Circular Letter of the Financial Services Authority Number 55/SEOJK.04/2017 Regarding the Report on the Implementation of Corporate Governance of Securities Companies Acting as Underwriters of Securities Offerings and Securities Trading Intermediaries

To:
Board of Directors of Securities Companies Acting as Underwriters of Securities Offerings and/or Securities Trading Intermediaries at their respective locations.

COPY

CIRCULAR LETTER OF THE FINANCIAL SERVICES AUTHORITY NUMBER 55 /SEOJK.04/2017

REGARDING

THE REPORT ON THE IMPLEMENTATION OF CORPORATE GOVERNANCE OF SECURITIES COMPANIES ACTING AS UNDERWRITERS OF SECURITIES OFFERINGS AND SECURITIES TRADING INTERMEDIARIES

In order to implement the mandate of Article 55 of Financial Services Authority Regulation Number 57/POJK.04/2017 regarding the Implementation of Corporate Governance of Securities Companies Acting as Underwriters of Securities Offerings and Securities Trading Intermediaries (State Gazette of the Republic of Indonesia Year 2017 Number 211, Supplement to the State Gazette of the Republic of Indonesia Number 6126), it is necessary to regulate implementation provisions regarding the Report on the Implementation of Corporate Governance of Securities Companies Acting as Underwriters of Securities Offerings and Securities Trading Intermediaries, in this Financial Services Authority Circular Letter as follows:

I. GENERAL PROVISIONS

Securities Companies as one of the Financial Service Institutions support the existence of the Indonesian capital market industry, particularly in developing trading, services, and new products. Securities Companies also have an influence on the flow of funds and information, support the system and activities of the Stock Exchange as part of the Capital Market and as a business unit, and increase investment activities in the Capital Market to support the national economy. Therefore, it is necessary to have Governance based on Governance principles to be able to increase the role of Securities Companies in the financial industry in Indonesia. Furthermore, through the implementation of Governance, Securities Companies can survive in facing various crises and grow sustainably.

In this Financial Services Authority Circular Letter, the following terms are meant:

Securities Company is a Party that conducts business activities as an underwriter of Securities offerings, a securities trading intermediary, and/or an Investment Manager.
Underwriter of Securities Offerings is a Party that makes a contract with an Issuer to conduct a Public Offering for the benefit of the Issuer with or without the obligation to purchase the remaining unsold Securities.
Securities Trading Intermediary is a Party that conducts business activities to buy and sell Securities for its own benefit or for the benefit of other Parties.
Member of the Stock Exchange is a Securities Trading Intermediary that has obtained a business license from the Financial Services Authority and has the right to use the stock exchange system and/or facilities in accordance with stock exchange regulations.
Stock Exchange is a Party that organizes and provides systems and/or facilities to bring together buy and sell offers of Securities of other Parties with the aim of trading Securities among them.
Good Corporate Governance of Securities Companies, hereinafter referred to as Governance, is the governance of Securities Companies that applies the principles of transparency, accountability, responsibility, independency, and fairness.
General Meeting of Shareholders, hereinafter abbreviated as GMS, is the organ of the Securities Company that has authority not delegated to the Board of Directors or Board of Commissioners as referred to in the Law regarding Limited Liability Companies and/or the Articles of Association of the Securities Company.
Board of Directors is the organ of the Securities Company that has the authority and is fully responsible for the management of the Securities Company for the benefit of the Securities Company, in accordance with the purpose and objectives of the Securities Company and represents the Securities Company, both in and out of court, in accordance with the provisions of the Articles of Association.
Board of Commissioners is the organ of the Securities Company that is tasked with conducting general and/or specific supervision in accordance with the Articles of Association and providing advice to the Board of Directors.
Public Accountant is a person who has obtained a license to provide services as regulated in legislation regarding public accountants and is registered with the Financial Services Authority.
Public Accounting Firm, hereinafter abbreviated as KAP, is a business entity established based on legislation provisions and obtains a business license based on the Law regarding Public Accountants.
Business Plan is a written document describing the business activity plan of the Securities Company for a period of 1 (one) year, including plans to improve business performance, and strategies to realize such plans in accordance with established targets and timeframes, while still paying attention to the fulfillment of prudential regulations and the implementation of risk management.
Website is a collection of web pages containing information or data that can be accessed through an internet network system.
Stakeholders are all parties who have a direct or indirect interest in the business activities of Underwriters of Securities Offerings and Securities Trading Intermediaries.
Affiliation is:
a. family relationship due to marriage and descent up to the second degree, both horizontally and vertically; b. relationship between a Party and employees, directors, or commissioners of such Party;
c. relationship between 2 (two) companies where there is one or more members of the Board of Directors or Board of Commissioners in common;
d. relationship between a company and a Party, directly or indirectly, controlling or controlled by such company; e. relationship between 2 (two) companies controlled, directly or indirectly, by the same Party; or f. relationship between a company and major shareholders.
Composite Rating is the final rating resulting from the self-assessment.
Financial Service Institution is an institution that carries out activities in the Banking, Capital Market, Insurance, Pension Fund, Financing Institutions, and Other Financial Service Institutions sectors.
Independent Commissioner is a member of the Board of Commissioners who comes from outside the Securities Company and meets the requirements as an Independent Commissioner as referred to in Financial Services Authority Regulation Number 57/POJK.04/2017 regarding the Implementation of Corporate Governance of Securities Companies Acting as Underwriters of Securities Offerings and Securities Trading Intermediaries.

II. CORPORATE GOVERNANCE OF SECURITIES COMPANIES

The implementation of Corporate Governance of Securities Companies is based on 5 (five) Governance principles as follows:
a. Transparency, namely openness in the decision-making process and openness in the disclosure and provision of material and relevant information regarding company activities. b. Accountability, namely the clarity of functions, structure, systems, and responsibility of company organs so that company management runs transparently, fairly, effectively, and efficiently.
c. Responsibility, namely the compliance of company management with legislation.
d. Independency, namely a state where the company is managed professionally without conflicts of interest and influence or pressure from any party that is not in accordance with legislation. e. Fairness, namely justice and equality in fulfilling the rights of Stakeholders arising from agreements and legislation.
Securities Companies required to comply with the provisions of this Financial Services Authority Circular Letter are Securities Companies that conduct business activities as Underwriters of Securities Offerings and/or Securities Trading Intermediaries that are Members of the Stock Exchange.

III. REPORT ON THE IMPLEMENTATION OF CORPORATE GOVERNANCE

The Report on the Implementation of Corporate Governance must at least include:
a. transparency; b. the results of the self-assessment on the implementation of Corporate Governance, consisting of the assessment of the worksheet and the Composite Rating as referred to in Appendix I which is an integral part of this Financial Services Authority Circular Letter; and
c. the action plan as referred to in Appendix II which is an integral part of this Financial Services Authority Circular Letter, for Securities Companies that obtain a Composite Rating of 4 or 5.

IV. TRANSPARENCY

Transparency as referred to in item III letter a must at least include:

Disclosure of the form of Corporate Governance implementation, namely:
a. Commitment of shareholders and GMS, at least including:
1) the number and date of the approval letter from the Financial Services Authority regarding the assessment of the competence and propriety of shareholders;
2) the date of the summons and the date of the GMS implementation; and
3) GMS decisions.
b. Implementation of the duties and responsibilities of the Board of Directors, at least including:
1) the number, name, position, number and date of the approval letter from the Financial Services Authority regarding the assessment of the competence and propriety of Board of Directors members, the date of appointment by the GMS, term of office, nationality, domicile, license as a representative of the Securities Company held, work history in the last 5 (five) years, highest education, and professional titles;
2) the duties and responsibilities of each Board of Directors member;
3) concurrent positions of Board of Directors members (if any);
4) education and/or training attended related to the enhancement of knowledge and understanding in assisting the implementation of the duties of Board of Directors members;
5) policy and implementation of Board of Directors meetings including the number of meetings held in 1 (one) year and the attendance of each Board of Directors member at each meeting;
6) implementation of activities that are recommendations from the Board of Commissioners and/or results of supervision by the Financial Services Authority; and
7) follow-up on matters requiring the attention of the Board of Directors regarding recommendations from the risk management function and the compliance and internal audit function.
c. Implementation of the duties and responsibilities of the Board of Commissioners, at least including:
1) the number, name, position, number and date of the approval letter from the Financial Services Authority regarding the assessment of the competence and propriety of Board of Commissioners members, the date of appointment by the GMS, term of office, nationality, domicile, license as a representative of the Securities Company held, work history in the last 5 (five) years, highest education, and professional titles;
2) the duties and responsibilities of the Board of Commissioners;
3) concurrent positions of Board of Commissioners members (if any);
4) education and/or training attended related to the enhancement of knowledge and understanding in assisting the implementation of the duties of Board of Commissioners members;
5) policy and implementation of Board of Commissioners meetings including the number of meetings held in 1 (one) year and the attendance of each Board of Commissioners member at each meeting;
6) recommendations given by the Board of Commissioners to the Board of Directors;
7) implementation of the duties of Independent Commissioners; and
8) a list of indications of violations of legislation in the Financial Services Sector reported to the Financial Services Authority (if any).
d. Completeness and implementation of committee duties (if any) formed by the Board of Directors and/or Board of Commissioners, at least including:
1) structure, membership, expertise, and independence statement of committee members;
2) duties and responsibilities of the committee;
3) policy and implementation of committee meetings including the number of meetings held in 1 (one) year and the attendance of each committee member at each meeting;
4) committee work program and its realization; and
5) committee charter.
e. Remuneration of the Board of Directors and Board of Commissioners, at least including:
1) The remuneration package or policy established in the GMS (if any), at least including:
a. salary; b. honorarium;
c. incentives; and/or
d. allowances that are fixed and/or variable.
2) The amount of remuneration of the Board of Directors and Board of Commissioners and the relationship between remuneration and the performance of the Securities Company in 1 (one) year.
f. Business ethics, at least including:
1) a brief description of the implementation of duties by the special work unit or official responsible for the implementation of the anti-money laundering and counter-terrorism financing program, which includes the principle of knowing the Securities Company's customers;
2) the main points of the Securities Company's code of ethics applicable to all members of the Board of Directors, members of the Board of Commissioners, and employees or staff, and supporters of the organs;
3) the implementation of code of ethics socialization and enforcement efforts; and
4) the main points of guidelines binding each member of the Board of Directors and members of the Board of Commissioners of the Securities Company.
g. Internal Control at least including:
1) Risk Management Function, at least including:
a) the work unit, members of the Board of Directors or officials at the level below the Board of Directors who carry out the risk management function; b) a brief description of risk management policy including strategy, framework, and procedures, as well as the determination of risk limits (risk appetite) and risk tolerance; c) types of risks and risk mitigation; and d) report on the results of the implementation of the risk management function's duties.
2) Compliance and Internal Audit Function, at least including:
a) Compliance:
(1) the work unit, members of the Board of Directors or officials at the level below the Board of Directors who carry out the compliance function; (2) the main points of the charter that bind in writing the work unit, members of the Board of Directors or officials at the level below the Board of Directors who carry out the compliance function and other functions in the Securities Company; and (3) report on the results of the implementation of the compliance function's duties. b) Internal Audit:
(1) the scope of internal audit work; (2) the structure or position of the internal audit function work unit; (3) the independence statement of the internal audit function; (4) the main points of the internal audit charter; and (5) report on the results of the implementation of the internal audit function's duties. h. Policy on the violation reporting system and customer complaints, containing information at least:
1) the main points of the violation reporting and customer complaint policy of the Securities Company;
2) a brief description of the implementation of the violation reporting system policy and handling of customer complaints by the work unit or function responsible; and
3) the results of the evaluation by the Board of Directors and Board of Commissioners regarding the violation reporting and customer complaint policy.
i. Website Address.
j. External Auditor, containing information at least:
1) the effectiveness of the implementation of the external auditor's duties, including comments or notes from the external auditor regarding the provision of data required by the external auditor, thereby enabling the external auditor to provide their opinion on the fairness, compliance, and suitability of the Securities Company's financial reports with the applicable audit standards; and
2) the KAP and Public Accountant that audited the Securities Company's financial reports during the last 5 (five) years.
Ownership of shares by members of the Board of Directors and/or members of the Board of Commissioners, both directly and indirectly, including the type and number of share units in:
a. the Securities Company in question; b. other Securities Companies; and
c. Financial Service Institutions other than Securities Companies.
Financial and/or family relationships between members of the Board of Directors and members of the Board of Commissioners with other members of the Board of Directors and/or members of the Board of Commissioners, and/or shareholders of the Securities Company.
Type, number, and efforts to resolve internal financial irregularities committed by members of the Board of Directors, members of the Board of Commissioners, and employees (if any), at least including:
a. internal irregularities that have been resolved; b. internal irregularities that are currently in the process of resolution within the company;
c. internal irregularities that have not been attempted to be resolved; and
d. internal irregularities that have been followed up through legal processes.
Type, number, and efforts to resolve legal issues, both civil and criminal law, and have been submitted through legal processes (if any), at least including:
a. civil and/or criminal legal issues faced and have been completed (have acquired permanent legal force); and b. civil and/or criminal legal issues faced and are still in the process of resolution.
Conflicts of interest and/or transactions with Affiliated Parties that occurred at least covering the name and position of the party having the conflict of interest and/or transaction with the Affiliated Party, the nature of the Affiliation relationship, the name and position of the decision maker, the type of transaction, the value of the transaction, and notes.
Disclosure of other important matters, at least including:
a. resignation or dismissal of members of the Board of Directors and members of the Board of Commissioners; and b. company functions outsourced to other parties (if any).

V. SELF-ASSESSMENT ON THE IMPLEMENTATION OF CORPORATE GOVERNANCE

The self-assessment as referred to in item III letter b is used as a benchmark to assess the extent to which the Securities Company implements Governance based on Governance principles. Securities Companies must conduct a structured and comprehensive self-assessment on the adequacy of Governance implementation, so that the Securities Company can immediately take strategic steps to improve weaknesses related to Governance in their company.
Securities Companies conduct a self-assessment on the implementation of Governance once every 1 (one) year for the period from January to December.
The self-assessment is conducted on the forms of Governance implementation as regulated in the Financial Services Authority Regulation regarding the implementation of Corporate Governance of Securities Companies acting as Underwriters of Securities Offerings and Securities Trading Intermediaries and legislation regarding Securities Companies, which is developed into 12 (twelve) Governance assessment factors, as follows:
a. implementation of the duties and responsibilities of the Board of Directors; b. implementation of the duties and responsibilities of the Board of Commissioners;
c. completeness and implementation of committee duties (if any);
d. conflicts of interest and transactions with Affiliated Parties; e. risk management function; f. compliance function; g. internal audit function; h. external auditor;
i. information transparency;
j. Business Plan; k. business ethics; and
l. violation reporting system and customer complaint system.
The self-assessment is written in a worksheet containing a set of questions to assess the quality of Governance implementation.
The questions contained in the worksheet as referred to in item 4 are integrated into 3 (three) aspects of Governance assessment, namely:
a. assessment of the Governance structure, which aims to see the adequacy of the Governance structure and infrastructure so that the process of implementing Governance principles produces outputs that are in accordance with the expectations of the Securities Company's Stakeholders. Included in the Governance structure are the Board of Directors, Board of Commissioners, work units, committees, and functions in the Securities Company. Included in the Governance infrastructure are the Securities Company's policies and procedures and the main duties and functions (tupoksi) of each position in the organization; b. assessment of the Governance process aims to assess the effectiveness of the process of implementing Governance principles supported by the adequacy of the Governance structure and infrastructure so as to produce outputs that are in accordance with the expectations of the Securities Company's Stakeholders; and
c. assessment of the Governance output aims to assess the quality of the Governance output that meets the expectations of the Securities Company's Stakeholders which is the result of the process of implementing Governance principles supported by the adequacy of the Governance structure and infrastructure.
The assessment criteria for the Governance structure, Governance process, and Governance output are interrelated. For example, there is a problem in the Governance structure such as the absence of a Board of Directors member overseeing the compliance function, thereby causing a weakness in the Governance process in the implementation of the compliance function, namely the absence of preventive measures against policies and/or Board of Directors decisions that deviate from regulations. Furthermore, this weakness in the Governance process will impact the Governance output in the form of violations of regulations. Securities Companies must pay attention to whether such violations occur repeatedly, their materiality, and the significance of the violations to the Securities Company both currently and in the future.
Securities Companies must prepare data and information that serve as the basis for compiling an analysis of the adequacy and effectiveness of the implementation of Governance principles and document them well. The data and information as referred to include all reports and documents disclosed in item III and item IV.
The Governance self-assessment is conducted using 2 (two) types of questions, namely dichotomous (questions with Yes or No answers) and discrete (questions with answers in the form of a scale from Very Good to Poor). The value for each answer is as follows:

Dichotomous Question Type:
a. a checkmark (√) in the Yes column has a value of 1: if the indicator has been fully implemented or fulfilled. b. a checkmark (√) in the No column has a value of 0: if the indicator is not implemented or fulfilled at all.

Discrete Question Type:
a. a checkmark (√) in the VG (Very Good) column has a value of 1: if the indicator has been fully implemented or fulfilled. b. a checkmark (√) in the G (Good) column has a value of 0.75: if most of the indicator has been implemented or fulfilled.
c. a checkmark (√) in the FA (Fairly Good) column has a value of 0.5: if part of the indicator has been implemented or fulfilled.
d. a checkmark (√) in the PG (Poorly Good) column has a value of 0.25: if most of the indicator has not been implemented or fulfilled. e. a checkmark (√) in the P (Poor) column has a value of 0: if the indicator is not implemented or fulfilled at all.

The notes column in the worksheet must be filled with reasons, basis of implementation, or other additional information that must be disclosed to support the answer on the assessment factor indicators.
To obtain the value for each factor, Securities Companies use the following formula:

Factor Value = (Sum of indicator values / Total indicators) × Factor weight × 100

Explanation:
Factor Value: The result of dividing the sum of indicator values by the number of indicators and multiplied by the weight of each factor as determined in this Financial Services Authority Circular Letter. Indicator Value: The number of indicators fulfilled by the Securities Company in each assessment factor. Total Indicators: The total number of indicators in each assessment factor. Factor Weight: The weight value for each assessment factor established in this Financial Services Authority Circular Letter.

As an example:
Calculating the factor value for the implementation of the duties and responsibilities of the Board of Directors (Structure: 9, Process: 16, and Output: 5) Securities Company A answers as follows:
a. Structure:
From 9 indicators, Securities Company A answers YES to 7 indicators, and answers NO to 2 indicators.

b. Process:
From 16 indicators, the Securities Company gave VERY GOOD answers for 8 indicators, FAIRLY GOOD for 2 indicators, and YES answers for 6 indicators.
c. Output:
From 5 indicators, the Securities Company gave VERY GOOD answers for 3 indicators, and NOT GOOD answers for 2 indicators.
Thus, the calculation is as follows:
Factor Value =
∑{[(1x7)+(0x2)]+[(1x8)+(0,5x2)+(1x6)]+[(1x3)+(0,25x2)]} x 20% x 100 = 17 Thus, the Corporate Governance factor value from the implementation of the duties and responsibilities of the Board of Directors is 17.00.

The weight of each factor is set as in the following table:

No.	Factor	Weight (%)
1.	Implementation of duties and responsibilities of the Board of Directors	20
2.	Implementation of duties and responsibilities of the Board of Commissioners	20
3.	Completeness and implementation of committee duties	2.5
4.	Conflict of interest and transactions with Affiliates	10
5.	Risk management function	7.5
6.	Compliance function	7.5
7.	Internal audit function	7.5
8.	External auditor	2.5
9.	Information disclosure	5
10.	Business plan	7.5
11.	Business ethics	5
12.	Violation reporting system and customer complaint system	5
Total		100

Composite Score	Ranking	Definition
90 – 100	Ranking 1	Corporate governance is implemented very well, where all or almost all Corporate Governance indicators have been met.
77 – 89	Ranking 2	Corporate governance is implemented well, where most Corporate Governance indicators have been met.
64 – 76	Ranking 3	Corporate governance is implemented fairly well, where some Corporate Governance indicators have been met.
51 – 63	Ranking 4	Corporate governance is implemented not well, where most Corporate Governance indicators have not been met.
≤ 50	Ranking 5	Corporate governance is implemented poorly, where almost all Corporate Governance indicators have not been met.

In the event that the self-assessment result of Corporate Governance implementation yields a Composite Ranking of the Corporate Governance factor is 4 or 5, the Securities Company must prepare and submit an action plan containing comprehensive and systematic improvement steps along with their implementation time targets to the Financial Services Authority.
The Financial Services Authority conducts an evaluation of the self-assessment results conducted by the Securities Company. If there is a difference between the Composite Ranking of the self-assessment result and the evaluation result conducted by the Financial Services Authority, the Securities Company must revise the self-assessment result of Corporate Governance implementation.
If the Corporate Governance factor ranking result by the Financial Services Authority obtains a Composite Ranking of 4 or 5, then the Financial Services Authority may request the Securities Company to submit an action plan containing comprehensive and systematic improvement steps along with their implementation time targets.

VI. ACTION PLAN

The action plan as referred to in number III letter c is prepared to improve or perfect the implementation of Corporate Governance as a follow-up to the self-assessment results. The aforementioned action plan includes corrective actions required, completion targets or time, and obstacles or hindrances to completion if there are still deficiencies in the implementation of Corporate Governance.
The Securities Company must submit a report on the implementation of the action plan, at the latest 10 (ten) working days after the completion time target of the action plan.
The Financial Services Authority may conduct an evaluation of the action plan submitted by the Securities Company as referred to in number 1. If necessary, the Financial Services Authority may request the Securities Company to adjust the action plan and submit the adjusted action plan back to the Financial Services Authority for evaluation.

VII. PROCEDURE FOR SUBMISSION OF CORPORATE GOVERNANCE IMPLEMENTATION REPORT

The Securities Company submits the Corporate Governance implementation report signed by the President Director and the President Commissioner, with the following provisions:
a. the cover letter for the submission of the Corporate Governance implementation report signed by the President Director is submitted in hardcopy form; and b. the content of the Corporate Governance implementation report is submitted in hardcopy and softcopy form.
The Corporate Governance implementation report as referred to in number 1 is submitted completely to:
Financial Services Authority u.p. Head of Capital Market Supervision Department 2A

This copy is in accordance with the original
Deputy Director of Law 1 as Acting Director of Law 1 Legal Department signed Wiwit Puspasari

VIII. CLOSING

This Circular Letter of the Financial Services Authority shall take effect on the date of determination.
Determined in Jakarta on 6 December 2017

EXECUTIVE HEAD
CAPITAL MARKET SUPERVISOR, signed
HOESEN

APPENDIX I
CIRCULAR LETTER OF THE FINANCIAL SERVICES AUTHORITY NUMBER 55 /SEOJK.04/2017 CONCERNING CORPORATE GOVERNANCE IMPLEMENTATION REPORT OF SECURITIES COMPANIES CONDUCTING BUSINESS ACTIVITIES AS UNDERWRITERS OF SECURITIES AND SECURITIES TRADING INTERMEDIARIES

SELF-ASSESSMENT WORK PAPER FOR CORPORATE GOVERNANCE IMPLEMENTATION REPORT OF SECURITIES COMPANIES CONDUCTING BUSINESS ACTIVITIES AS UNDERWRITERS OF SECURITIES AND SECURITIES TRADING INTERMEDIARIES

I. Implementation of Duties and Responsibilities of the Board of Directors

A. Corporate Governance Structure | a | b | c | d | e

The number of Board of Directors members is at least 2 (two) persons. | Yes | No
All Board of Directors members have individual licenses as Deputy Underwriters of Securities and/or Deputy Securities Trading Intermediaries. | Yes | No
All Board of Directors members meet integrity, financial reputation, and competence and expertise requirements in the Capital Market (have passed the Fit and Proper Test). | Yes | No
All Board of Directors members are appointed through the Annual General Meeting of Shareholders (AGMS), including extension of the Board of Directors' term of office. | Yes | No
The determination of the number and composition of the Board of Directors takes into account the provisions of Financial Services Authority Regulations, the condition of the Securities Company, diversity of knowledge, experience and/or expertise required, and effectiveness in decision-making. | Yes | No
All Board of Directors members reside in Indonesia. | Yes | No
Board of Directors members, individually or collectively, do not own shares exceeding 20% (twenty percent) of paid-up capital in other Securities Companies. | Yes | No
The majority of Board of Directors members do not have financial and/or family relationships up to the second degree with each other, and/or with members of the Board of Commissioners and/or shareholders of the Securities Company. | Yes | No
The Securities Company has guidelines binding all Board of Directors members. | Yes | No

B. Corporate Governance Process | a | b | c | d | e
10. Board of Directors members are able to implement their competencies in the execution of their duties and responsibilities. | VG | G | FG | NG | TB
11. The Board of Directors conducts management with good faith, prudence, and full responsibility in accordance with applicable laws, the Articles of Association, and Board of Directors guidelines, and acts independently for the interest of the Securities Company. | VG | G | FG | NG | TB
12. Board of Directors members do not grant general power of attorney to other parties that results in the transfer of the Board of Directors' day-to-day duties and functions. | Yes | No
13. The Board of Directors ensures that Corporate Governance is implemented effectively in the Securities Company. | VG | G | FG | NG | TB
14. The Board of Directors forms committees and/or support units to support the effectiveness of task execution and ensure that such committees and/or support units perform their duties effectively. | VG | G | FG | NG | TB
15. The Board of Directors follows up on the supervision results of the Board of Commissioners and the Financial Services Authority. | VG | G | FG | NG | TB
16. The Board of Directors provides accurate, relevant, and timely data and information to the Board of Commissioners. | VG | G | FG | NG | TB
17. The Board of Directors establishes strategic policies and decisions through Board of Directors meeting mechanisms. | VG | G | FG | NG | TB
18. The Board of Directors holds meetings at least 1 (one) time every 2 (two) months. | Yes | No
19. Board of Directors members attend at least 75% (seventy-five percent) of the total number of Board of Directors meetings in a year, either physically or via teleconference. | Yes | No
20. Decision-making in Board of Directors meetings is based on consensus; if consensus is not reached, decision-making is based on the majority vote, or in accordance with applicable regulations. | VG | G | FG | NG | TB
21. Each decision taken by the Board of Directors can be implemented and is in accordance with applicable policies, guidelines, and work rules. | VG | G | FG | NG | TB
22. Board of Directors members participate in continuing education programs at least 1 (one) time in the last 2 (two) years. | Yes | No
23. Board of Directors members do not abuse their authority for personal, family, and/or other parties' interests. | Yes | No
24. Board of Directors members do not take and/or receive personal benefits from the Securities Company's activities, directly or indirectly, other than legitimate income and other facilities determined by the AGMS. | Yes | No
25. Board of Directors remuneration takes into account: | VG | G | FG | NG | TB
a. remuneration applicable in the industry and the scale of the Securities Company's business. b. the duties, responsibilities, and authority of Board of Directors members linked to the achievement of the Securities Company's goals and performance, both short-term and long-term.
c. performance targets or the performance of each Board of Directors member.
d. balance between fixed and variable allowances.

C. Corporate Governance Output | a | b | c | d | e
26. The Board of Directors accounts for the implementation of their duties to shareholders through the AGMS. | VG | G | FG | NG | TB
27. Board of Directors meeting results are recorded in minutes and well-documented, including clear disclosure of dissenting opinions that occurred in the Board of Directors meeting. | VG | G | FG | NG | TB
28. Board of Directors meeting results are distributed to all Board of Directors members. | VG | G | FG | NG | TB
29. Enhancement of knowledge, expertise, and abilities of Board of Directors members in managing the Securities Company is demonstrated, among others, through improved performance of the Securities Company, resolution of problems faced by the Securities Company, and/or achievement of results according to Stakeholder expectations. | VG | G | FG | NG | TB
30. In the Corporate Governance implementation report, all Board of Directors members have disclosed at least: | VG | G | FG | NG | TB
a. description of duties and responsibilities of Board of Directors members. b. share ownership in the relevant Securities Company, other Securities Companies, and Financial Service Institutions other than the Securities Company.
c. financial and family relationships with members of the Board of Commissioners, other Board of Directors members, and/or Controlling Shareholders of the Securities Company.
d. total remuneration and other facilities determined by the AGMS.

Assessment Result: a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0

II. Implementation of Duties and Responsibilities of the Board of Commissioners

A. Corporate Governance Structure | a | b | c | d | e

All Board of Commissioners members meet integrity, financial reputation, and competence and expertise requirements in the Capital Market (have passed the Fit and Proper Test). | Yes | No
All Board of Commissioners members are appointed through the AGMS, including extension of the Board of Commissioners' term of office. | Yes | No
The number of Board of Commissioners members of the Securities Company is at least 1 (one) person. | Yes | No
The determination of the number and composition of the Board of Commissioners takes into account Financial Services Authority Regulations regarding licensing of Securities Companies conducting business activities as Underwriters of Securities and Securities Trading Intermediaries, the condition of the Securities Company, diversity of knowledge, experience and/or expertise required, effectiveness in supervision, and providing advice to the Board of Directors. | Yes | No
The number of Board of Commissioners members of the Securities Company does not exceed the number of Board of Directors members. | Yes | No
Has an Independent Commissioner. | Yes | No
The majority of Board of Commissioners members do not have financial and/or family relationships up to the second degree with each other, and/or with Board of Directors members and/or shareholders of the Securities Company. | Yes | No
The Securities Company has guidelines binding all Board of Commissioners members. | Yes | No

B. Corporate Governance Process | a | b | c | d | e
9. Board of Commissioners members are able to implement their competencies in the execution of their duties and responsibilities. | VG | G | FG | NG | TB
10. The Board of Commissioners obtains complete, accurate, up-to-date, and timely data and information from the Board of Directors. | VG | G | FG | NG | TB
11. The Board of Commissioners conducts supervision over the implementation of the Board of Directors' duties and responsibilities periodically and ad hoc, and is conducted independently. | VG | G | FG | NG | TB
12. The Board of Commissioners provides advice to the Board of Directors and is conducted independently. | VG | G | FG | NG | TB
13. The Board of Commissioners ensures that the Board of Directors has followed up on the supervision results of the Board of Commissioners and the Financial Services Authority. | VG | G | FG | NG | TB
14. In the event that the Board of Commissioners participates in decision-making regarding matters established in the Articles of Association and/or applicable laws, such decision-making is conducted in its function as a supervisor and advisor to the Board of Directors.
For example: The Board of Commissioners is not involved in decision-making on the Securities Company's operational activities, except in the case of providing funds to related parties and other matters established in the Articles of Association of the Securities Company and/or applicable laws in order to carry out supervisory functions. | VG | G | FG | NG | TB
15. In carrying out supervisory duties, the Board of Commissioners has directed, monitored, and evaluated the implementation of the Securities Company's strategic policies. | VG | G | FG | NG | TB
16. The Board of Commissioners forms committees to assist in the Board of Commissioners' duties and ensures that such committees perform their duties effectively. | VG | G | FG | NG | TB
17. In carrying out audit functions, the Board of Commissioners through the Independent Commissioner reviews: | VG | G | FG | NG | TB
a. financial information to be issued by the Securities Company to the public and/or authorities. b. independence, scope of assignment, and costs as the basis for the appointment of the Public Accountant.
c. the plan and implementation of audits by the Public Accountant.
d. the implementation of the risk management function, compliance function, and internal audit function of the Securities Company.
18. The Board of Commissioners supervises the implementation of Corporate Governance. | VG | G | FG | NG | TB
19. The Board of Commissioners holds Board of Commissioners meetings inviting the Board of Directors in the event of findings indicating violations of laws and regulations in the financial services sector. | VG | G | FG | NG | TB
20. The Board of Commissioners holds meetings at least 1 (one) time in 3 (three) months. | Yes | No
21. Board of Commissioners members attend at least 75% (seventy-five percent) of the total number of Board of Commissioners meetings in a year, either physically or via teleconference. | Yes | No
22. Decision-making in Board of Commissioners meetings is based on consensus; if consensus is not reached, decision-making is based on the majority vote, or in accordance with applicable regulations. | VG | G | FG | NG | TB
23. Each decision taken by the Board of Commissioners can be implemented and is in accordance with applicable policies, guidelines, and work rules. | VG | G | FG | NG | TB
24. Board of Commissioners members participate in continuing education programs at least 1 (one) time in the last 2 (two) years. | Yes | No
25. Board of Commissioners members do not abuse their authority for personal, family, and/or other parties' interests. | Yes | No
26. Board of Commissioners members do not take and/or receive personal benefits from the Securities Company's activities, directly or indirectly, other than legitimate income and other facilities determined by the AGMS. | Yes | No
27. Board of Commissioners remuneration takes into account: | VG | G | FG | NG | TB
a. remuneration applicable in the industry and the scale of the Securities Company's business; b. the duties, responsibilities, and authority of Board of Commissioners members linked to the achievement of the Securities Company's goals and performance, both short-term and long-term;
c. performance targets or the performance of each Board of Commissioners member; and
d. balance between fixed and variable allowances.
28. The Board of Commissioners provides sufficient time to execute their duties and responsibilities optimally. | VG | G | FG | NG | TB

C. Corporate Governance Output | a | b | c | d | e
29. The Board of Commissioners accounts for the implementation of their duties to shareholders through the AGMS. | VG | G | FG | NG | TB
30. Board of Commissioners meeting results are recorded in minutes and well-documented, including clear disclosure of dissenting opinions that occurred in the Board of Commissioners meeting. | VG | G | FG | NG | TB
31. Board of Commissioners meeting results are distributed to all Board of Commissioners members. | VG | G | FG | NG | TB
32. Enhancement of knowledge, expertise, and abilities of Board of Commissioners members in managing the Securities Company is demonstrated, among others, through improved performance of the Securities Company, resolution of problems faced by the Securities Company, and/or achievement of results according to Stakeholder expectations. | VG | G | FG | NG | TB
33. In the Corporate Governance implementation report, Board of Commissioners members have disclosed at least: | VG | G | FG | NG | TB
a. description of duties and responsibilities of the Board of Commissioners; b. share ownership in the relevant Securities Company, other Securities Companies, and Financial Service Institutions other than the Securities Company;
c. financial and family relationships with other Board of Commissioners members, Board of Directors members, and/or shareholders of the Securities Company; and
d. total remuneration and other facilities determined by the AGMS.

Assessment Result: a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0

III. Completeness and Implementation of Committee Duties (If Any)

A. Corporate Governance Structure | a | b | c | d | e

The Securities Company has committees to support the execution of duties of the Board of Directors and/or Board of Commissioners. | Yes | No
The committee structure consists of 1 (one) chairman and 2 (two) members. | Yes | No
Each committee member has expertise in the execution of duties. | Yes | No
The committee has a charter used as a reference in carrying out duties and responsibilities. | Yes | No
All committee members have good integrity, ethics, and morality. | Yes | No
Committee members who are independent parties do not have financial, managerial, share ownership, and/or family relationships with the Board of Commissioners, Board of Directors, and/or Controlling Shareholders or relationships with the Securities Company, which could affect their ability to act independently. | Yes | No
Committee members who are independent parties originating from Board of Directors members, Board of Commissioners members, and/or employees of the relevant Securities Company have undergone a cooling-off period of at least 6 (six) months. | Yes | No
There is no shareholder intervention in determining the committee composition. | Yes | No

B. Corporate Governance Process | a | b | c | d | e
9. Committee meetings are held in accordance with the procedures stated in the committee charter. The aforementioned meetings are attended by the majority of committee members. | VG | G | FG | NG | TB
10. Decision-making in committee meetings is based on consensus; if consensus is not reached, decision-making is based on the majority vote, or in accordance with applicable regulations. | VG | G | FG | NG | TB
11. Committee meeting results are recommendations that can be utilized optimally by the Board of Directors or Board of Commissioners. | VG | G | FG | NG | TB

C. Corporate Governance Output
12. Committee meeting results are recorded in minutes and well-documented, including clear disclosure of dissenting opinions that occurred in the committee meeting. | VG | G | FG | NG | TB
13. Each committee has provided recommendations to the Board of Directors or Board of Commissioners regarding their duties and responsibilities. | VG | G | FG | NG | TB
14. Each committee discloses in the Corporate Governance implementation report, at least: | VG | G | FG | NG | TB
a. description of duties and responsibilities; b. disclosure of independence; and
c. disclosure of meeting frequency policy and member attendance rates in such meetings.

Assessment Result: a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0

IV. Conflict of Interest and Transactions with Affiliates

A. Corporate Governance Structure | a | b | c | d | e

The Securities Company has policies, systems, and/or procedures regarding conflicts of interest that bind each Board of Directors member, Board of Commissioners member, and employee of the Securities Company in accordance with applicable laws and regulations. | Yes | No
The Securities Company has policies, systems, and/or procedures regarding transactions with Affiliates (individual Shareholders, Board of Directors members, Board of Commissioners members, employees, and/or related parties with the Securities Company) in accordance with applicable laws and regulations. | Yes | No
The Securities Company has policies, systems, and/or procedures regarding administration, documentation, and disclosure of conflicts of interest. | Yes | No
The Securities Company has policies, systems, and/or procedures regarding administration, documentation, and disclosure of transactions with Affiliates. | Yes | No

B. Corporate Governance Process | a | b | c | d | e
5. In the event of a conflict of interest, Board of Directors members, Board of Commissioners members, and employees act in accordance with the policies, systems, and/or procedures they have. | VG | G | FG | NG | TB
6. The Securities Company's operational activities are free from shareholder/other related party intervention that could cause conflicts of interest detrimental to or reducing the profits of the Securities Company. | VG | G | FG | NG | TB
7. The Board of Directors follows up on violations of conflict of interest policies and/or transactions with Affiliates policies. | VG | G | FG | NG | TB
8. The Board of Directors evaluates and updates conflict of interest policies and transactions with Affiliates policies. | VG | G | FG | NG | TB
9. The Board of Commissioners supervises the effectiveness of the implementation of conflict of interest policies and transactions with Affiliates policies periodically. | VG | G | FG | NG | TB
10. The Board of Commissioners provides improvement recommendations to increase the effectiveness of the implementation of conflict of interest policies and transactions with Affiliates policies. | VG | G | FG | NG | TB

C. Corporate Governance Output | a | b | c | d | e
11. The handling of conflicts of interest results are disclosed and well-documented. | VG | G | FG | NG | TB
12. The handling of transactions with Affiliates results are disclosed and well-documented. | VG | G | FG | NG | TB
13. There are no violations of the applicable policies. | Yes | No

conflict of interest.
14. No violations of policies on transactions with Affiliates.
Yes No
Assessment Result a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0
V. Risk Management Function
A. Governance Structure a b c d e

The Securities Company has a risk management policy including strategy, framework, and risk management procedures covering identification, diversification, measurement, monitoring, control, risk appetite, risk tolerance, and risk mitigation.
Yes No
Has an adequate organizational structure to support the risk management function.
SB B CB KB TB
There are qualified resources in the risk management work unit to complete tasks effectively.
SB B CB KB TB
Employees performing the risk management function do not hold concurrent positions to perform other functions unless regulated by legislation.
Yes No
Employees performing the risk management function hold a Securities Intermediary Agent License and perform their duties and responsibilities independently.
Yes No
B. Governance Process a b c d e
The implementation of the risk management function must at least include:
assisting the Board of Directors in formulating and/or refining policies including strategy, framework, and risk management procedures.
SB B CB KB TB
formulating strategies to foster a risk management culture.
SB B CB KB TB
ensuring the implementation of the Securities Company's business activities in accordance with risk management policies.
SB B CB KB TB
identifying potential or significant risks that have an impact on the achievement of the Securities Company's objectives.
SB B CB KB TB
formulating and implementing anticipatory steps or efforts to reduce significant risks in accordance with risk management policies.
SB B CB KB TB
identifying other matters related to risk management that require the attention of the Board of Directors.
SB B CB KB TB
developing human resources periodically and continuously.
SB B CB KB TB
The Board of Directors is tasked and responsible among others:
formulating risk management policies.
Yes No
ensuring the implementation of policies including strategy, framework, and risk management procedures is carried out effectively.
SB B CB KB TB
following up on identifications of matters related to risk management that require the attention of the Board of Directors.
SB B CB KB TB
ensuring the risk management function has been applied independently.
For example, there is a separation of functions between the risk management function that performs identification, measurement, monitoring, and control of risks with the work unit that conducts and completes transactions. SB B CB KB TB
ensuring the organizational structure, infrastructure, and resources are adequate to support the risk management function.
SB B CB KB TB
enhancing the risk management culture of the Securities Company.
SB B CB KB TB
The Board of Commissioners is tasked and responsible among others:
approving risk management policies including strategy and risk management framework set in accordance with the level of risk taken (risk appetite) and risk tolerance (risk tolerance).
SB B CB KB TB
conducting active supervision over the effectiveness of the implementation of the risk management function including risk management policies.
SB B CB KB TB
ensuring that the Board of Directors follows up on identifications of matters related to risk management that require the attention of the Board of Directors.
SB B CB KB TB
evaluating and providing improvement recommendations regarding the implementation of the function and risk management policies.
SB B CB KB TB
C. Governance Output a b c d e
No potential or significant risks remain unaddressed.
Yes No
The results of the implementation of the risk management function are able to provide direction for the Securities Company in viewing influences that may arise both in the short term and long term.
SB B CB KB TB
The Securities Company does not conduct business activities that exceed capital capacity to absorb risk losses.
Yes No
Follow-up on matters related to risk management that require the attention of the Board of Directors has been implemented.
SB B CB KB TB
There is an evaluation by the Board of Directors and Board of Commissioners regarding the implementation of the risk management function.
SB B CB KB TB
Reports on the implementation of the risk management function are submitted to the Board of Directors and copied to the Board of Commissioners, namely:
SB B CB KB TB a. incidental reports; and b. periodic reports at least 1 (one) time per year.
Assessment Result a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0
VI. Compliance Function
A. Governance Structure a b c d e
Has a compliance policy covering procedures or methods of implementation.
Yes No
Has a charter that binds in writing the work unit, members of the Board of Directors, or officials at a level below the Board of Directors who perform the compliance function and other functions in the Securities Company.
Yes No
Has an adequate organizational structure to support the compliance function.
SB B CB KB TB
There are qualified resources in the compliance work unit to complete tasks effectively.
SB B CB KB TB
Employees performing the compliance function do not hold concurrent positions to perform other functions unless regulated by legislation.
Yes No
Employees acting as officials overseeing the compliance function hold a Securities Intermediary Agent License.
Yes No
B. Governance Process a b c d e
The implementation of the compliance function must at least include:
assisting the Board of Directors in formulating and/or refining compliance policies.
Yes No
formulating strategies to foster a compliance culture.
SB B CB KB TB
assessing and evaluating the adequacy and suitability of compliance policies with legislation.
SB B CB KB TB
ensuring the business activities of the Securities Company are conducted based on the compliance policies owned and legislation.
SB B CB KB TB
identifying matters related to compliance that require the attention of the Board of Directors.
SB B CB KB TB
procedures for the appointment, dismissal, and/or resignation of employees and members of the Board of Directors who perform the compliance function in accordance with Financial Services Authority regulations.
Yes No
developing human resources periodically and continuously.
SB B CB KB TB
The Director overseeing the compliance function is tasked and responsible among others:
playing an active role in the process of formulating and/or evaluating and providing recommendations on compliance policies.
SB B CB KB TB
ensuring the implementation of the compliance function is carried out effectively.
SB B CB KB TB
monitoring and maintaining the Securities Company's compliance with legislation and all agreements and commitments made by the Securities Company.
SB B CB KB TB
enhancing the compliance culture of the Securities Company.
SB B CB KB TB
The Board of Directors is tasked and responsible among others:
formulating compliance policies.
Yes No
following up on identifications of matters related to compliance that require the attention of the Board of Directors.
SB B CB KB TB
ensuring the organizational structure, infrastructure, and resources are adequate to support the compliance function.
SB B CB KB TB
The Board of Commissioners is tasked and responsible among others:
approving compliance policies.
SB B CB KB TB
conducting supervision over the effectiveness of the implementation of the compliance function including compliance policies.
SB B CB KB TB
ensuring that the Board of Directors follows up on identifications of matters related to compliance that require the attention of the Board of Directors.
SB B CB KB TB
evaluating and providing improvement recommendations regarding the implementation of the function and compliance policies.
SB B CB KB TB
C. Governance Output a b c d e
The Securities Company succeeds in reducing the number and level of violations of applicable regulations.
SB B CB KB TB
Follow-up on matters related to compliance that require the attention of the Board of Directors has been implemented.
SB B CB KB TB
There is an evaluation by the Board of Directors and Board of Commissioners regarding the implementation of the compliance function.
SB B CB KB TB
Reports on the implementation of the compliance function are submitted to the Board of Directors and copied to the Board of Commissioners, namely:
SB B CB KB TB a. incidental reports; and b. periodic reports at least 1 (one) time per year.
Assessment Result a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0
VII. Internal Audit Function
A. Governance Structure a b c d e
The Securities Company has an internal audit charter containing procedures or methods of implementation.
Yes No
The Securities Company has an adequate organizational structure to support the internal audit function.
SB B CB KB TB
There are qualified resources in the internal audit work unit to complete tasks effectively.
SB B CB KB TB
The internal audit function is independent of operational work units.
Yes No
B. Governance Process a b c d e
The implementation of the internal audit function must at least include:
assisting the Board of Directors in formulating and/or refining the internal audit charter periodically in accordance with legislation.
Yes No
implementing internal audit/inspection programs both incidental and periodic independently, objectively, and without limiting the scope and coverage of the audit.
SB B CB KB TB
ensuring the implementation of the Securities Company's business activities in accordance with the internal audit charter owned.
SB B CB KB TB
conducting periodic reviews of the effectiveness of internal audit work implementation and its compliance with the Internal Audit Standards of the Securities Company by external parties every 3 (three) years.
SB B CB KB TB
identifying matters related to internal audit that require the attention of the Board of Directors.
SB B CB KB TB
developing human resources periodically and continuously.
SB B CB KB TB
conducting assessments on:
SB B CB KB TB a. the adequacy of the Securities Company's internal control system; b. the effectiveness of the Securities Company's internal control system; and
c. the quality of the Securities Company's performance.
reporting to the Board of Directors all findings from inspections in accordance with applicable regulations.
Yes No
monitoring, analyzing, and reporting on the development of follow-up improvements made by the auditee.
SB B CB KB TB
The Board of Directors is tasked and responsible among others:
formulating and establishing the internal audit charter.
Yes No
ensuring the implementation of the function and internal audit charter is carried out effectively.
SB B CB KB TB
following up on identifications of matters related to internal audit that require the attention of the Board of Directors.
SB B CB KB TB
ensuring the organizational structure, infrastructure, and resources are adequate to support the internal audit function.
SB B CB KB TB
The Board of Commissioners is tasked and responsible among others:
approving the internal audit charter.
Yes No
conducting active supervision over the effectiveness of the implementation of the internal audit function including the internal audit charter.
SB B CB KB TB
ensuring that the Board of Directors follows up on identifications of matters related to internal audit that require the attention of the Board of Directors.
SB B CB KB TB
evaluating and providing improvement recommendations regarding the implementation of the function and internal audit charter.
SB B CB KB TB
C. Governance Output a b c d e
No recurring findings from internal audit inspections occur.
Yes No
No deviations in the realization of the Securities Company's internal audit plan occur.
Yes No
Follow-up on matters related to internal audit that require the attention of the Board of Directors has been implemented.
SB B CB KB TB
There is an evaluation by the Board of Directors and Board of Commissioners regarding the implementation of the internal audit function.
Yes No
Reports on the implementation of the internal audit function are submitted to the Board of Directors and copied to the Board of Commissioners, namely:
SB B CB KB TB a. incidental reports; and b. periodic reports at least 1 (one) time per year.
Assessment Result a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0
VIII. External Auditor
A. Governance Structure a b c d e
There is an external auditor registered with the Financial Services Authority to conduct audits of the Securities Company's financial statements.
Yes No
The assignment of audits to Public Accountants (PA) and Public Accounting Firms (KAP) must at least meet the aspects:
Yes No a. capacity of the appointed PA and KAP; b. legality of the work agreement;
c. audit scope; and
d. Public Accountant Professional Standards.
B. Governance Process a b c d e
The appointment of external auditors must first obtain approval from the General Meeting of Shareholders (GMS).
Yes No
The appointed external auditor is able to work independently, meets Public Accountant Professional Standards and work agreements and audit scope set.
SB B CB KB TB
The Board of Directors follows up on findings and recommendations from external auditors.
SB B CB KB TB
The Board of Commissioners ensures that the Board of Directors follows up on findings and recommendations from external auditors.
SB B CB KB TB
The Securities Company submits financial statements audited by the appointed external auditor to the Financial Services Authority.
Yes No
C. Governance Output a b c d e
External auditors act objectively so that audit results and management letters have described the condition of the Securities Company.
SB B CB KB TB
The scope of audit results is at least in accordance with the audit scope as regulated in applicable regulations.
SB B CB KB TB
Assessment Result a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0
IX. Information Disclosure
A. Governance Structure a b c d e
The Securities Company has policies and procedures regarding reporting methods related to financial and non-financial conditions.
Yes No
The Securities Company has a reliable information system supported by competent human resources to prepare financial and non-financial reports.
SB B CB KB TB
The Securities Company has a website containing information at least including:
a. general information;
Yes No b. information for customers; and
c. Governance information.
B. Governance Process a b c d e
The Securities Company submits financial and non-financial reports to the Financial Services Authority and/or other Stakeholders in accordance with regulations.
SB B CB KB TB
The Securities Company submits product information to customers in accordance with Financial Services Authority regulations regarding consumer protection in the financial services sector, including:
SB B CB KB TB a. written information regarding the Securities Company's products that meet the minimum requirements as determined; b. Securities Company employees (Customer Service and Marketing) have explained product information to customers;
c. product information submitted is in accordance with the actual condition;
d. the Securities Company submits to customers if there are changes to product information; e. product information can be read clearly and understood; and f. the Securities Company has product information services that can be easily obtained by the public.
The Securities Company submits information on customer complaint procedures and dispute resolution to customers in accordance with Financial Services Authority regulations on Customer Complaints and Mediation in the capital market.
Yes No
The Securities Company periodically updates and validates information on the website.
Yes No
C. Governance Output a b c d e
Financial and non-financial reports have been submitted completely and on time to the Financial Services Authority and/or other Stakeholders, including:
SB B CB KB TB a. Periodic Financial Reports; b. Activity Reports;
c. Accountant's Reports on Adjusted Net Working Capital Annually; and
d. Reports on the implementation of Corporate Governance.
Products issued, customer complaint procedures, and dispute resolution have been submitted to the Securities Company's customers.
SB B CB KB TB
Information contained in the Securities Company's website is accurate and up-to-date.
SB B CB KB TB
Assessment Result a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0
X. Business Plan
A. Governance Structure a b c d e
The Securities Company has a realistic, measurable, and sustainable Business Plan.
Yes No
The Business Plan must at least include:
Yes No a. the determination of the Securities Company's objectives to be achieved within a period of 1 (one) year; b. strategies to achieve the Securities Company's objectives; and
c. 1 (one) year forward financial projections.
The Securities Company's Business Plan is fully supported by Shareholders, among others seen from the commitment and efforts of Shareholders to strengthen the capital of the Securities Company.
SB B CB KB TB
B. Governance Process a b c d e
The Securities Company formulates the Business Plan by considering:
SB B CB KB TB a. the Securities Company's strategic plan; b. internal and external factors that can affect the continuity of the Securities Company's business;
c. the principle of prudence; and
d. the implementation of risk management.
The Business Plan is formulated by the Board of Directors and approved by the Board of Commissioners or GMS as determined in the Articles of Association.
Yes No
The Board of Directors ensures the implementation of the Securities Company's Business Plan.
SB B CB KB TB
The Board of Commissioners conducts supervision over the implementation of the Business Plan.
SB B CB KB TB
C. Governance Output a b c d e
The Business Plan and its realization have been socialized by the Board of Directors to all employees/staff.
Yes No
There are no significant deviations between the Business Plan and realization.
SB B CB KB TB
The realization of the Business Plan impacts the growth of the Securities Company's performance.
SB B CB KB TB
Assessment Result a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0
XI. Securities Company Business Ethics
A. Governance Structure a b c d e
The Securities Company has policies, systems, and procedures for the customer due diligence principle in accordance with Financial Services Authority Regulations regarding the Implementation of Anti-Money Laundering and Counter-Terrorism Financing Programs in the Financial Services Sector.
Yes No
The Securities Company has a special work unit or official as the person responsible for the implementation of the anti-money laundering and counter-terrorism financing program, which includes the implementation of the customer due diligence principle.
Yes No
The special work unit or official as the person responsible for the implementation of the anti-money laundering and counter-terrorism financing program has adequate capability and authority to access all customer data and other related information.
SB B CB KB TB
The Securities Company has a code of ethics formulated by the Board of Directors and Board of Commissioners, applicable to all members of the Board of Directors, members of the Board of Commissioners, and employees/staff, as well as supporting organs owned by the Securities Company, which at least contains:
Yes No a. company values; b. principles of performing the duties of the Board of Directors, Board of Commissioners, employees/staff, and/or supporting organs owned by the Securities Company must be done in good faith, with full responsibility, and prudence;
c. handling of code of ethics violations;
d. accountability for the imposition of sanctions for code of ethics violations; and e. the Securities Company's policy regarding conflict of interest.
B. Governance Process a b c d e
The Board of Directors ensures that the customer due diligence principle applied through the anti-money laundering and counter-terrorism financing program is implemented in accordance with the policies and procedures for the implementation of the anti-money laundering and counter-terrorism financing program.
SB B CB KB TB
The Board of Directors ensures that employees who supervise the implementation of the customer due diligence principle applied through the anti-money laundering and counter-terrorism financing program have received periodic training.
SB B CB KB TB
The special unit or official as the person responsible for the implementation of the anti-money laundering and counter-terrorism financing program conducts identification, verification, monitoring, and comprehensive evaluation of customers.
SB B CB KB TB
The code of ethics is socialized to all employees/staff of the Securities Company.
Yes No
In the event of suspected code of ethics violations, the Board of Directors, Board of Commissioners, employees/staff, and/or supporting organs owned by the Securities Company report through the violation reporting system.
Yes No
C. Governance Output a b c d e
All Securities Company employees have implemented the anti-money laundering and counter-terrorism financing program including the customer due diligence principle and comply with the code of ethics.
SB B CB KB TB
All code of ethics violations have been handled well.
Yes No
The results of monitoring and evaluation of the implementation of the anti-money laundering and counter-terrorism financing program including the customer due diligence principle are well documented.
SB B CB KB TB
Assessment Result a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0
XII. Violation Reporting System and Customer Complaint System
A. Governance Structure a b c d e
The Securities Company has a violation reporting system policy.
Yes No
The violation reporting system policy must at least include:
Yes No a. the systematic process of violation reporting; b. types of violations that can be reported;
c. methods of submitting violation reports;
d. protection and confidentiality guarantees for reporters; e. handling of violation reports. f. the party managing the handling of violation reports; g. the results of handling and follow-up of violation reports; and h. periodic evaluation by the Board of Directors and Board of Commissioners regarding the violation reporting system policy.
The Securities Company has a customer complaint handling policy.
Yes No
The customer complaint handling policy must at least include:
Yes No a. the systematic process of customer complaints; b. the time limit for handling complaints;
c. complaint handling;
d. the work unit or party managing complaint handling; e. the results of handling and follow-up of complaints; and f. periodic evaluation by the Board of Directors and Board of Commissioners regarding the customer complaint handling policy.
The Securities Company has a work unit or person responsible for the implementation of the violation reporting system and customer complaint handling.
Yes No
Governance Process a b c d e
The work unit or person responsible for the implementation of the violation reporting system and customer complaint handling acts independently.
SB B CB KB TB
Suspected violations committed by the Board of Directors, Board of Commissioners, and/or employees/staff of the Securities Company are handled objectively and promptly in accordance with the established policy.
SB B CB KB TB
Customer complaints are handled objectively and promptly in accordance with the established policy.
SB B CB KB TB
C. Governance Output a b c d e
The Securities Company documents and maintains records on:
a. violations committed by the Board of Directors, Board of Commissioners, and/or employees/staff of the Securities Company.
SB B CB KB TB b. customer complaints.
c. steps taken and to be taken.
d. the resolution status of violations committed by the Board of Directors, Board of Commissioners, and/or employees/staff of the Securities Company. e. the resolution status of customer complaints.
Mediation in the context of resolving customer complaints is carried out well.
SB B CB KB TB
Assessment Result a x 1 b x 0.75 c x 0.5 d x 0.25 e x 0 This copy is in accordance with the original Deputy Director of Legal Directorate 1 as Acting Director of Legal Directorate 1 Legal Department signed Wiwit Puspasari Determined in Jakarta on December 6, 2017

CHIEF EXECUTIVE
CAPITAL MARKET SUPERVISOR, signed
HOESEN

APPENDIX II
CIRCULAR LETTER OF THE FINANCIAL SERVICES AUTHORITY NUMBER 55 /SEOJK.04/2017 ON THE IMPLEMENTATION REPORT OF CORPORATE GOVERNANCE FOR SECURITIES COMPANIES ACTING AS UNDERWRITERS AND SECURITIES TRADING INTERMEDIARIES

This copy is consistent with the original
Deputy Director of Legal Directorate 1 as Acting Director of Legal Directorate 1 Legal Department signed Wiwit Puspasari

ACTION PLAN
No.
Corrective Action
Completion Target
Completion Obstacles
Remarks
1.
2.
3.
Etc.
President Director
Securities Company
...................................................
(clear name and signature)
Chief Commissioner
Securities Company
....................................................
(clear name and signature)
Determined in Jakarta on December 6, 2017

CHIEF EXECUTIVE
CAPITAL MARKET SUPERVISOR, signed
HOESEN
Approving,
......, ..............................20........

Circular Letter of the Financial Services Authority Number 55/SEOJK.04/2017 Regarding the Report on the Implementation of Corporate Governance of Securities Companies Acting as Underwriters of Securities Offerings and Securities Trading Intermediaries

Lineage: In force