OCS UK&I ESG Strategy

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UK&I ESG Strategy / 2025 / Page 6

ESG governance

Group Board

UK&I CEO, Executive Committee and Leadership

UK&I Safety and ESG committee (SESG)

UK&I Business Unit and Functional Leadership Forums

Group Committees

The Board Directors are collectively responsible for the Group’s success. Our Board of Directors

are collectively responsible for the overall leadership of the Group and for promoting its long-term,

sustainable success, while focusing on its strategic direction, purpose, values and governance.

The Board has ultimate responsibility for both ESG matters and risk management and approves

the Group ESG strategy.

Board’s responsibilities include reviewing and approving our Group ESG strategy and policies,

overseeing risk and corporate governance and monitoring progress towards meeting our objectives

and annual plans. The Board is accountable to our shareholders for the proper conduct of the

business and our long-term success and seeks to represent the interests of all our stakeholders.

The CEO and the UK Executive Committee meet on a monthly basis and oversee the

development of UK&I strategic goals and are accountable for the company’s UK&I ESG strategy,

targets and programme. Executive Committee members are responsible for reviewing and

approving the UK&I ESG strategy, policies and targets and putting in place mechanisms to

deliver the strategy.

Comprised of leaders representing functions relevant to the ESG strategy. The SESG is responsible

for monitoring key QHSE and ESG impacts, risks and opportunities, including reporting and

compliance, and ensuring (1) appropriate mitigation measures, (2) sustainability data quality and

transition to reasonable assurance and (3) that cross-functional teams are in place to manage

ESG risks, regulatory reporting compliance and ESG ratings. The SESG is chaired by the

Chief Legal and Risk Officer.

Responsible for the delivery of the ESG strategy in their respective areas of the business, including

contract ESG deliverables and requirements.

Accountable for driving progress against the workstreams/targets of the business unit or functions

ESG programme and managing related ESG-related risks. Meets annually as a minimum to review

progress against targets and provide updates to the Senior Leadership Committees or SESG.

ESG Committee – Meets quarterly and is responsible for ensuring the Company’s ESG strategy

and associated governance is fit for purpose, and that plans are in place and reported on. Advises

the Audit & Risk and Assurance Committee on ESG-related risks.

The committee is chaired by the Group Head of ESG. It is cross-functional and represented

by regions where the business operates in; members include senior management from HR,

Procurement and Business Units.

Audit and risk assurance committee (ARAC) – Meets quarterly and provides oversight over the

effectiveness of the risk management framework (including the risk appetite and strategy), the

integrity of the financial statements of the Group (including its annual reports), the effectiveness

of the Group’s internal financial controls and risk management systems, and the compliance

framework (including whistleblowing and fraud). The board appoints the committee chair. ARAC

members include senior management from the group executive committee and shareholder

representatives. The committee oversight is cross-functional and group-wide including all regions

where the business operates. Group risks such as ESG are reported to the ARAC.

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