2023-02-21 | POJK 2 Tahun 2023Added
The Financial Services Authority amends the Investment Manager Governance Regulation to strengthen the role, duties, and oversight of the Sharia Supervisory Board. The changes mandate specific Sharia compliance work papers, regular board meetings, remuneration structures, and detailed reporting requirements for conflict of interest and customer complaints. Compliance with these new provisions is required within two years, with administrative sanctions for violations enforced after three years.
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EXTRACT
FINANCIAL SERVICES AUTHORITY REGULATION
OF THE REPUBLIC OF INDONESIA
NUMBER 2 OF 2023
CONCERNING
AMENDMENTS TO THE FINANCIAL SERVICES AUTHORITY REGULATION NUMBER 10/POJK.04/2018 CONCERNING THE IMPLEMENTATION OF INVESTMENT MANAGER GOVERNANCE
BY THE GRACE OF GOD THE ALMIGHTY,
THE COMMISSIONERS COUNCIL OF THE FINANCIAL SERVICES AUTHORITY,
Considering:
a. that in order to increase public trust in the capital market, it is necessary to improve the quality of Investment Manager governance, including strengthening Sharia compliance supervision by the Sharia Supervisory Board; b. that the duties, responsibilities, and authority of the Sharia Supervisory Board have not been regulated in detail in the Financial Services Authority Regulation Number 10/POJK.04/2018 concerning the Implementation of Investment Manager Governance;
c. that based on the considerations as referred to in letters a and b, it is necessary to establish a Financial Services Authority Regulation concerning Amendments to the Financial Services Authority Regulation Number 10/POJK.04/2018 concerning the Implementation of Investment Manager Governance;
Recalling:
DECIDING:
To establish:
FINANCIAL SERVICES AUTHORITY REGULATION CONCERNING AMENDMENTS TO THE FINANCIAL SERVICES AUTHORITY REGULATION NUMBER 10/POJK.04/2018 CONCERNING THE IMPLEMENTATION OF INVESTMENT MANAGER GOVERNANCE.
Article I
Several provisions in the Financial Services Authority Regulation Number 10/POJK.04/2018 concerning the Implementation of Investment Manager Governance (State Gazette of the Republic of Indonesia Year 2018 Number 119, Supplement to the State Gazette of the Republic of Indonesia Number 6231) are amended as follows:
The provision of paragraph (3) of Article 35 is amended, so that Article 35 reads as follows:
Article 35
(1) Sharia Investment Managers or Investment Managers that have Sharia investment management units are required to have a Sharia Supervisory Board as regulated in the Financial Services Authority regulations concerning the implementation of Sharia principles in the Capital Market. (2) The Sharia Supervisory Board as referred to in paragraph (1) consists of 1 (one) or more persons who have a Capital Market Sharia Expert license as regulated in the Financial Services Authority regulations concerning Capital Market Sharia Experts. (3) The Sharia Supervisory Board as referred to in paragraph (1) is required to meet the criteria for the Sharia Supervisory Board and provisions regarding concurrent positions as regulated in the Financial Services Authority regulations concerning Capital Market Sharia Experts.
The provisions of paragraph (1) and paragraph (2) of Article 36 are amended, and 3 (three) paragraphs are added, namely paragraph (3), paragraph (4), and paragraph (5), so that Article 36 reads as follows:
Article 36
(1) The Sharia Supervisory Board is required to carry out duties and responsibilities including:
a. providing advice and suggestions to the Board of Directors and Board of Commissioners regarding matters related to Sharia principles in the Capital Market; b. supervising the fulfillment of the implementation of Sharia principles in the Capital Market related to Sharia investment management;
c. conducting periodic reviews of the implementation of Sharia principles in the Capital Market related to Sharia investment management;
d. issuing written warnings and requesting the Board of Directors to take corrective measures, at the latest 2 (two) working days after the discovery of deviations related to the implementation of Sharia principles in the Capital Market, with copies to the Financial Services Authority and the Board of Commissioners; e. maintaining the confidentiality of documents, data, and information; f. accompanying or representing the Sharia Investment Manager or Investment Manager that has a Sharia investment management unit in discussions with the National Sharia Council – Indonesian Ulema Council; g. issuing Sharia compliance statements regarding Sharia principles in the Capital Market for Sharia investment management products; and h. submitting annual supervision reports as regulated in the Financial Services Authority regulations concerning Capital Market Sharia Experts.
(2) The authority of the Sharia Supervisory Board includes:
a. requesting documents, data, and information from parties conducting Sharia activities in the Capital Market in the context of supervising the fulfillment of the implementation of Sharia principles in the Capital Market; b. requesting assistance from committee members and/or support units whose organizational structure is under the Board of Commissioners; and/or
c. requesting assistance from committee members and/or support units and employees whose organizational structure is under the Board of Directors.
(3) In carrying out the duties of issuing Sharia compliance statements for Sharia investment management products and supervising the fulfillment of Sharia principles in the Capital Market related to Sharia investment management as referred to in paragraph (1), the Sharia Supervisory Board is required to use work papers and document them.
(4) The work papers as referred to in paragraph (3) consist of:
a. work papers for issuing Sharia compliance statements for Sharia investment management products containing at least the results of reviews on:
(5) The Board of Directors of Sharia Investment Managers and the Board of Directors of Investment Managers that have Sharia investment management units are required to document the work papers used by the Sharia Supervisory Board as referred to in paragraph (3).
Between Article 36 and Article 37, 1 (one) article is inserted, namely Article 36A, so that it reads as follows:
Article 36A
(1) The Board of Directors of Sharia Investment Managers and the Board of Directors of Investment Managers that have Sharia investment management units are required to hold periodic meetings with the Sharia Supervisory Board at least 1 (one) time in 3 (three) months. (2) The implementation of meetings as referred to in paragraph (1) can be recognized as fulfilling the Board of Directors' meeting obligations as referred to in Article 18 paragraph (1) provided that the requirements as referred to in Article 18 paragraph (2) are met. (3) Meetings of the Board of Directors of Investment Managers that have Sharia investment management units with the Sharia Supervisory Board as referred to in paragraph (1) must also be attended by the head of the Sharia investment management unit. (4) The results of meetings as referred to in paragraph (1) are required to:
a. be recorded in meeting minutes; b. be signed by the meeting chair;
c. be delivered to all meeting participants; and
d. be documented properly.
Between Article 37 and Article 38, 1 (one) article is inserted, namely Article 37A, so that it reads as follows:
Article 37A
(1) Sharia Investment Managers and Investment Managers that have Sharia investment management units are required to provide remuneration for members of the Sharia Supervisory Board and include it in the employment contract. (2) Remuneration for members of the Sharia Supervisory Board as referred to in paragraph (1) must take into account:
a. income elements that are fixed and/or variable; b. the level of remuneration applicable in the industry and the scale of the Investment Manager's business; and/or
c. the duties of members of the Sharia Supervisory Board linked to the risk, size, and complexity of the Investment Manager's business.
The provision of Article 38 letter b is amended and 1 (one) letter is added, namely letter c, so that Article 38 reads as follows:
Article 38
Investment Managers are required to:
a. conduct their business activities based on good business ethics in accordance with the code of conduct as regulated in the Financial Services Authority regulations concerning the code of conduct for Investment Managers; b. implement Customer Due Diligence and enhanced due diligence as regulated in the Financial Services Authority regulations concerning anti-money laundering and counter-terrorism financing in the financial services sector; and
c. implement consumer and public protection principles as regulated in the Financial Services Authority regulations concerning consumer and public protection in the financial services sector.
The provision of paragraph (2) of Article 41 is amended, so that Article 41 reads as follows:
Article 41
(1) Investment Managers are required to have a conflict of interest handling policy.
(2) The conflict of interest handling policy as referred to in paragraph (1) contains at least:
a. definition of conflict of interest; b. identification of matters constituting a conflict of interest;
c. procedures or mechanisms for handling conflicts of interest;
d. decision-making in the event of a conflict of interest; e. reporting and/or written disclosure if having or potentially having a conflict of interest; f. professionalism of the Board of Directors, Board of Commissioners, Sharia Supervisory Board, employees, and/or committees/functions owned by the Investment Manager in the event there is a conflict of interest with the Investment Manager; and/or g. administration and documentation of conflicts of interest. (3) The conflict of interest handling policy as referred to in paragraph (1) is required to meet provisions related to conflicts of interest in the Financial Services Authority regulations concerning the code of conduct for Investment Managers.
The provisions of paragraph (2) and paragraph (3) of Article 55 are amended, so that Article 55 reads as follows:
Article 55
(1) Investment Managers are required to have a Customer Complaint Handling Policy.
(2) The Customer Complaint Handling Policy as referred to in paragraph (1) contains at least:
a. complaint process systematics; b. complaint handling timeframes;
c. complaint handling;
d. work units or parties managing complaint handling; e. complaint handling results and follow-up; and f. periodic evaluation by the Board of Directors and Board of Commissioners of the Customer Complaint Handling Policy. (3) The Customer Complaint Handling Policy as referred to in paragraph (1) is required to take into account provisions of Financial Services Authority regulations concerning consumer and public protection in the financial services sector.
The provisions of paragraph (2), paragraph (4), and paragraph (5) of Article 57 are amended, so that Article 57 reads as follows:
Article 57
(1) Investment Managers are required to compile an annual Governance Implementation Report for the end of December position.
(2) The Governance Implementation Report as referred to in paragraph (1) contains at least:
a. transparency aspects, covering at least:
disclosure of the form of Governance Implementation as referred to in Article 2 paragraph (3) letters a to i and letters k to n;
share ownership of Board of Directors and Board of Commissioners members as well as financial and/or family relationships of Board of Directors members with Board of Commissioners members, other Board of Directors members, Sharia Supervisory Board members, and/or Investment Manager shareholders;
total remuneration and other facilities received by the Board of Directors, Board of Commissioners, and Sharia Supervisory Board;
internal deviations that occurred and resolution efforts by the Investment Manager;
types, quantities, and resolution efforts for legal issues, both civil and criminal, that have been submitted through legal processes, in the event there are types, quantities, and resolution efforts for legal issues; and
handling of transactions containing conflicts of interest;
b. self-assessment results of Governance Implementation; and/or
c. action plans for Investment Managers whose self-assessment results of Governance Implementation receive a composite rating of 4 (four) or 5 (five).
(3) The Governance Implementation Report as referred to in paragraph (1) is presented comparatively with the previous year.
(4) Investment Managers are required to submit the Governance Implementation Report as referred to in paragraph (1) to the Financial Services Authority 1 (one) time in 1 (one) year. (5) The Governance Implementation Report as referred to in paragraph (1) is required to be submitted by Investment Managers to the Financial Services Authority at the latest on the 15th day of the second month of the following year. (6) In the event that the 15th day as referred to in paragraph (5) falls on a holiday, the Governance Implementation Report is submitted at the latest on the next working day. (7) In the event that an Investment Manager submits the Governance Implementation Report past the deadline as referred to in paragraph (6), the calculation of the number of days of delay in submitting the report is counted from the first day after the final submission deadline as referred to in paragraph (6). (8) The submission of the Governance Implementation Report for the first time is not presented comparatively with the previous year.
The Explanation of Article 64 is amended as stated in the explanation.
The provisions of paragraph (1), paragraph (2), and paragraph (3) of Article 67 are amended, so that Article 67 reads as follows:
Article 67
(1) General information as referred to in Article 66 letter a contains at least:
a. name, address, and contact of the headquarters, address and contact of other locations besides the headquarters, mutual fund securities selling agents, and/or other parties that establish distribution cooperation with Investment Managers that can be contacted; b. brief history of the Investment Manager;
c. organizational structure of the Investment Manager;
d. profiles of the Board of Directors, Board of Commissioners, and Sharia Supervisory Board; e. information regarding Board of Directors members and employees who have licenses as Investment Manager representatives; f. Investment Manager business license number; and g. committees and/or support units, in the event the Investment Manager has committees and/or support units. (2) Information for Customers as referred to in Article 66 letter b contains at least:
a. Investment Manager products; and b. Customer complaint services and violation reporting.
(3) Governance Information as referred to in Article 66 letter c contains at least:
a. basic principles of work guidelines for the Board of Directors and Board of Commissioners; b. basic principles of the code of ethics; and
c. brief description regarding risk management, compliance, and internal audit.
The provision of Article 69 is amended so that it reads as follows:
Article 69
(1) Any party that violates the provisions as referred to in Article 2 paragraph (2), Article 3 paragraph (1), Article 4, Article 5 paragraph (1), paragraph (2), paragraph (3), Article 6 paragraph (1), Article 7, Article 8, Article 9 paragraph (3), Article 11 paragraph (1), paragraph (4), Article 12 paragraph (3), Article 13, Article 14, Article 16 paragraph (2), Article 17, Article 18 paragraph (1), paragraph (3), paragraph (5), Article 19, Article 21, Article 23 paragraph (1), paragraph (4), Article 24, Article 25 paragraph (5), Article 27 paragraph (1), Article 28 paragraph (3), Article 29, Article 30, Article 31 paragraph (1), paragraph (3), paragraph (5), Article 33, Article 35 paragraph (1), paragraph (3), Article 36 paragraph (1), paragraph (3), paragraph (5), Article 36A paragraph (1), paragraph (3), paragraph (4), Article 37, Article 37A paragraph (1), Article 38, Article 39 paragraph (1), paragraph (4), Article 40 paragraph (1), Article 41 paragraph (1), paragraph (3), Article 42, Article 43 paragraph (1), Article 44, Article 45, Article 46, Article 47 paragraph (1), paragraph (3), Article 49 paragraph (1), paragraph (2), paragraph (4), paragraph (6), Article 54 paragraph (1), Article 55 paragraph (1), paragraph (3), Article 56 paragraph (1), Article 57 paragraph (1), paragraph (4), paragraph (5), Article 58 paragraph (2), Article 59 paragraph (1), paragraph (2), Article 60, Article 61 paragraph (1), Article 62 paragraph (1), Article 64, Article 65 paragraph (1), and Article 66 are subject to administrative sanctions. (2) Sanctions as referred to in paragraph (1) are also imposed on parties who cause the violation as referred to in paragraph (1). (3) Sanctions as referred to in paragraph (1) and paragraph (2) are imposed by the Financial Services Authority. (4) Administrative sanctions as referred to in paragraph (1) consist of:
a. written warning; b. fines, namely the obligation to pay a certain amount of money;
c. restriction of business activities;
d. suspension of business activities; e. revocation of business license; f. cancellation of approval; and/or g. cancellation of registration.
(5) Administrative sanctions as referred to in paragraph (4) letters b, c, d, e, f, or g can be imposed with or without prior imposition of administrative sanctions in the form of written warnings as referred to in paragraph (4) letter a. (6) Administrative sanctions in the form of fines as referred to in paragraph (4) letter b can be imposed separately or together with the imposition of administrative sanctions as referred to in paragraph (4) letters c, d, e, f, or g. (7) The procedure for imposing sanctions as referred to in paragraph (3) is carried out in accordance with the provisions of legislation.
The provision of Article 70 is amended, so that it reads as follows:
Article 70
In addition to administrative sanctions as referred to in Article 69 paragraph (4), the Financial Services Authority can take specific actions against any party that violates the provisions of this Financial Services Authority Regulation.
The provision of Article 71 is amended, so that it reads as follows:
Article 71
The Financial Services Authority can announce the imposition of administrative sanctions as referred to in Article 69 paragraph (4) and specific actions as referred to in Article 70 to the public.
Article II
Sharia Investment Managers, Investment Managers that have Sharia investment management units, and the Sharia Supervisory Board are required to adjust provisions related to:
a. the obligation of the Sharia Supervisory Board to use and document work papers as referred to in Article 36 paragraph (3); b. the scope of the Sharia Supervisory Board's work papers as referred to in Article 36 paragraph (4);
c. the obligation of the Board of Directors of Sharia Investment Managers and the Board of Directors of Investment Managers that have Sharia investment management units to document the work papers used by the Sharia Supervisory Board as referred to in Article 36 paragraph (5);
d. meetings with the Sharia Supervisory Board as referred to in Article 36A; e. remuneration of the Sharia Supervisory Board as referred to in Article 37A; f. the obligation of Investment Managers to compile conflict of interest handling policies that include the professionalism of the Sharia Supervisory Board as referred to in Article 41 paragraph (2) letter f; g. the obligation of transparency of total remuneration and other facilities received by the Sharia Supervisory Board in the Governance Implementation Report as referred to in Article 57 paragraph (2); and h. obligations containing general information related to the profile of the Sharia Supervisory Board on the Website as referred to in Article 67 paragraph (1), within 2 (two) years since this Financial Services Authority Regulation comes into force.
The imposition of sanctions for violations of provisions:
a. the obligation of the Sharia Supervisory Board to use and document work papers as referred to in Article 36 paragraph (3); b. the obligation of the Board of Directors of Sharia Investment Managers and the Board of Directors of Investment Managers that have Sharia investment management units to document the work papers used by the Sharia Supervisory Board as referred to in Article 36 paragraph (4);
c. the obligation of meetings with the Sharia Supervisory Board as referred to in Article 36A paragraph (1), paragraph (3), and paragraph (4);
d. the obligation of Sharia Investment Managers and Investment Managers that have Sharia investment management units regarding remuneration of members of the Sharia Supervisory Board as referred to in Article 37A paragraph (1); e. the obligation of Investment Managers to compile conflict of interest handling policies that include the professionalism of the Sharia Supervisory Board as referred to in Article 41 paragraph (2) letter f; f. the obligation of transparency of total remuneration and other facilities received by the Sharia Supervisory Board in the Governance Implementation Report as referred to in Article 57 paragraph (2); and g. the obligation to include general information related to the profile of the Sharia Supervisory Board on the Website as referred to in Article 67 paragraph (1), will be applied starting 3 (three) years since this Financial Services Authority Regulation comes into force.
This Financial Services Authority Regulation comes into force on the date of its enactment.
This extract is in accordance with the original.
Director of Law 1
Legal Department signed
Mufli Asmawidjaja
In order that everyone may know it, it is ordered to promulgate this Financial Services Authority Regulation by placing it in the State Gazette of the Republic of Indonesia.
Established in Jakarta on 17 February 2023
CHAIRMAN OF THE COMMISSIONERS COUNCIL
FINANCIAL SERVICES AUTHORITY
REPUBLIC OF INDONESIA, signed
MAHENDRA SIREGAR
Promulgated in Jakarta on 21 February 2023
MINISTER OF LAW AND HUMAN RIGHTS
REPUBLIC OF INDONESIA, signed
YASONNA H. LAOLY
STATE GAZETTE OF THE REPUBLIC OF INDONESIA YEAR 2023 NUMBER 4/OJK
EXPLANATION
OF
FINANCIAL SERVICES AUTHORITY REGULATION
OF THE REPUBLIC OF INDONESIA
NUMBER 2 OF 2023
CONCERNING
AMENDMENTS TO THE FINANCIAL SERVICES AUTHORITY REGULATION NUMBER 10/POJK.04/2018 CONCERNING THE IMPLEMENTATION OF INVESTMENT MANAGER GOVERNANCE
I. GENERAL
The dynamics of the capital market industry in the last five years have been marked by the development of infrastructure in the form of financial technology, global flows supporting the development of sustainable finance, and the development of innovations in Sharia capital market products. These dynamics need to be balanced with the performance of human resources active in the capital market, including parties responsible for supervising the implementation of Sharia compliance conducted by the Sharia Supervisory Board to increase public trust in the Sharia capital market.
Sharia supervision within the scope of duties and responsibilities of the Sharia Supervisory Board, particularly over Sharia investment management products managed by Investment Managers, needs greater attention. This increase in Sharia supervision can be achieved through the optimization of the duties, responsibilities, and authority of the Sharia Supervisory Board in Investment Managers. Meanwhile, to date, there have been no clear regulations regarding the implementation of duties and responsibilities of the Sharia Supervisory Board in Investment Manager governance.
Based on the background above, it is necessary to adjust provisions regarding the Implementation of Investment Manager Governance.
II. ARTICLE BY ARTICLE
Article I
Number 1
Article 35
Sufficiently clear.
Number 2
Article 36
Paragraph (1)
Sufficiently clear.
Paragraph (2)
Clearly stated.
Paragraph (3)
Clearly stated.
Paragraph (4)
Letter a
Clearly stated.
Letter b
Number 1
Custodian bank reports consist of daily data on stocks, sukuk, deposits, or other Sharia money market instruments that form the portfolio in Sharia investment management products. Number 2 Clearly stated. Number 3 Clearly stated. Number 4 Clearly stated. Number 5 The term "employees related to marketing" refers to employees related to marketing at:
Number 5
Article 38
Clearly stated.
Number 6
Article 41
Paragraph (1)
Conflict of interest refers to a difference in economic interests between:
a. the Investment Manager and the personal economic interests of controlling shareholders, members of the Board of Commissioners, members of the Board of Directors, members of the Sharia Supervisory Board, employees, Clients, and/or related parties with the Investment Manager; and/or b. Clients and the personal economic interests of controlling shareholders, members of the Board of Commissioners, members of the Board of Directors, members of the Sharia Supervisory Board, employees, and/or related parties with the Investment Manager, which can harm Clients and/or the Investment Manager. Paragraph (2) Letter a Clearly stated. Letter b Identification of matters constituting conflicts of interest as referred to includes, among others, the types of transactions constituting conflicts of interest between the Investment Manager and the personal interests of controlling shareholders, members of the Board of Directors, members of the Board of Commissioners, members of the Sharia Supervisory Board, employees, Clients, and/or related parties with the Investment Manager. Letter c Clearly stated. Letter d Clearly stated. Letter e Clearly stated. Letter f Clearly stated. Letter g Administration and documentation of conflicts of interest are adjusted to the regulations of the Financial Services Authority regarding the code of conduct for Investment Managers, including creating, documenting, and maintaining documents and/or records of interests or ownership of Securities that have been disclosed by the Investment Manager and members of the Board of Directors, members of the Board of Commissioners, members of the Sharia Supervisory Board, employees, and/or investment committees and investment management teams owned by the Investment Manager.
Administration and documentation of conflicts of interest as referred to are also regulated in the regulations of the Financial Services Authority regarding the code of conduct for Investment Managers. Paragraph (3) Clearly stated. Number 7
Article 55
Paragraph (1)
Policies for handling Client complaints are formulated with reference to consumer complaint handling provisions as referred to in the regulations of the Financial Services Authority regarding consumer and community protection in the financial services sector. Paragraph (2) Clearly stated. Paragraph (3) Clearly stated. Number 8
Article 57
Paragraph (1)
Clearly stated.
Paragraph (2)
Letter a
Clearly stated.
Letter b
In practice, the results of the aforementioned self-evaluation are also known as self-assessment.
Letter c
The term "composite rating" refers to the final result of the self-evaluation.
Paragraph (3)
Clearly stated.
Paragraph (4)
Clearly stated.
Paragraph (5)
Clearly stated.
Paragraph (6)
Clearly stated.
Paragraph (7)
Clearly stated.
Paragraph (8)
Clearly stated.
Number 9
Article 64
The term "other reporting provisions" includes, among others, reporting related to:
a. changes in members of the Board of Directors and/or members of the Board of Commissioners as referred to in the provisions of legislation in the Capital Market sector regulating regarding licensing of Securities Companies conducting business activities as Investment Managers; b. opening of activities conducted at locations other than the headquarters as referred to in the regulations of the Financial Services Authority regarding Securities Company activities at various locations;
c. submission of periodic reports by Investment Managers as referred to in the provisions of legislation in the Capital Market sector regulating regarding the obligation to submit periodic reports by Securities Companies; and
d. Client complaints and follow-up on service and resolution of Client complaints as regulated in the regulations of the Financial Services Authority regarding consumer and community protection in the financial services sector. Number 10
Article 67
Paragraph (1)
Letter a
Clearly stated.
Letter b
The term "brief history of the Investment Manager" includes, among others, the history of establishment, vision and mission, and business activities, according to the latest articles of association. Letter c The organizational structure is presented in a chart format at least one (1) level below the Board of Directors and Board of Commissioners, including committees, accompanied by names and positions. Letter d Clearly stated. Letter e Clearly stated. Letter f Clearly stated. Letter g Clearly stated. Paragraph (2) Letter a Information on the Investment Manager's products is supplemented with the prospectus and fund fact sheet of the respective products. Letter b Clearly stated. Paragraph (3) Clearly stated. Number 11
Article 69
Clearly stated.
Number 12
Article 70
Clearly stated.
Number 13
Article 71
Clearly stated.
Article II
Clearly stated.
ADDITION TO THE STATE GAZETTE OF THE REPUBLIC OF INDONESIA NUMBER 29/OJK ---
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This document amends: Implementation of Good Investment Manager Governance
Source: Otoritas Jasa Keuangan (Financial Services Authority) — original document · Summary generated with machine assistance and reviewed before publication; the authoritative text is the regulator's original document. How RegAlert works
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