Audit Committee

The Audit Committee is established to assist the implementation of the Board of Commissioners’ duties and functions in ensuring the quality of financial reports; to supervise the implementation of GCG, accounting principles, and financial reporting processes; to review the qualifications and independence of external auditors; and to ensure the Company complies with the applicable laws and regulations. The Audit Committee is also responsible for ensuring the Company’s effectiveness in internal control and risk management.

Composition of Audit Committee

The Audit Committee consists of 1 (one) Independent Commissioner as the chairman and 2 (two) independent external party members who meet independence requirements as set out in the Financial Services Authority Regulation No. 55 /POJK.04/2015 dated December 23, 2015, concerning Establishment and Implementation of the Audit Committee. The composition of the Audit Committee as of December 31, 2022, is as follows:

Statement of Independency

All members of the Audit Committee are committed to carrying out their duties and responsibilities by upholding GCG principles and being objective, professional, and independent. The Audit Committee will not make decisions under the pressure and intervention of any party and will avoid any potential conflict of interest. Audit Committee members do not have affiliate relationships both in a family and business relationship with members of the Board of Commissioners, Board of Directors, and Major and/or Controlling Shareholders.

Audit Committee Charter

The Audit Committee has an Audit Committee Charter as a guideline for its duties and functions. Provisions stipulated in the Audit Committee Charter include

1. Establishment and objectives,
2. Composition, structure, and membership,
3. Duties and responsibilities,
4. Authorities,
5. Meetings,
6. Reporting,
7. Work relations, and
8. Handling complaints or reporting of suspected violations related to financial statements.

Duties and Responsibilities

The duties and responsibilities of Audit Committee as stipulated in the Audit Committee Charter include at least:

1. Reviewing the Company’s financial information to the public and/or the authorities, among others, financial reports, projections, and other reports related to the Company’s financial information;
2. Reviewing the compliance with laws and regulations relating to the Company’s activities;
3. Providing an independent opinion in the event of any disagreement between management and the public accountant for the services it provides;
4. Providing recommendations to the Board of Commissioners regarding the appointment of public accountant based on the independence, scope of the assignment, and remuneration;
5. Reviewing the conduct of audits by internal auditors and overseeing the implementation of follow-up actions by the Board of Directors on the findings of internal auditors;
6. Reviewing the risk management activities carried out by the Board of Directors if the Company does not have a risk monitoring function under the Board of Commissioners;
7. Reviewing complaints relating to the Company’s accounting and reporting process;
8. Reviewing and providing advice to the Board of Commissioners regarding the potential conflict of interest of the Company;
9. Maintaining confidentiality of Company documents, data, and information.

Authority

Audit Committee has the following authorities:

1. To access Company documents, data, and information about employees, funds, assets, and necessary company resources;
2. To communicate directly with employees, including the Board of Directors and those exercising internal audit, risk management, and accounting functions related to the Audit Committee’s tasks and responsibilities;
3. To involve independent parties outside the members of Audit Committee who are required to assist in the execution of their duties (if necessary);
4. To carry out other authoritities granted by the Board of Commissioners.

Audit Committee Meetings

Meeting Policy

1. Audit Committee conducts regular meetings at least 1 (one) time in 3 (three) months;
2. Audit Committee meeting can be held if it is attended by more than ½ (one-half) of the members;
3. Decisions of Audit Committee meetings are taken based on deliberation to reach a consensus;
4. All discussions at the Audit Committee meeting are set forth in the minutes of meeting, including dissenting opinion if any. The minutes of meeting were signed by all members of the Audit Committee who were present and submitted to the Board of Commissioners.

Meeting Frequency, Agenda, and Attendance Rate

In 2022, the Audit Committee held eight meetings attended by all Committee members. The committee meeting may invite the Company’s internal parties, including the Board of Commissioners, Board of Directors, or other functions if needed. Dates, meeting agenda, and attendance rate of Committee members are as follows:

Summary of Audit Committee Activities in 2022

Audit Committee performed the following duties and responsibilities referring to Audit Committee Charter, Board of Commissioners directives and the applicable laws and regulations:

1. Reviewed and discussed 2021 consolidated financial statements and 2022 quarterly and midyear consolidated financial statements,
2. Assessed performance of public accountants and public accounting firms that audit the Company’s annual financial statements for financial year 2021,
3. Provided recommendation to Board of Commissioners on appointment of public accountant and or public accounting firm to audit the Company’s Financial Statements for financial year 2022,
4. Provide advice Board of Commissioners regarding the formation, procedures, work plan and finding of Internal Audit.