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INTP:IJ Rp. 12,450 altimage 2.68%
22-Oct-2020 15:47
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INTP:IJ Rp. 12450 altimage 2.68%
22-Oct-2020 15:47

Legal Basis & BOC's Guidelines

The Board of Commissioners is tasked with supervising the management of the Company carried out by the Board of Directors as well as providing advice regarding the policies of the Board of Directors regarding the Company's development plan, work plan and annual budget, implementing the provisions of the articles of association and resolutions of the GMS as well as applicable and relevant laws and regulations, and ensuring that the Company implement the principles of GCG.

Each member of the Board of Commissioners must have high integrity, knowledge, ability and commitment in carrying out their duties. Thus, the role of the Board of Commissioners is very strategic. In addition, the Board of Commissioners is also required to be able to act independently, in the sense that they do not have a conflict of interest that could interfere with their ability to carry out their duties independently and critically, both in relation to each other and in relation to the Board of Directors.

Legal Basis

Referring to the Company Law and OJK Regulation Number 33 / POJK.04 / 2014 dated 8 December 2014 concerning the Board of Directors and Board of Commissioners of Issuers or Public Companies and the Company's Articles of Association, the Board of Commissioners is in charge of supervising the Board of Directors in carrying out the operations of the Company, providing opinions and recommendations to the Board of Directors and conducting other matters as stipulated in the articles of association.

Board of Commissioners' Guidelines

In carrying out its duties, the Board of Commissioners has a very strategic role in overseeing the course of the Company's business, so that a Work Guidelines are needed as a guide for the Board of Commissioners in carrying out its duties, responsibilities and powers to safeguard the interests of Shareholders and other Stakeholders.

The Charter of the Board of Directors and the Board of Commissioners contains matters related to the organization, duties and responsibilities, authority, work ethics, transparency, the formation of committees and the rules of the Board of Commissioners 'and Board of Commissioners' Committees. This Board of Directors and Board of Commissioners Charter is prepared based on applicable regulations including OJK Regulations which are reviewed periodically and are binding for each member of the Board of Commissioners.

The Board Charter was ratified by virtue of the Board of Commissioners’ Decree Number 012/Kpts/Kom/ITP/XII/2015 dated December 4, 2015. The Board Charter contents regulates the following:

1. INTRODUCTION
   a. Background
   b. Legal basis

2. ORGANIZATION, APPOINTMENT AND TERM OF SERVICE
   a. Board of Directors and Board of Commissioners Organization
        i. Board of Directors Organization
       ii. Board of Commissioners Organization
      iii. Director Requirements
       iv. Commissioner Requirements
        v. Committees
   b. Appointment, Dismissal and Resignation
        i. Board of Directors’ Appointment, Dismissal and Resignation
       ii. Board of Commissioners’ Appointment, dismissal and Resignation
   c. Board of Directors’ and Board of Commissioners’ Term of Service and Availability
        i. Term of Service
       ii. Availability

3. BOARD OF DIRECTORS’ AND BOARD OF COMMISSIONERS’ DUTIES, RESPONSIBILITIES AND AUTHORITIES
   a. Purpose
   b. Board of Directors Duties, Responsibilities and Authorities
        i. Board of Directors Duties and Responsibilities
       ii. Board of Directors Authorities
   c. Board of Commissioners Duties, Responsibilities and Authorities
        i. Board of Commissioners Duties and Responsibilities
       ii. Board of Commissioners Authorities
   d. Board of Directors and Board of Commissioners Meetings
        i. General
       ii. Board of Directors Meetings
      iii. Board of Commissioners Meetings

4. REPORTING, RESPONSIBILITY STATEMENT AND VALUES
   a. Reporting
        i. Annual Report
       ii. Periodical Financial Statements
      iii. Other Reports
   b. Responsibility Statement
   c. Values

5. CLOSING

Indocement, a producer of Semen Tiga Roda Cement and Semen Rajawali