Implementation of Corporate Governance for Commercial Banks

The Financial Services Authority (OJK) issued Circular Letter No. 14/SEOJK.03/2025 to establish detailed implementation guidelines for corporate governance in conventional and Sharia commercial banks. This regulation supersedes previous OJK and Bank Indonesia circulars by defining 16 assessment pillars, reporting procedures, and self-assessment matrices. It officially takes effect on June 24, 2025, and revokes specific prior regulations to ensure a unified governance framework.

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Financial Services Authority Circular Letter Number 14/SEOJK.03/2025 regarding Implementation of Corporate Governance for Commercial Banks

Abstract: The Financial Services Authority Circular Letter regarding the Implementation of Corporate Governance for Commercial Banks is based on legal provisions and is formulated to follow up on the issuance of POJK Number 17 of 2023 regarding the Implementation of Corporate Governance for Commercial Banks (State Gazette of the Republic of Indonesia Year 2023 Number 30/OJK, Supplement to the State Gazette of the Republic of Indonesia Number 53/OJK) and POJK Number 2 of 2024 regarding the Implementation of Sharia Corporate Governance for Sharia Commercial Banks and Sharia Business Units (State Gazette of the Republic of Indonesia Year 2024 Number 4/OJK, Supplement to the State Gazette of the Republic of Indonesia Number 72/OJK).

This Financial Services Authority Circular Letter regulates guidelines or implementation provisions for the application of corporate governance for Commercial Banks, which refine the previous 2 (two) regulations, namely OJK Circular Letter No. 13/SEOJK.03/2017 regarding the Implementation of Corporate Governance for Commercial Banks and Bank Indonesia Circular Letter No. 12/13/DPbS regarding the Implementation of Good Corporate Governance for Sharia Commercial Banks and Sharia Business Units.

This Financial Services Authority Circular Letter regulates: a. 16 (sixteen) pillars/factors for assessing the implementation of corporate governance;

  1. implementation of the duties, responsibilities, and authorities of the Board of Directors;
  2. implementation of the duties, responsibilities, and authorities of the Board of Commissioners;
  3. completeness and implementation of committee duties;
  4. handling of conflicts of interest;
  5. implementation of the compliance function;
  6. implementation of the internal audit function;
  7. implementation of the external audit function;
  8. implementation of risk management including the internal control system;
  9. provision of remuneration;
  10. provision of funds to related parties and provision of large funds;
  11. integrity of reporting and information technology systems;
  12. Bank's strategic plan;
  13. shareholder aspects;
  14. implementation of anti-fraud strategy, including anti-bribery;
  15. implementation of sustainable finance, including the implementation of social and environmental responsibility; and
  16. implementation of corporate governance in Banking Groups (KUB). b. scope and procedures for submitting reports on the implementation of corporate governance; and c. worksheets or self-assessment matrices for the implementation of corporate governance.

Notes: This Financial Services Authority Circular Letter takes effect on the date it was established. This Financial Services Authority Circular Letter was established on June 24, 2025. This Financial Services Authority Circular Letter applies to conventional commercial banks and Sharia commercial banks. Upon the commencement of this Financial Services Authority Circular Letter: a. Financial Services Authority Circular Letter Number 13/SEOJK.03/2017 regarding the Implementation of Corporate Governance for Commercial Banks; b. Bank Indonesia Circular Letter No. 12/13/DPbS regarding the Implementation of Good Corporate Governance for Sharia Commercial Banks and Sharia Business Units; and c. Appendix II of Financial Services Authority Circular Letter Number 10/SEOJK.03/2014 regarding the Assessment of the Health Level of Sharia Commercial Banks and Sharia Business Units, are revoked and declared invalid.