying' in the broadest sense of the word": the Belgian Investor Relations Association, Intertanko, the Ammonia Energy Association, BIMCO, Voka, SIGGTO, the Singapore Shipping Association and the Royal Belgian Shipowners Association (RBSA) (page 125-126). "Being a member only and not actively participating in external interactions, we are not able to disclose main topics or positions" for most; the RBSA is registered in the EU Transparency Register (Reg. Nr. 085057391751-17), though "EXMAR itself is not" (page 129).

Political contributions: "as in 2024, EXMAR has in 2025 not provided any financial support, in-kind donations or any form of direct or indirect contributions to political parties, candidates or related organizations. Hence, the monetary value of such contributions is 0" (page 129).