Corporate Governance

The practice based upon the principle of Good Corporate Governance basically is an effort to make such practice a norm and guidance for the management of the Company in the operation of business activities and in the protection of stakeholders and the Company from possibilities of conflict of interest. Good Corporate Governance is expected to become a method to achieve the long term vision, value, mission and objectives of the Company for a better prosperity to all interested parties.

As a public company, Good Corporate Governance has been an inseparable part of the culture of PT Surya Toto Indonesia Tbk. Therefore, by the requirement for a year to year better system, structure and implementation of Good Corporate Governance, PT Surya Toto Indonesia Tbk. continuously implements, improves and strengthens the policy and practice of Good Corporate Governance so as to be consistent with the regulations and ethics applicable in the environment in which the Company operates.

 

The application of Good Corporate Governance constitutes the basic principle of all Standard Operating Procedures (SOP) that have been madeor that shall be prepared, which shall provide an added value for the application of Good Corporate Governance covering the participation of all ranks of the Company in the performance of business activities which ultimately shall provide a benefit to stakeholders.

 

Good Corporate Governance has become a reference to all employees, the Board of Directors and the Board of Commissioners of the Company in the performance of work and business activities, so as to create a harmonious relationship, mutual respect, full responsibility and high trust among the internal and external relationship of the Company.

 

The implementation of Good Corporate Governance may assist the Company in the management and control of various risks. The capability of performing a good risk management and control shall result in the increase of investors’ trust, which on its turn shall provide added value to stakeholders.

 

Perfection of Good Corporate Governance shall be continuously performed in accordance with best practices and the latest national or international situation and condition. As such, all activities and work practice of all stakeholders may always be based on up dated Good Corporate Governance.

 

In the determination of the basic principles of Good Corporate Governance, the Company also complies with the provisions contained in the Law of the Republic of Indonesia number 40 of the year 2007 regarding Limited Liability Companies. Therefore, the principles which constitute guidance for the implementation of Good Corporate Governance can be described as follows:

 

  • Transparancy, namely the provision of materialand relevant information, easily to access and to understand, timely, sufficiently, clearly, accurately and in comparable manner and proportionally provided to the stakeholders in accordance with their respective rights;

 

  • Accountability, namely function balancing where each party shall act accurately, in accordance with their respective rights, liabilities and authority that have been responsibly determined by all organs of the Company, in accordance with the interest of the Company, however taking into consideration the interest of the stakeholders;

 

  • Responsibility, namely to give priority in the compliance with applicable laws and regulations and to be responsible to the society and the environment, in accordance with sound corporate principles and Standard Operating Procedures (SOP), so as to maintain business continuity;

 

  • Independency, namely to act independently, however without omitting team work withinternal and external parties of the Company, so as to avoid domination between organs of the Company and intervention by other parties;

 

  • Fairness and equality, namely that the Company shall continuously observe the interest of the shareholders, including the minority shareholders and other stakeholders.

 

After making several discussions with the Board of Directors, the manual on Good Corporate Governance was signed and approved by the President Director on 18 March 2009 and currently has been distributed to all ranks of the Management of the Company.

 

In realization of the implementation of Good Corporate Governance within the Company, have been established independent work units, such as Internal Audit, Risk Management, and committees (Audit Committee, Risk Management Committee, Nomination and Remuneration Committee) assisting the Board of Commissioners in the

supervision of, and the provision of advises to, the Board of Directors, in accordance with the Articles of Association and applicable laws and regulations. 

 

For the realization of the development of Good Corporate Governance in the Company, the Management has created several work programs for the years of 2010 to 2019, among others as follows:

  • To perform evaluation and assessment on the implementation of the Company’s corporate governance;

  • To effectuate the works of each existing committee of the Company;

  • Ratification of the charter of the Board of Commissioners, the Board of Directors, the Risk Management Committee, the Audit and Internal Audit Committee in year 2017;

  • To socialize the Company’s corporate governance to all ranks of the Company’s employee, by application of internal communication media(email/mural announcement).

 

Application of Good Corporate Governance is not limited to the internal side of the Company, however it is also applied to outside parties (such as consumers, suppliers, shareholders, the government, investors, employees and the public).