STRUCTURE AND MECHANISM OF CORPORATE GOVERNANCE

Company's control environment is built by:

Principle 1: Demonstrate Commitment to Integrity and Ethical Values

The Company demonstrates a commitment to upholding integrity and ethical values.

  1. Upholding Tone of the Top
  2. Board of Commissioners and Board of Directors at every level demonstrate role models, through direction, actions, and behavior, commitment to integrity and ethical values to support the effectiveness of Internal Control System.

  3. Develop and apply rules of conduct
  4. The expectations of Board of Commissioners and Board of Directors regarding integrity and ethical values are defined in the Company's code of conduct and understood by every level of the organization and by external partners.

  5. Evaluating compliance with the rules of conduct
  6. The evaluation process for individual and team implementation of the Company's code of conduct.

  7. Identify deviation in a timely manner
  8. Deviation/violation against the rules of conduct are identified and corrected in a timely and consistent manner.

  9. Eliminate opportunities/temptations to behave unethically
    1. Setting realistic/achievable targets and targets and not requiring employees to achieve unrealistic goals;
    2. Provide appropriate rewards to employees for their work performance. The award is given in the context of upholding integrity and compliance with ethical values; and
    3. Enforce sanctions in accordance with applicable regulations for violations of integrity and ethical values.

Principle 2: Implementation of Supervisory Responsibilities

Board of Commissioners acts independently toward the Board of Directors and implements oversight of the development and implementation of internal control.

  1. Supervisory responsibilities by Board of Commissioners Board of Commissioners identifies and accepts supervisory responsibility for the adequacy and effectiveness of internal control.
  2. Holding or delegating supervisory responsibilities Board of Commissioners holds supervisory responsibilities or delegates these responsibilities to the Board of Directors to support the achievement of the Company's objectives.
  3. Implement relevant skills Board of Commissioners defines and periodically assesses the knowledge and skills required by members of the Board of Commissioners to improve their ability to be critical of Board of Directors and take necessary action.
  4. Work independently Board of Commissioners has a sufficient number of members, is independent and objective.