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Corporate Governance
Audit, Risk & Compliance Committee
As required by the Financial Services Authority (OJK) regulation for public listed companies and based on the decision from the Circular Resolution of the Board of Commissioners in Lieu of the Meeting of the Board of Commissioners of Petrosea in September 2023, the composition of the Audit, Risk & Compliance Committee is as follows:
The roles, responsibilities and accountabilities of this committee are amongst others:
- Review financial information which will be submitted to the public and related authorities in order to fulfill the obligation to report financial statements periodically
- Evaluate the performance of the Public Accounting Firm, including to meet the external auditor representatives to discuss the audit scope and implementation, as well as financial report audit results, compliance towards prevailing rules and regulations and GCG implementation
- Review the Company’s enterprise risk management and internal control system.
- Approve the Internal Audit function’s work program and evaluate its implementation
- Provide recommendations to the Board of Commissioners regarding the appointment of the Public Accounting Firm as an external auditor to audit the Company’s financial reports
View the audit, risk & compliance committee charter
Nomination and Remuneration Committee
As required by the Financial Services Authority (OJK) regulation for public listed companies and based on the Circular Resolution of the Board of Commissioners in Lieu of the Meeting of the Board of Commissioners of Petrosea in September 2023, the composition of the Nomination and Remuneration Committee is as follows:
The roles, responsibilities and accountabilities of this committee are amongst others the nominations, remunerations and successions of the Board of Commissioners and Board of Directors.
View the nomination and remuneration committee charter
Project & Investment Committee
The roles, responsibilities and accountabilities of this committee are amongst others to assess the potential risks and level of return for a new Company project, investment, annual business plan as well as strategic business plan and provide recommendations to the Board of Commissioners.
Sustainability Committee
The roles, responsibilities and accountabilities of this committee are amongst others monitor, review, evaluate as well as make recommendations for performance, initiatives, plans, and risk related to ESG for each investment proposed by management.
Corporate Secretary
Every public company must appoint a Corporate Secretary in relations to the development of the capital market in Indonesia based on OJK Regulation No. 35/POJK.04/2014 regarding the Corporate Secretary of a Public Listed Company effective from 8 December 2014.
Based on the Board of Directors Decree dated September 2014, Petrosea appointed Anto Broto as Corporate Secretary.
The duties of the Corporate Secretary are amongst others:
- Remain updated regarding capital market developments and ensure the Company’s compliance with Indonesia’s capital market rules and regulations
- Provide input to the Board of Directors and Board of Commissioners regarding developments of capital market rules and regulations
- Assist the Board of Directors and Board of Commissioners in implementing corporate governance
- Act as liaison between the Company and its shareholders, Financial Services Authority and other stakeholders
- Maintain communication with the Financial Services Authority and all Self-Regulatory Organizations
- Ensure compliance with the Company’s Delegation of Authority regulation
- Conduct timely information disclosures to the Financial Services Authority and Self-Regulatory Organizations
- Hold various meetings with investors, analysis and investment managers
- Continuously maintain the Company’s brand awareness in the public and other external stakeholders
Internal Audit
Petrosea has established an Internal Audit Unit to monitor and audit the effectiveness of internal control performance carried out by management in order to follow the increasingly complex business developments. This is based on POJK No.56/POJK.04/2015 regarding the Establishment and Guidelines of the Internal Audit Unit Charter.
Based on the letter of appointment and dismissal by the President Director with the approval of the Board of Commissioners on August 2023, Petrosea appointed Muhammad Faisal Erlantara as Head of the Internal Audit Unit.
The Internal Audit Unit’s scope of work & authority are amongst others:
- Risks are identified and appropriately managed.
- Clear financial management and operational information is available in an accurate reliable and timely manner.
- Employee activity has conformed to prevailing laws and regulations, policy, standard and procedure.
- Resources has been obtained economically, utilized efficiently and well protected.
- Achievement of Company’s programs, plan and objectives.
- Enhancement of control process quality and system throughout the elements of the Company.
- Proper understanding and treatment toward affairs related to laws and regulations that may have significant impact to the Company.
Code of Conduct
Petrosea is committed to promoting a culture of corporate compliance and ethical behavior. We encourage the reporting of matters that may cause financial or non-financial loss to Petrosea or damage to Petrosea’s reputation.
All employees are required to immediately report conditions that could cause violations of the provisions as stipulated in this Code of Conduct.
This Code of Conduct must be applied consistently across all Company operational locations and activities.
Report a Misconduct
As a form of good corporate governance, Petrosea implements a Whistleblowing System as a mechanism to report indications of fraud, bribery, violations of the law or the Company’s Code of Conduct, or other forms of misconduct.
Be A Whistleblower