The Ayala [1] **Board of Directors (the Board)** oversees the group's strategy, systems and procedures, including climate-related issues and business resilience. For example, the Board provides approval and oversight of the commitment to achieve net-zero greenhouse gas (GHG) emissions by 2050 through the Climate Ambition Project. In 2022, the Board and managing directors took part in environmental, social and governance training (ESG) to deepen their understanding of climate science, changing business and sustainability landscapes and the role of the Board in sustainability leadership. The training supports the Board's application of sustainability considerations to corporate governance and decision making. The Board receives information on climate-related risks and opportunities from the [2] **Risk Management and Related Party Transactions (RMRPT)** and **Sustainability Committees.** The RMRPT is responsible for overseeing the risk management framework—the identification of material risks and associated impacts, including those that are climate-related. The [3] **Sustainability Committee supports** sustainability efforts and the integration of ESG matters in strategy formulation. After evaluating the Climate Ambition project, the Sustainability Committee endorsed it to the Board in 2021. Both committees meet a minimum of twice a year and report their discussions to the Board. As an exercise of its oversight function, the Board holds regular sessions with the Ayala [4] **Group Management Committee** to discuss group-level objectives and strategic plans. Topics include climate-related issues such as progress on group-wide GHG emissions reduction targets. The discussions align group and parent-level priorities and pinpoint areas for collaboration. The relevant recommendations of the Group Management Committee are discussed with the RMRPT and Sustainability Committees prior to Board approval. The [5] **Chief Risk and Sustainability Officer (CRO/CSO)** is a member of the Ayala Group Management Committee. He holds the highest management-level position mandated to lead the identification, assessment and management of climate-related risks and opportunities, as well as direct the group's overall sustainability strategy. As one of the most senior management executives under whose leadership falls both the Sustainability and Risk Management departments, the CRO/CSO leads integration efforts, including with other departments such as finance. The CRO/CSO's key climate-related responsibilities include: leading management in the identification and assessment of climate-related risks and opportunities, leading functional councils such as the Ayala Sustainability, Insurance and the Enterprise Risk Management (ERM) councils and ensuring that programs align with best practices. The CRO/CSO directly reports to the [6] **President and Chief Executive Officer (CEO), who reports to the Board of Directors.** The President and CEO is the ultimate sustainability champion at Ayala. Supporting the CRO/CSO is the [7] **Group Risk Management and Sustainability Unit (GRMSU).** The GRMSU helps convene the [8] **Sustainability,** [9] **Insurance and** 10 **Enterprise Risk Management (ERM)** **councils. The GRMSU manages the inclusion of climate-related risks in the ERM program, establishes the relevant risk financing strategy and supports the rollout of the Climate Ambition Project across the Ayala group. The Sustainability, Insurance and ERM Councils include sustainability, insurance and risk officers from across the subsidiaries. Council members share information and best practices pertinent to climate change, the transition to a low-carbon economy, the circular economy and the Sustainable Development Goals (SDGs). The councils discuss Ayala group-level climate goals, targets and policies at their meetings, then report their summaries to the Board via the governance structure outlined in the chart above.