STRUCTURE AND MECHANISM OF CORPORATE GOVERNANCE

BOARD OF COMMISSIONERS

BOARD OF COMMISSIONERS DUTIES AND OBLIGATIONS

Board of Commissioners is tasked to:

  1. Supervise the management of the Company by the Board of Directors;
  2. Perform tasks specifically assigned to the Board of Commissioners; and
  3. Supervise the implementation of regulations and provisions as well as government policies, especially in the sectors related to the Company’s objectives and business.

Board of Commissioners is obliged to:

  1. Provide opinions and suggestions to the GMS regarding the RJPP, RKAP and amendments/additions thereto, annual financial reports, periodic reports and other reports from the Board of Directors;
  2. Supervise the implementation of the Company’s RJPP, annual RKAP and submit the results of assessment and opinions to the GMS;
  3. Measure the progress of the Company’s activities and in the event that the Company shows signs of deterioration, immediately report to the GMS accompanied by suggestions regarding corrective measures that must be taken;
  4. Provide opinions and suggestions to the GMS regarding any other issues deemed important for the management of the Company;
  5. Perform other supervisory duties as determined by the GMS; and
  6. Provide report to the GMS on a regular basis (quarterly, semester, yearly) and at any time required regarding the development of the Company and the results of its duties implementation.

BOARD OF COMMISSIONERS RIGHTS AND AUTHORITIES

  1. Members of Board of Commissioners, either jointly or individually at any time have the right to enter buildings and courtyards or other places used or controlled by the Company and have the right to examine books, documents, inventory goods, checking and matching the condition of cash (for verification purposes) and other securities and being aware of all actions that have been carried out by the Board of Directors;
  2. Board of Commissioners is entitled to request the assistance of experts to carry out the examination at the Company’s expense;
  3. Board of Directors is required to provide an explanation of all matters asked by the Board of Commissioners members or the experts who assist them; and
  4. Board of Commissioners by ordinary majority vote has the right at any time to suspend one or more members of Board of Directors, if he or she acts contrary to the Articles of Association or neglects their obligations or there are urgent reasons for the Company.