The Audit Committee is responsible for giving directions and suggestions in an objective and professional manner to the Board of Commissioners related to recommendations from the Board of Directors. The Audit Committee is formed by, and is accountable to, the Board of Commissioners
Members of Audit Committee
Based on the decree of Board of Commissioners No. 030/B/SP-Kom/BeFa/V/2019 on the Change in Membership of the Audit Committee dated 28 May 2019, the members of Audit Committee are as follows:
Chairman of Audit Committee
He concurrently serves as the Chairman of the Audit Committee and an Independent Commissioner since 2019. His profile is presented in the Board of Commissioners section in this website.
Member of Audit Committee
Indonesian citizen, born in Jakarta, 21 April 1974, served as Chairman of the Audit Committee since 2019.
He earned a Bachelor of Business Administration degree from University of Wisconsin at Madison, USA in 1995 and a Master of Commerce degree in Funds Management from the University of New South Wales, Sydney – Australia in 2000.
Certified Legal Aspect of Fraud Investigation and Auditing by Infobank Institute in 2016, Certification of Expertise in Financing by PT Sertifikasi Profesi Pembiayaan Indonesia (SPPI) in 2016
He has served as Finance Director PT Buana Finance Tbk. (2007 – 2018); a Treasury Division Head PT Buana Finance Tbk. (2005 – 2007); Assistant to Deputy Director PT Karet Mas, Jakarta (2002 – 2005).
Member of Audit Committee
Indonesian citizen, born in Jakarta, 26 June 1983, served as Chairman of the Audit Committee since 2019.
He earned a Bachelor of Accounting degree from Trisakti University, Jakarta in 2007, a Professional Accounting Education Program degree at the University of Indonesia in 2008 and a Master of Management degree in Finance from the University of Indonesia, Jakarta in 2009.
Certified Professional Investigator Indonesian Institute of Certified Public Accountants, Certified Public Accountant Indonesian Institute of Certified Public Accountants, Registered Accountant Ministry of Finance of Indonesia and Chartered Accountant Institute of Indonesian Chartered Public Accountants
He has served as a member of the Audit Committee Bandung Institute of Technology (2014–present); the Audit Committee of PT Sawit Mas Resources Tbk. (2014–present); a partner in the accounting firm Tasnim, Fardiman, Sapuan, Nuzuliana, Ramdan & Partner. (2018–present); a partner in the accounting firm Jansen & Ramdan (2011 – 2018).
Independence of the Audit Committee
All Audit Committee members are independent, external parties who are selected based on their capabilities and educational background, and meet the qualifications set out in Bapepam-LK Regulation No IX.I.5 on the Formation and Implementation Guidelines for Audit Committee, which includes among others not having any affiliations with the Board of Directors, the Board of Commissioners and the Company’s major shareholders.
Duties and Responsibilities of the Audit Committee
The duties and responsibilities of the Audit Committee as stated in the Charter of the Audit Committee are, among others:
- Monitoring and evaluating the planning and implementation of the audit, and monitoring of follow-up results in order to assess the adequacy of internal controls, including the adequacy of the financial reporting process.
- In order to carry out the tasks detailed in the above item, and to provide recommendations to the Board of Commssioners, the Audit Committee monitors and evaluates:
- The execution of duties by the Internal Audit Division (IAD).
- The conformity of the audit by Public Accountant with prevailing Auditing Standards.
- The conformity of the Financial Statements with applicable accounting standards.
- To provide an independent opinion in the event of disagreements between the management and the public accounting firm for services rendered.
- Implementation of follow-up actions by the Board of Directors on the findings of the IAD and the Public Accountant.
- Reviewing any other financial information that will be issued by the Company to the public or authorities such as projections and other statements relating to the Company’s financial information.
- To review the Company’s compliance with laws and regulations in the capital market and legislation and other provisions related to the business activities of the Company.
- To provide recommendations to the Board regarding the appointment of the Public Accountant which is based on independence, the scope of the assignment, and the fee to be submitted to the General Meeting of Shareholders.
- To review and report to the Board of Commissioners on complaints related to accounting and financial reporting processes of the Company.
- To review and monitor the implementation of good corporate governance (GCG) in an effective and sustainable manner.
- To carry out other tasks that are relevant to the functions of the Audit Committee at the request of the Board of Commissioners.
- To review and report to the Board of Commissioners on the implementation of the complaints relating to the Company by following the procedures for handling complaints (whistleblowing system) that has been formulated by the Company.
- The Audit Committee reviews and advises the Board of Commissioners on potential conflicts of interest in the Company.
- Maintain the confidentiality of documents, data and information of the Company
Nomination and Remuneration Committee
The committee was established by, and is accountable to, to the Board of Commissioners. It helps the Board of Commissioners to carry out functions and duties in relation to the Nomination and Remuneration of members of the Board of Directors and the Board of Commissioners.
Composition of the Nomination and Remuneration Committee
Chairman of the Nomination and Remuneration Committee
He concurrently serves as the Chairman of the Nomination and Remuneration Committee and Independent President Commissioner since 2015. His profile is presented in the Board of Commissioners section in this Website.
Member of Nomination and Remuneration Committee
Indonesian citizen, born in Jakarta, 13 March 1969, served as a member of the Nomination and Remuneration Committee since 2015.
He graduated with a Bachelor degree from the University of Missouri, Columbia majoring in Finance in 1993.
He served as President Director of PT Bekasi Matra Industrial Estate (2011– 2017); President Commissioner of PT Putra Manunggal Energy (2008– present); Director of PT Manunggal Prime Development (2001–2016); President Director of PT Daya Sakti Perdika (1999–2016); and Director of PT Megalopolis Manunggal Industrial Development (1996–2018).
Witjaksono Abadiman Sidharta
Member of Nomination and Remuneration Committee
Indonesian citizen, born in Jakarta, 3 December 1959, served as a member of the Nomination and Remuneration Committee since 2019.
Graduated with a Bachelor of Science degree from the University of Southern California, Los Angeles, USA majoring in Business in 1982; and earned a Master of Management degree from University of Sebelas Maret, Surakarta, Indonesia in 2002.
Has served as President Director of PT Anugra Capital (2001–present); Commissioner of PT Pewete Bahtera Kencana (2006–present); Director of PT Bahana Securities (1998–2001); Managing Director of PT Bahana Business Development Indonesia (Persero) ( 1994–2001); Managing Director and Head of Investment Banking Division PT Bahana Securities (1994–1998); and Vice President of Corporate & Relationship Banking The Chase Manhattan Bank NA, Jakarta (1982–1994).
Duties and Responsibilities of the Nomination and Remuneration Committee
The duties and responsibilities of the Nomination and Remuneration Committee as stated in the Charter of the Nomination and Remuneration Committee of the Company are as follows:
- (A) Related to the nomination policy:
- To prepare and provide recommendations on the system and procedures for the selection and/or replacement of members of the Board of Commissioners and Board of Directors to the Board of Commissioners to be submitted to the General Meeting of Shareholders.
- Provide recommendations on the candidates for the Board of Commissioners and/or Board of Directors to the Board of Commissioners to be submitted to the General Meeting of Shareholders.
- Provide recommendations concerning the Independent Party who will become members of Audit Committee and other Committee (if any) to the Board of Commissioners and Board of Directors of the Company.
- Carries out other duties assigned by the Board of Commissioners.
- (B) Related to the remuneration policy:
- To evaluate and prepare and provide recommendations to the Board of Commissioners regarding remuneration system/policy and nomination for the Commissioners and Board of Directors of the Company.
- The Committee also reviews and rewards all employees who are eligible to participate in the Stock Option Program, Program Performance Share, as well as other similar compensation plans and programs in the Company that emphasize equality.
- The Committee annually reviews and sets annual or periodic performance objectives and targets related to compensation for BOC and BOD.
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