STRUCTURE AND MECHANISM OF CORPORATE GOVERNANCE

DECISIONS REQUIRING BOARD OF COMMISSIONERS’ APPROVAL

Board of Directors’ actions of that must first obtain the approval from Board of Commissioners are:

  1. Receive short-term loans from banks or other financial institutions;
  2. Provide short-term loans on behalf of the Company;
  3. Appoint branch heads and/or officials who are one level below the Board of Directors;
  4. As collateral for fixed assets required in order to carry out short-term credit withdrawals;
  5. Release and write off movable assets with an economic life that is generally applicable in the industry in general up to 5 (five) years and to write off bad debts, inventories of dead goods up to a certain value determined by the GMS;
  6. Conduct operational cooperation and/or management cooperation which is valid for a period of not more than 1 (one) year or 1 (one) business cycle; and
  7. Adjusting the Company’s organizational structure and job descriptions.

BOARD OF COMMISSIONERS TENURE

Members of Board of Commissioners are appointed for a period of 5 (five) years and may be reappointed for 1 (one) term of office. Members of Board of Commissioners may be dismissed at any time based on the decision of the GMS by stating the

CRITERIA FOR BOARD OF COMMISSIONERS MEMBERS

Those who can be appointed as members of Board of Commissioners are individuals who are capable of carrying out legal actions, unless within 5 (five) years prior to their appointment they have:

  1. Been declared bankrupt;
  2. Become a member of Board of Directors or Board of Commissioners or Supervisory Board who is found guilty of causing a company or general company to be declared bankrupt;
  3. Been sentenced for committing a crime that is detrimental to the State’s finances and/or related to the financial sector;
  4. Must meet other requirements set by the taxi agency based on statutory regulations; and
  5. The appointment of Board of Commissioners is carried out by taking into account integrity, dedication, understanding on management issues, having adequate knowledge in the Company’s business fields, and being able to provide sufficient time to carry out their duties and other requirements based on the laws and regulations.

BOARD MANUAL OF BOARD OF COMMISSIONERS

As a form of the Company’s commitment to implementing GCG consistently in order to maintain the Company’s business continuity and generate added value to the Company through business management based on 6 (six) GCG principles, namely Transparency, Accountability, Responsibility, Independence, Equality, and Trustworthiness, the Board of Commissioners and