Audit Committee

 

The Company’s Board of Commissioners established the Audit Committee pursuant to the Bapepam-LK Regulation No.IX.I.5, Appendix to the Head of Bapepam-LK’s Decision Letter No. Kep-643/BL/2012 dated December 7, 2012 concerning the Establishment and Guidance on the Implementation of the Duties of the Audit Committee, as updated by POJK No. 55/ POJK.04/2015 dated 23 December 2015 and enacted on December 29, 2015 (“POJK No. 55/2015”), and IDX Regulation No. I.A, Appendix to IDX Board of Directors’ Decision Letter No. Kep-00001/BEI/01-2014 dated January 20, 2014 and effective January 30, 2014 concerning the Listing of Stocks and Equity other than Stocks Issued by Public Listed Companies (“IDX Regulation No. I.A”).

 

The Audit Committee was established to assist the Board of Commissioners in their duties and functions to supervise the Company’s management. The Audit Committee is responsible for establishing adequate internal controls, improving quality of transparency and financial reporting as well as assessing the scope, accuracy, independence and objectivity of the external audit. In accordance with the Audit Committee Charter and as ratified by the Board of Commissioners, the Company’s Audit Committee comprises of 3 (three) members, with one member acting as the Chairman, who is also currently serving as the Company’s Independent Commissioner.

 

AUDIT COMMITTEE’S COMPOSITION

 

Based on Decision Letter No. CSS.160-2018, dated July 6, 2018, the Company’s Board of Commissioners declared that the roster of the Company’s Audit Committee is as follows:

 

Chairman: Hadi Cahyadi

Members:

grey dot   Lim Kwang Tak

grey dot   Liu Raymond

 

Within the Board of Commissioners’ Decision Letter No. CSS.160-2018, dated July 6, 2018, a stipulation regulates that the tenure of the member of the Audit Committee be limited to 1 (one) period commencing from the date of appointment until the conclusion of the AGM for fiscal year 2019, to be held in 2020.

 

PROFILE OF THE AUDIT COMMITTEE

 

Hadi - BOC

Hadi Cahyadi

Chairman

 

Indonesian citizen, aged 51 years old.

 

He holds a Master’s degree in Business Administration (MBA) from University of Houston – Clear Lake, USA and a Master’s degree in Corporate Law (MCL) from Royal Melbourne Institute of Technology (RMIT), Australia. His Bachelor degree in Accounting was obtained from Tarumanagara University, Indonesia, where he is still active teaching.

 

He is Founder and Managing Partner of Helios Capital, one of the most active and prominent boutique financial advisory firm in Indonesia which focuses in M&A Advisory, Capital Raising and Debt Restructuring. He has extensive professional experiences in various global public accounting firms, namely Arthur Andersen – Jakarta, KPMG – Jakarta, KPMG Corporate Recovery – Melbourne, Ernst & Young – Jakarta, and Deloitte – Jakarta, as well as PB Capital, a financial advisory arm of PB&Co. He currently serves as Independent Commissioner of PT Multipolar Tbk since May 2018.

KA - Lie

Lim Kwang Tak

Member

 

Indonesian citizen, aged 60 years old.

 

He earned a bachelor’s degree in accounting from the Faculty of Economy, University of Indonesia, in 1980.

 

He is currently serving as a member of the Company’s Audit Committee since 2014. He started his career as a Management Consultant for Touche Ross Darmawan & Co (1981-1982), Management Consultant for Data Impact and Business Advisory (1983-1985), Director of PT Trimex Sarana Trisula and attaining the final position of Commissioner (1991- 1999), Director of PT Southern Cross Textile Industry and attaining the final position of Commissioner (1991-2012), President Commissioner of PT Chitose Indonesia Manufacturing (1992-2001), Director of PT Trisenta Interior Manufacturing and attaining the final position of President Commissioner (1992- 2006), Commissioner of PT Nusantara Cemerlang (1997-2005), Director of PT Trisula Corporation Pte. Ltd. (2000-2012), Director of PT Trisula Textile Industries and attaining the current position of Commissioner (since 2005), Commissioner of PT Trisula Garment Manufacturing (2008-2016), Commissioner of PT Trisco Apparel Manufacturing (2015-2016), President Director of PT Trisula Insan Tiara (2011-2013), President Commissioner, President Director and currently as Commissioner of PT Trimas Sarana Garment Industry (since 2010). He also holds the title of Senior Partner at PT Bina Analisindo Semesta (since 1985), Commissioner of PT Mido Indonesia (since 2011), Commissioner of PT Trisula International Tbk (since 2011), Member of the Audit Committee of PT Multipolar Tbk (since 2014), members of the Audit Committee at PT Siloam International Hospitals Tbk (since 2013), Senior Advisor at PT Paramount Enterprises (since 2013), and Supervisory member of the Cikini Hospital Foundation-PGI since May 2016.

liu raymond photo edit

Liu Raymond

Member

 

Indonesian citizen, aged 59 years old.

 

He was appointed as the Company’s Audit Committee member on July 6, 2018.

 

He earned a Bachelor Degree of Chemical Engineering from National Taiwan University in 1982, a Master Degree of Chemical Engineering from West Virginia Institute of Technology, USA, in 1987 and a Ph.D of Chemical Engineering from North Carolina State University, Raleigh, USA in 1992.

 

He served as President of Universitas Pelita Harapan (UPH). Currently, he serves as Rector of UPH Medan and CEO of Agro Investama Group (Palm Plantation). Over 20 years of experience in pulp industry (Sinarmas & International Paper) with focus in corporate management, leading international M&A projects, pulp making R&D, pulp purchases, corporate logistics and pulp sales. Furthermore, he also has four years research experience of pulp making in International Paper Corporate Research Center in New York and six years of overseas pulp mills management experience as chief executive over 9 pulp mills in USA, Canada, and France.

 

INDEPENDENCY OF THE AUDIT  COMMITTEE

 

Company’s Audit Committee is chaired by an Independent Commissioner and 2 (two) additional members who come from outside the Company’s sphere of influence. In the carrying out of its duties and responsibilities, the Audit Committee operates  independently.

 

DUTIES AND RESPONSIBILITIES OF THE AUDIT COMMITTEE

 

Based on POJK No. 55/2015 and the Audit Committee Charter, the Audit Committee is tasked with the following duties and responsibilities:

grey dot  Audit the Company’s financial statements to be disclosed to the public and/or authorities,

    including financial statements, projections, and other reports relating to the Company’s financial information;

grey dot  Evaluate the Company’s level of compliance with laws and regulations pertaining to its business activities;

grey dot  Provide independent opinion in the event  of a dispute between management

    and the Accountant regarding services rendered;

grey dot  Provide recommendations to the Board of Directors on the appointment of the accountant,

    based on his/her independence, work scope, and compensation;

grey dot  Review the implementation of audit by internal auditors and supervise subsequent response

    by the Directors toward the findings of the internal auditor;

grey dot  Supervise the implementation of risk management activities carried out by the Board of Directors;

grey dot  Review complaints relating to the Company’s accounting and financial reporting processes;;

grey dot  Assess and advise the Board of Commissioners on potential conflicts of interest of the Company; and

grey dot  Safeguard the confidentiality of the Company’s documents, data and information.

 

POLICY REGARDING MEETING FREQUENCIES AND ATTENDANCE OF THE AUDIT COMMITTEE MEETINGS

 

The Audit Committee is mandated to hold at least 1 (one) meeting per 3 (three) months. An Audit Committee’s meeting may take place if attended by more than ½ (half) of the Audit Committee’s total number of members. Rulings and decisions are based upon deliberation and consensus. Every meeting must be recorded by way of Minutes of Meeting including if there is any dispute arising during the meeting. The Minutes of Meeting must be signed by all participating members of the Audit Committee who are present and submitted to the Board of Commissioners.

AUDIT COMMITTEE CHARTER