The Board of Commissioners is the Company’s governing body, responsible for overseeing all management actions carried out by the Board of Directors and executing important duties assigned by the GMS. In addition, the Board of Commissioners oversees the Company’s implementation of good corporate governance and compliance with applicable laws and regulations. The Board of Commissioners also performs as a consultative body and may provide advice to the Directors for the benefit of the Company, in accordance with the goals and objectives of the Company. In carrying out its duties and responsibilities, the Board of Commissioners uses the Board of Commissioners Charter as a reference for work code of conduct. The Audit Committee also provides assistance to the Board of Commissioners. For its duties, the Board of Commissioners is collectively accountable to the shareholders. Currently, the Board of Commissioners has 2 (two) members, and 1 (one) of them or representing 50% of the votes of the Board of Commissioners is an Independent Commissioner.
- Overseeing all policies implemented by the Board of Directors, including providing advices regarding development plans, work plans, annual budgets, as well as implementation of Articles of Association, GMS resolutions, and applicable laws and regulations.
- Performing particular assignments in accordance with the Articles of Association, applicable laws and regulations, and/or the GMS resolutions.
- Actively keeping abreast of the Company’s developments, such as by properly reporting setbacks to the GMS based on the circumstances faced as well as corrective steps to be taken.
- Providing opinions and recommendations within the scope of the Board of Commissioners’ supervisory duties to the GMS regarding any issues that are important to the Company’s management.
- Members of the Board of Commissioners, both collectively and individually, have the right to enter buildings or places controlled by the Company at any given time to examine books, securities, and goods for verification purposes and have the right to know all actions of the Board of Directors.
- Requesting assistance from experts for certain matters if deemed necessary, within a certain period of time at the Company’s expense.
- Establishing Audit Committee and other committees to assist the Board of Commissioners’ supervisory function to ensure the Company’s development is going to the right direction in accordance with the predetermined vision and mission.
- Examining and reviewing annual reports prepared by the Board of Directors and responsible for their contents by signing the reports.
- Obtaining an explanation for each question submitted to the Board of Directors.
The Board of Directors is a governance organ responsible for managing and leading the Company, including the processes of planning and establishing strategies, implementing operational activities, as well as administrative and other supporting activities, recording and reporting the results of operational activities through financial reports, management reports, and other reports. Each member of the Board of Directors is responsible for their respective duties and roles with the coordination management centered on the President Director. The President Director is responsible for making the final decision. Additionally, the Board of Directors is required to follow up on audit findings and recommendations from internal audits, external auditors, and/or the results of supervision by other authorities. In carrying out its roles and functions, the Board of Directors has a Board of Directors Charter as a guide and work procedure. The Board of Directors is also assisted by Internal Audit and the Corporate Secretary.
- Leading, managing and controlling the Company in accordance with its objectives and consistently striving to improve efficiency and effectiveness.
- Controlling, maintaining, and managing the Company’s assets.
- Ensuring the management and control of the Corporate Secretary’s functions, Internal Audit’s functions, and Risk Management.
- Representing the Company inside and outside the court and carrying out all actions and deeds, both regarding the management and ownership of the Company’s assets, and binding the Company with other parties and/or other parties with the Company, in accordance with the limits set by the Company’s Articles of Association.
- The President Director has the right and authority to act for and on behalf of the Board of Directors and represent the Company. In the event that the President Director is unavailable or unable to perform his duties for any reason, the other member of the Board of Directors has the right and authority to act for and on behalf of the Board of Directors and represent the Company.