Good Corporate Governance
Nomination and Remuneration Committee
To comply with the provisions in OJK Regulation No. 34 / POJK.04 / 2014, concerning the Nomination and Remuneration Committee of Issuers or Public Companies (“POJK 34/2014”), the Company has formed a Nomination and Remuneration Committee which has been carried out in accordance with POJK 34/2014 through the Decree of the Company’s Board of Commissioners No. 141 / TJ-FIN / II / 2020 concerning the Establishment of the Nomination and Remuneration Committee on February 17, 2020, with the composition of the members of the Nomination and Remuneration Committee as follows:
The duties and responsibilities of the Nomination and Remuneration Committee of the Company as stated in the Guidelines for the Nomination and Remuneration Committee of the Company dated 17 February 2020, include:
- Duties, responsibilities and authorities of members of the Board of Directors and / or members of the Board of Commissioners in relation to the achievement of the Company’s goals and performance;
- Reviewing and providing proposals for candidates who meet the requirements as members of the Board of Directors and / or members of the Board of Commissioners to the Board of Commissioners to be submitted to the GMS;
- Provide recommendations regarding Independent Parties who will become members of the Committee in accordance with the provisions of the OJK Regulations issued later;
- The structure, policies and amount of Remuneration must be evaluated by the Committee at least 1 (one) time in 1 (one) year;
- Performing duties properly and maintaining the confidentiality of all documents, data and information of the Company, both from internal and external parties and only used for the purposes of carrying out the Committee’s duties.
NOMINATION & REMUNERATION COMMITTEE CHARTER
To comply with the provisions of OJK Regulation No. 55/2015, the Company has formed an Audit Committee based on the Decree of the Company’s Board of Commissioners No. 132 / TJ-FIN / II / 2020 dated 17 February 2020 concerning the Establishment of the Audit Committee, with the following members of the Audit Committee:
AUDIT COMMITTEE CHARTER
In accordance with OJK Regulation No. 35/2014 and based on Decree No. 089 / TJ-FIN / II / 2020 dated 17 February 2020 concerning the Appointment of a Corporate Secretary, PT Transkon Jaya has appointed Rex Alexander Joseph Syauta, as the Corporate Secretary.
The duties and responsibilities of the Corporate Secretary as stipulated in POJK No. 35 / POJK.04 / 2014, including:
- Keep abreast of developments in the capital market, particularly the laws and regulations in force in the capital market;
- Provide input to the Board of Directors and the Board of Commissioners or the Company to comply with the provisions of laws and regulations in the Capital Market sector;
- Assisting the Board of Directors and the Board of Commissioners in implementing corporate governance;
- As a liaison between the Company and the shareholders of the Company, OJK, and other stakeholders.
Transkon Jaya has established an Internal Audit Unit in accordance with POJK No.56 / POJK.04 / 2015 concerning the Establishment and Guidelines for the Preparation of the Internal Audit Unit Charter (“POJK 56/2015”), by appointing Asfin Achfani Nur as Head of the Internal Audit Unit based on a Decree Directors of the Company No. 090 / TJ-FIN / II / 2020 dated 17 February 2020 concerning the Establishment of the Internal Audit Unit, which was approved by the Board of Commissioners of the Company by also signing the Decree of the Board of Directors of the Company.
The duties and responsibilities of the Internal Audit Unit as stated in the Internal Audit Charter dated 17 February 2020, include:
- Examining and assessing the efficiency and effectiveness of finance, accounting, operations, human resources, marketing, information technology and other activities;
- Make a report on the results of the examination and submit the report to the President Director, the Board of Commissioners and the Audit Committee;
- Develop a program to evaluate the quality of the Internal Audit activities carried out;
- Together with the President Director discussing Internal Audit targets and KPIs (Key Performance Indicators);
- If required by management, the Head of Internal Audit can carry out duties and responsibilities outside of the Internal Audit activities. For this purpose, it is necessary to establish limits and supervision by the Audit Committee to ensure independence and objectivity.
Code of Conduct
PT Transkon Jaya Tbk realizes the importance of implementing Good Corporate Governance as a means of increasing value and long-term business growth in a sustainable manner not only for Shareholders but also for all Stakeholders. For this reason, PT Transkon Jaya Tbk is committed to implementing Good Corporate Governancecconsistently, one of which is through the preparation of a Code of Conduct.
In line with our commitment, today we are committed to implementing Good Corporate Governance with high moral standards by referring to best practices and the Code of Conduct.
CODE OF CONDUCT
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