Board of Commissioners
The Board of Commissioners (“BOC”) is an organ of the Company that supervises the Board of Directors (“BOD”) policies and advises the BOD in exercising its management duties.
The BOC works in accordance with the Company’s Board of Commissioner Charter and the Code of Conduct. The BOC Charter sets out the binding guidelines for every BOC member to perform their duties and responsibilities effectively and in accordance with good corporate governance principles.
In general, the main duties of the BOD are as follows:
- Overseeing management policies and executions as well as providing advice to the BOD;
- Establishing any committees to support the effectiveness of their duties execution as well as evaluating the performance of each committee;
- Holding Annual General Meeting (“AGM”)and General Meeting of Shareholders (“GMS”) in accordance with the Company’s Articles of Association as well as prevailing laws and regulations; and
- Taking over the management of the Company temporarily in the case the Company has no BOD members.
Based on Articles of Association, the BOC shall consists of at least 3 members, whose appointment and dismissal are carried out through the GMS . The term of the BOC shall end at the closing of the fifth AGM after the date of the appointment.
As resolved at the AGM on 27 June 2018, the BOC consists of 7 members who hold their position until 2020 AGM. Three of the BOC members are Independent Commissioners. This is in compliance with the regulations of the Financial and Services Authority (OJK) and Indonesia Stock Exchange, which require more than 30% of BOC members to be Independent Commissioners.
The members of BOC are as follow: