2024-12-31
Added · Updated
Financial Services Authority Regulation No. 48 of 2024 mandates Good Corporate Governance standards for financing institutions, venture capital companies, microfinance institutions, and other financial service institutions. The regulation establishes specific operational requirements, including minimum board sizes based on asset thresholds, nationality and residency rules for directors, and mandatory fit and proper assessments for controlling shareholders. It defines the roles of shareholders, the board of commissioners, and the Sharia supervisory board, while prescribing administrative sanctions, including fines up to IDR 50,000,000, for non-compliance with these governance obligations.
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COPY
FINANCIAL SERVICES AUTHORITY REGULATION
OF THE REPUBLIC OF INDONESIA
NUMBER 48 OF 2024
ON
GOOD CORPORATE GOVERNANCE FOR FINANCING INSTITUTIONS, VENTURE CAPITAL COMPANIES, MICROFINANCE INSTITUTIONS, AND OTHER FINANCIAL SERVICE INSTITUTIONS BY THE GRACE OF THE ALMIGHTY GOD THE BOARD OF COMMISSIONERS OF THE FINANCIAL SERVICES AUTHORITY, Considering: that to implement the provisions of Article 121 paragraph (2),
Article 269, and Article 270 paragraph (3) of Law Number 4
of 2023 concerning the Development and Strengthening of the Financial Sector, as well as to support the development of the industry and the need for legal regulation of good corporate governance for the sector of financing institutions, venture capital companies, microfinance institutions, and other financial service institutions as regulated in Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Institutions, as amended by Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendment to Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Institutions and Financial Services Authority Regulation Number 36/POJK.05/2015 concerning Good Corporate Governance for Venture Capital Companies, it is necessary to establish a Financial Services Authority Regulation concerning Good Corporate Governance for Financing Institutions, Venture Capital Companies, Microfinance Institutions, and Other Financial Service Institutions; Recalling: 1. Law Number 21 of 2011 concerning the Financial Services Authority (State Gazette of the Republic of Indonesia Year 2011 Number 111, Supplement to the State Gazette of the Republic of Indonesia Number 5253) as amended by Law Number 4 of 2023 concerning the Development and Strengthening of the Financial Sector (State Gazette of the Republic of Indonesia Year 2023 Number 4, Supplement to the State Gazette of the Republic of Indonesia Number 6845);
CHAPTER I
GENERAL PROVISIONS
Article 1
In this Financial Services Authority Regulation, the following terms are defined as:
Financing Institutions, Venture Capital Companies, Microfinance Institutions, and Other Financial Service Institutions, hereinafter referred to as PVML, are financial service institutions comprising financing companies, infrastructure financing companies, venture capital companies, microfinance institutions, pawnshop companies, and providers of joint financing services based on information technology.
Financing Company is a legal entity that conducts financing activities for goods and/or services to the public, including those conducting business activities based on Sharia principles.
Infrastructure Financing Company is a legal entity specifically established to conduct financing activities in the form of providing funds for infrastructure projects and/or carrying out other activities or facilities to support infrastructure financing, including those conducting business activities based on Sharia principles.
Venture Capital Company is a legal entity that conducts venture capital business activities, including those conducting business activities based on Sharia principles.
Microfinance Institution is a financial institution specifically established to provide business development services and community empowerment, either through loans or financing for micro-scale businesses to members and the public, managing deposits, or providing business development consulting services, not solely for profit, including those conducting business activities based on Sharia principles.
Pawnshop Company is a legal entity that conducts business activities providing loans secured by movable assets, including those conducting business activities based on Sharia principles.
Provider of Joint Financing Services Based on Information Technology is an Indonesian legal entity that provides, manages, and operates the provision of financial services to match fund providers with fund recipients in conducting financing, both conventionally and based on Sharia principles, directly through electronic systems using the internet.
Sharia Principles are Islamic legal principles based on fatwas and/or Sharia conformity statements issued by institutions with authority to issue fatwas in the field of Sharia.
Sharia Business Unit, hereinafter abbreviated as UUS, is a work unit of the PVML headquarters that conducts business activities based on Sharia Principles and/or functions as the head office of offices conducting business activities based on Sharia Principles.
Good Corporate Governance for PVML, hereinafter referred to as Good Corporate Governance, is the structure and process used and applied by the PVML organs to improve the achievement of business results objectives and optimize the value of PVML for all stakeholders in an accountable manner, based on legislation and ethical values.
PVML Organs are the General Meeting of Shareholders, Board of Directors, and Board of Commissioners for PVML in the form of a limited liability company or equivalent to the General Meeting of Shareholders, Board of Directors, and Board of Commissioners for PVML in the form of a cooperative legal entity.
Stakeholders are parties with interests, directly or indirectly, in PVML's business activities, such as debtors, fund recipients, consumers, business partners, depositors, members/shareholders, employees, creditors, fund providers, venture capital investors, goods and service providers, and/or the government.
Debtor is a business entity or individual who receives financing and/or loans from PVML or consumers, whether business entities or individuals, who conduct financing and/or loan agreements based on Sharia Principles.
Controlling Shareholder, hereinafter abbreviated as PSP, is a legal entity, individual, and/or business group that directly or indirectly owns shares or share equivalents in PVML and/or has the ability to control the aforementioned PVML.
General Meeting of Shareholders, hereinafter abbreviated as GMS, is the company organ that has authority not delegated to the Board of Directors or Board of Commissioners within limits determined by laws regulating limited liability companies and/or the articles of association for PVML in the form of a limited liability company or equivalent for cooperative legal entities.
Board of Directors is the PVML organ authorized and fully responsible for managing PVML for the benefit of PVML, in accordance with the objectives of PVML, and representing PVML, both in and out of court, according to the provisions of the articles of association for PVML in the form of a limited liability company or equivalent. The Board of Directors for PVML in the form of a cooperative legal entity.
Board of Commissioners is the PVML organ tasked with conducting general and/or specific supervision according to the articles of association and providing advice to the Board of Directors for PVML in the form of a limited liability company or equivalent. The Board of Commissioners for PVML in the form of a cooperative legal entity.
Sharia Supervisory Board, hereinafter abbreviated as SSAB, is a party with the task and function of supervising the implementation of PVML activities to ensure compliance with Sharia Principles.
Independent Commissioner is a member of the Board of Commissioners who is not affiliated with shareholders, members of the Board of Directors, other members of the Board of Commissioners, and/or members of the SSAB, meaning they have no financial, managerial, shareholding, and/or family relationships with shareholders, members of the Board of Directors, other members of the Board of Commissioners, and/or members of the SSAB, or other relationships that may affect their ability to act independently.
Independent Party is a party outside PVML that has no financial, managerial, shareholding, and/or family relationships with members of the Board of Directors, members of the Board of Commissioners, and/or PSP, or relationships with PVML that may affect the party's ability to act independently.
Executive Officer is a PVML officer who reports directly to members of the Board of Directors or has significant influence over PVML's policies and/or operations.
Conflict of Interest is a state where there is a conflict between the economic interests of PVML and the personal, family, and shareholder group economic interests of members of the Board of Directors, members of the Board of Commissioners, PVML committee members, Executive Officers, and/or SSAB, as well as PVML employees.
CHAPTER II
IMPLEMENTATION OF GOOD CORPORATE GOVERNANCE
Article 2
(1) PVML must implement Good Corporate Governance principles in all its business activities at all levels or tiers of the organization.
(2) The Good Corporate Governance principles as referred to in paragraph (1) include:
a. transparency; b. accountability;
c. responsibility;
d. independence; and e. fairness.
(3) The implementation of Good Corporate Governance aims to:
a. optimize the value of PVML for Stakeholders, particularly Debtors, fund recipients, consumers, business partners, depositors, creditors, fund providers, venture capital investors, and/or other Stakeholders, so that PVML has strong competitiveness, both nationally and internationally; b. improve the management of PVML in a professional, effective, and efficient manner;
c. improve the compliance of PVML Organs and SSAB and the levels below them so that decision-making and actions are grounded in high ethical and moral values, compliance with legislation, and awareness of PVML's social responsibility to Stakeholders and environmental sustainability;
d. improve the conducive climate for the development of national investment; e. realize a healthier, reliable, trustworthy, competitive PVML that meets consumer protection principles; and f. increase PVML's contribution to the national economy. (4) The implementation of Good Corporate Governance as referred to in paragraph (1) is at least manifested in:
a. the execution of shareholders' and GMS tasks and authorities; b. the execution of the Board of Directors' tasks, responsibilities, and authorities;
c. the execution of the Board of Commissioners' tasks, responsibilities, and authorities;
d. the execution of the SSAB's tasks, responsibilities, and authorities; e. the completeness and execution of committee tasks; f. the implementation of risk management; g. the implementation of antifraud strategies; h. the implementation of compliance functions;
i. the implementation of internal and external audit functions;
j. the handling of Conflicts of Interest; k. the implementation of remuneration policies;
l. information transparency;
m. business ethics; n. financing policies; o. the implementation of sustainable finance, including the implementation of social and environmental responsibilities; and p. business plans.
(5) In conducting business activities, PVML must conduct its business healthily and comply with all financial services industry regulations under the supervision of the Financial Services Authority. (6) In addition to implementing Good Corporate Governance as referred to in paragraph (1), PVML must follow industry dynamics to encourage the implementation of Good Corporate Governance in PVML.
Article 3
(1) PVML must have adequate standard operating procedures regarding the implementation of Good Corporate Governance for all PVML business activities, established by the Board of Directors.
(2) PVML must conduct evaluations and improvements of the standard operating procedures as referred to in paragraph (1).
Article 4
(1) Violations of the provisions of Article 2 paragraph (1), paragraph (5), and/or Article 3 are subject to administrative sanctions consisting of:
a. written warnings; b. suspension of part or all of business activities;
c. restrictions on certain business activities;
d. reduction of risk assessment results; e. cancellation of approvals; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fines.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without being preceded by the imposition of administrative sanctions in the form of written warnings as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most IDR 50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanctions. (5) In the event that violations of the provisions as referred to in paragraph (1) occur and the violations have been corrected, the Financial Services Authority imposes administrative sanctions in the form of written warnings that end automatically. (6) In addition to administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. conduct a re-evaluation of the main parties causing PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of parties causing PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER III
SHAREHOLDERS AND GENERAL MEETING OF SHAREHOLDERS
Article 5
PSP must comply with Financial Services Authority Regulations and financial services sector legislation, and support the implementation of healthy, competitive PVML business activities and management in accordance with prudence principles and risk management.
Article 6
(1) PVML must ensure that every party becoming a PSP of PVML obtains approval from the Financial Services Authority through the implementation of fit and proper assessments.
(2) The provisions regarding the obligation to obtain fit and proper assessment approval as referred to in paragraph (1) are exempted for Microfinance Institutions.
(3) Fit and proper assessments as referred to in paragraph (1) are conducted in accordance with Financial Services Authority Regulations regarding fit and proper assessments for main parties of financial service institutions.
Article 7
(1) PVML shareholders participate in:
a. supporting the implementation of healthy, competitive PVML business activities in accordance with prudence principles and risk management; and b. maintaining the continuity of PVML's business. (2) Shareholders must have commitments to the operational development of PVML.
Article 8
(1) PVML shareholders are prohibited from interfering in PVML's operational activities that are the responsibility of the Board of Directors according to PVML's articles of association and legislation, except when exercising rights and obligations as GMS. (2) PVML shareholders serving as members of the Board of Directors, members of the Board of Commissioners, or members of the SSAB in the same PVML must prioritize the interests of PVML.
Article 9
PVML must ensure that the implementation of share divestment actions by members of the Board of Directors, members of the Board of Commissioners, PVML committee members, SSAB members, Executive Officers, and/or PVML employees originating from management share ownership programs and/or employee share ownership programs considers Good Corporate Governance in PVML and takes into account PVML's conditions.
Article 10
(1) PVML establishes policies and procedures for GMS in the articles of association in accordance with legislation.
(2) In making decisions, GMS must protect the interests of all parties, particularly the interests of Debtors, fund recipients, consumers, business partners, depositors, creditors, fund providers, venture capital investors, and/or minority shareholders.
Article 11
(1) Violations of the provisions as referred to in Article 5, Article 6 paragraph (1), Article 8 paragraph (1), and/or Article 9 are subject to administrative sanctions consisting of:
a. written warnings; b. suspension of part or all of business activities;
c. restrictions on certain business activities;
d. reduction of risk assessment results; e. cancellation of approvals; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fines.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without being preceded by the imposition of administrative sanctions in the form of written warnings as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most IDR 50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanctions. (5) In the event that violations of the provisions as referred to in paragraph (1) occur and the violations have been corrected, the Financial Services Authority imposes administrative sanctions in the form of written warnings that end automatically. (6) In addition to administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. conduct a re-evaluation of the main parties causing PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of parties causing PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER IV
BOARD OF DIRECTORS
Article 12
(1) PVML with total assets exceeding IDR 250,000,000,000.00 (two hundred fifty billion rupiah) must have at least 3 (three) members of the Board of Directors.
(2) PVML with total assets up to IDR 250,000,000,000.00 (two hundred fifty billion rupiah) must have at least 2 (two) members of the Board of Directors.
(3) The provisions regarding the obligation to have at least 2 (two) members of the Board of Directors as referred to in paragraph (2) are exempted for:
a. Microfinance Institutions with total assets less than IDR 10,000,000,000.00 (ten billion rupiah) and not collecting public funds; and b. Pawnshop Companies with business scope limited to districts/cities and having total assets less than IDR 10,000,000,000.00 (ten billion rupiah). (4) Based on specific considerations, the Financial Services Authority has the authority to request PVML to increase the number of Board of Directors members if the existing number is deemed ineffective and inefficient. (5) PVML must comply with the Financial Services Authority's request to take actions as referred to in paragraph (4).
Article 13
(1) PVML meeting the criteria as referred to in Article 12 paragraph (1) and paragraph (2) must appoint one member of the Board of Directors as the President Director or equivalent.
(2) If necessary, PVML may appoint other Board of Directors members as Vice President Director or equivalent.
(3) PVML must ensure that the President Director or equivalent as referred to in paragraph (1) is not an individual shareholder in the same PVML and/or has family relationships up to the second degree, both horizontally and vertically, with individual shareholders in the same PVML.
Article 14
(1) In the absence of ownership of PVML by foreign legal entities and/or foreign citizens, directly or indirectly, PVML must ensure that all members of the Board of Directors are Indonesian citizens. (2) In the event that ownership of PVML by foreign legal entities and/or foreign citizens, directly or indirectly, is less than 25% (twenty-five percent), PVML must ensure that all members of the Board of Directors are Indonesian citizens. (3) In the event that ownership of PVML by foreign legal entities and/or foreign citizens, directly or indirectly, is at least 25% (twenty-five percent), PVML may have Board of Directors members who are foreign citizens. (4) In the event that ownership of PVML by foreign legal entities and/or foreign citizens as referred to in paragraph (3) exists, PVML must ensure that at least 50% (fifty percent) of the Board of Directors members are Indonesian citizens.
Article 15
(1) PVML must ensure that all members of the Board of Directors reside within the territory of the Republic of Indonesia.
(2) For Pawnshop Companies and Microfinance Institutions, it is required to ensure that all members of the Board of Directors reside within the operational area of the respective PVML and areas directly bordering the PVML's operational area. (3) Foreign citizen members of the Board of Directors must possess:
a. residence permits; and b. work permits, from the competent authorities.
Article 16
(1) For PVML establishing remuneration and nomination committees, recommendations from the remuneration and nomination committees must be considered in every proposal for the appointment and/or replacement of Board of Directors members to the GMS. (2) For PVML not establishing remuneration and nomination committees, proposals for appointment and/or replacement as referred to in paragraph (1) must consider recommendations from members of the Board of Commissioners. (3) The appointment and/or replacement of Board of Directors members prioritize professional composition, independence, competency suitability, and diversity, which are needed appropriately in the execution of the Board of Directors' tasks and responsibilities.
Article 17
(1) The dismissal or replacement of Board of Directors members must prioritize the primary interests of PVML.
(2) The dismissal or replacement of Board of Directors members as referred to in paragraph (1) conducted before the end of the Board of Directors members' term must consider at least:
a. the Board of Directors members are assessed as unable to execute tasks and responsibilities in managing and implementing healthy PVML strategies; b. the dismissal or replacement of Board of Directors members is not based on subjective assessments by shareholders, but on objective assessments regarding PVML management;
c. for PVML establishing remuneration and nomination committees, the dismissal or replacement of Board of Directors members has gone through applicable planning and mechanisms, considering at least assessments from the remuneration and nomination committees and has been scheduled in the GMS; and/or
d. for PVML not establishing remuneration and nomination committees, the dismissal or replacement of Board of Directors members has gone through applicable planning and mechanisms, considering at least assessments from members of the Board of Commissioners and has been scheduled in the GMS; and/or e. there is information that Board of Directors members are included in parties prohibited from being main parties as established by competent authorities. (3) The Financial Services Authority has the authority to conduct evaluations and order PVML to take corrective actions regarding decisions to dismiss or replace Board of Directors members conducted before the end of the Board of Directors members' term. (4) PVML must execute the Financial Services Authority's orders as referred to in paragraph (3).
Article 18
(1) Board of Directors members may resign from their positions before the term ends through written notification to PVML.
(2) The Financial Services Authority has the authority to conduct evaluations and order PVML to take corrective actions regarding the resignation of Board of Directors members.
(3) Evaluations as referred to in paragraph (2) are conducted to assess whether the resignation is voluntary, involves coercion, or conditions...
lain.
(4) PVML must implement the orders of the Financial Services Authority as referred to in paragraph (2).
Article 19
(1) The authority of the Financial Services Authority to conduct evaluations and order PVML to take corrective actions regarding:
a. the appointment of prospective members of the Board of Directors; and/or b. the dismissal, replacement, and/or resignation of members of the Board of Directors, can be conveyed by the Financial Services Authority through written instructions and/or written orders in accordance with the Financial Services Authority Regulation regarding written orders. (2) In the event that:
a. a member of the Board of Directors is dismissed; b. a member of the Board of Directors is permanently unable to perform duties; or
c. a member of the Board of Directors resigns,
which results in the number of Board of Directors members becoming less than the minimum number of Board of Directors members as referred to in Article 12, PVML must appoint a replacement for the aforementioned Board of Directors member. (3) PVML must fulfill the provisions regarding the appointment of replacements for members of the Board of Directors as referred to in paragraph (1) no later than 6 (six) months from the date of dismissal of the Board of Directors member, permanent inability to perform duties, and/or resignation.
Article 20
(1) Members of the Board of Directors are prohibited from holding concurrent positions:
a. as members of the Supervisory Board (DPS) in the same company; b. as members of the board of directors and/or executive officials in other companies and/or institutions;
c. as members of the supervisory board in more than 2 (two) other companies and/or institutions;
d. in other positions that may cause Conflicts of Interest in the implementation of duties as members of the Board of Directors; and/or e. in other positions in accordance with the provisions of legislation. (2) Concurrent positions as referred to in paragraph (1) are not included in the case where members of the Board of Directors:
a. are responsible for supervision over PVML's participation in subsidiary companies, performing functional duties as members of the supervisory board in subsidiary companies controlled by PVML; b. are officials of an association performing functional duties as members of the supervisory board in subsidiary companies controlled by the association;
c. are officials of an association performing functional duties as members of the supervisory board on
institutions based on designation by the Financial Services Authority; and/or d. hold positions in non-profit organizations or institutions, as long as the concurrent positions do not cause the individual to neglect the implementation of duties and authorities as members of the Board of Directors. (3) The implementation of duties of members of the Board of Directors as referred to in:
a. paragraph (2) letter a must obtain approval from the Supervisory Board; and/or b. paragraph (2) letter d must be reported to the Supervisory Board.
(4) For members of the Board of Directors who will hold positions as referred to in paragraph (2) letter a and/or letter d, must make a statement to:
a. maintain integrity; b. avoid all forms of Conflicts of Interest; and
c. avoid actions that can harm PVML and/or cause PVML to violate prudent principles,
during their tenure as members of the Board of Directors.
Article 21
(1) PVML is prohibited from appointing members of the Board of Directors who come from:
a. active employees or officials of the Financial Services Authority; or b. former employees or officials of the Financial Services Authority if the individual ceased working from the Financial Services Authority for less than 6 (six) months. (2) In the event there is a Conflict of Interest or potential Conflict of Interest from former employees or officials of the Financial Services Authority, prospective members of the Board of Directors as referred to in paragraph (1) letter b in relation to the candidacy of the individual at PVML, the prospective candidate must disclose the Conflict of Interest in the capability and propriety assessment process. (3) In the event that based on the assessment of the Financial Services Authority there is a Conflict of Interest or potential Conflict of Interest from former employees or officials of the Financial Services Authority, prospective members of the Board of Directors as referred to in paragraph (1) letter b in relation to the candidacy of the individual at PVML, the Financial Services Authority has the authority to determine necessary supervisory actions. (4) PVML must implement the determinations issued by the Financial Services Authority regarding necessary supervisory actions to prevent conflicts of interest or potential conflicts of interest as referred to in paragraph (3).
Article 22
(1) PVML must ensure that every prospective member of the Board of Directors obtains approval from the Financial Services Authority through the implementation of capability and propriety assessments. (2) Provisions regarding the obligation to obtain approval for capability and propriety assessments as referred to in paragraph (1) are exempted for Medium and Small Scale Microfinance Institutions. (3) For PVML that are legal entities in the form of cooperatives and have managers, PVML must ensure that every prospective manager obtains approval from the Financial Services Authority through the implementation of capability and propriety assessments. (4) Capability and propriety assessments as referred to in paragraph (1) and paragraph (3) are implemented in accordance with the Financial Services Authority Regulation regarding capability and propriety assessments for key parties of financial service institutions.
Article 23
(1) The Board of Directors must:
a. comply with provisions of legislation, the Articles of Association, and other internal regulations of PVML in implementing their duties; b. manage PVML in accordance with their authority and responsibility with good faith and with prudent principles;
c. be accountable for the implementation of their duties to shareholders through the General Meeting of Shareholders (RUPS);
d. ensure that PVML considers the interests of all parties, specifically the interests of Debtors, fund recipients, consumers, business partners, depositors, creditors, fund providers, venture capital investors, and/or other Stakeholders with good faith and with prudent principles in accordance with provisions of legislation, the Articles of Association, and/or decisions of the RUPS; e. ensure that information regarding PVML is provided to the Supervisory Board accurately, relevantly, and in a timely manner; f. ensure that information regarding PVML is provided to the Supervisory Board (DPS) accurately, relevantly, and in a timely manner; and g. assist and provide facilities and/or resources for the smooth implementation of duties and authorities of PVML organs and the DPS. (2) The Board of Directors has the authority to represent PVML in accordance with provisions of legislation, the Articles of Association, and decisions of the RUPS. (3) The Board of Directors must follow up on audit findings or examinations and recommendations from PVML's internal audit work units, external auditors, results of supervision by the Financial Services Authority, and/or results of supervision by other authorities and institutions.
Article 24
Members of the Board of Directors are prohibited from:
a. utilizing their position at the PVML where they serve for personal, family, and/or third-party interests that can harm or reduce the profits of the PVML where they serve; b. taking and/or receiving personal benefits from the PVML where they serve, other than remuneration and facilities established based on RUPS decisions; and
c. fulfilling requests from related shareholders regarding the operational activities of the PVML where they serve, other than those established based on RUPS decisions; and
d. granting general power of attorney to third parties that results in the transfer of duties and functions of the Board of Directors.
Article 25
(1) The Board of Directors must have guidelines and rules of work that are binding for every member of the Board of Directors.
(2) The guidelines and rules of work as referred to in paragraph (1) must at least include:
a. the organization of PVML and the division of duties of the Board of Directors; b. the duties, responsibilities, and authorities of the Board of Directors;
c. the regulation of authorities and procedures for Board of Directors decisions;
d. the regulation of the Board of Directors' work ethics; e. the regulation of Board of Directors meetings; f. prohibitions against the Board of Directors; g. evaluation of Board of Directors performance; and h. the pattern of working relationships between the Board of Directors and the Supervisory Board.
Article 26
Decisions of the Board of Directors taken in accordance with the guidelines and rules of work are binding and become the responsibility of all members of the Board of Directors.
Article 27
(1) The Board of Directors is prohibited from using individual advisors and/or professional services as experts or consultants.
(2) The prohibition as referred to in paragraph (1) does not apply to the use of individual advisors and/or professional services with the provisions:
a. for projects of a special nature; b. based on clear work contracts;
c. implemented by Independent Parties who have specific technical knowledge with adequate qualification standards for expertise to work on special projects as referred to in letter a;
d. implemented by parties who do not hold structural positions at PVML; and e. implemented by parties who do not have the authority to make operational decisions for PVML.
Article 28
(1) The Board of Directors must hold Board of Directors meetings periodically at least 1 (one) time in 1 (one) month.
(2) Every member of the Board of Directors must attend Board of Directors meetings at least 50% (fifty percent) of the total number of Board of Directors meetings in a 1 (one) year period.
(3) The Board of Directors can implement Board of Directors meetings as referred to in paragraph (1) through face-to-face meetings utilizing information technology.
(4) The Board of Directors must hold joint meetings with the Supervisory Board at least 1 (one) time in 3 (three) months and can be implemented through face-to-face meetings utilizing information technology.
Article 29
(1) Every strategic policy and decision must be decided through Board of Directors meetings in accordance with the mechanism contained in the Company's Articles of Association and provisions of legislation. (2) Decision-making by the Board of Directors through Board of Directors meetings as referred to in paragraph (1) must first be conducted based on deliberation for consensus. (3) In the event that deliberation for consensus does not occur, decision-making is conducted based on the majority vote. (4) PVML must ensure that the Board of Directors documents the results of Board of Directors meetings in the minutes of the Board of Directors meetings and documents them properly. (5) PVML must ensure that the Board of Directors clearly states any differences of opinion that occur in Board of Directors meeting decisions in the minutes of the Board of Directors meetings, accompanied by the reasons for the differences of opinion. (6) Members of the Board of Directors who are present or absent in Board of Directors meetings have the right to receive copies of the minutes of the Board of Directors meetings. (7) The number of Board of Directors meetings held and the number of attendances of each member of the Board of Directors must be included in the report on the implementation of Good Corporate Governance.
Article 30
The Board of Directors must guarantee effective, precise, and rapid decision-making and can act independently, having no interests that can disrupt their ability to perform duties independently and objectively.
Article 31
(1) Violations of the provisions as referred to in Article 12 paragraph (1), paragraph (2), paragraph (5), Article 13 paragraph (1), paragraph (3), Article 14 paragraph (1), paragraph (2), paragraph (4), Article 15, Article 16 paragraph (1), paragraph (2), Article 17 paragraph (1), paragraph (2), paragraph (4), Article 18 paragraph (4), Article 19 paragraph (2), paragraph (3), Article 20 paragraph (1), paragraph (3) letter a, paragraph (4), Article 21 paragraph (1), paragraph (4), Article 22 paragraph (1), paragraph (3), Article 23 paragraph (1), paragraph (3), Article 24, Article 25, Article 27 paragraph (1), Article 28 paragraph (1), paragraph (2), paragraph (4), Article 29 paragraph (1), paragraph (2), paragraph (4), paragraph (5), and/or Article 30, are subject to administrative sanctions in the form of:
a. written warnings; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. cancellation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fines.
(2) Administrative sanctions as in paragraph (1) letters b to g can be imposed with or without being preceded by the imposition of administrative sanctions in the form of written warnings as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most IDR 50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that violations of the provisions as referred to in paragraph (1) occur and the violations have been corrected, the Financial Services Authority provides administrative sanctions in the form of written warnings that end automatically. (6) In addition to administrative sanctions as referred to in paragraph (1), the Financial Services Authority can:
a. reduce the health level assessment results of PVML; b. conduct a re-assessment of key parties that caused PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of parties that caused PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER V
SUPERVISORY BOARD
Article 32
(1) PVML that has total assets of more than IDR 250,000,000,000.00 (two hundred fifty billion rupiah) must have at least 2 (two) members of the Supervisory Board.
(2) PVML that has total assets up to IDR 250,000,000,000.00 (two hundred fifty billion rupiah) must have at least 1 (one) member of the Supervisory Board.
(3) PVML must ensure that the number of members of the Supervisory Board is at most equal to the number of members of the Board of Directors.
Article 33
(1) One of the members of the Supervisory Board as referred to in Article 32 paragraph (1) must be appointed as the Chief Commissioner or equivalent.
(2) In the event necessary, other members of the Supervisory Board can be appointed as Deputy Chief Commissioner or equivalent.
Article 34
(1) In the event that there is no ownership of PVML by foreign legal entities and/or foreign citizens either directly or indirectly, PVML must ensure that all members of the Supervisory Board are Indonesian citizens. (2) In the event that there is ownership of PVML by foreign legal entities and/or foreign citizens either directly or indirectly of less than 25% (twenty-five percent), PVML must ensure that all members of the Supervisory Board are Indonesian citizens. (3) In the event that there is ownership of PVML by foreign legal entities and/or foreign citizens either directly or indirectly of at least 25% (twenty-five percent), PVML can have a Supervisory Board that consists of foreign citizens. (4) In the event that there is ownership of PVML by foreign legal entities and/or foreign citizens as referred to in paragraph (3), PVML must ensure that at least 50% (fifty percent) of members of the Supervisory Board are Indonesian citizens.
Article 35
(1) In the event that there is no ownership of PVML by foreign legal entities and/or foreign citizens either directly or indirectly, PVML must ensure that all members of the Supervisory Board reside in the territory of the Republic of Indonesia. (2) In the event that there is ownership of PVML by foreign legal entities and/or foreign citizens either directly or indirectly of less than 25% (twenty-five percent), PVML must ensure that all members of the Supervisory Board reside in the territory of the Republic of Indonesia. (3) In the event that there is ownership of PVML by foreign legal entities and/or foreign citizens either directly or indirectly of more than 25% (twenty-five percent), PVML must ensure that at least 50% (fifty percent) of members of the Supervisory Board reside in the territory of the Republic of Indonesia. (4) For members of the Supervisory Board who are foreign citizens as referred to in paragraph (3) who reside in the territory of the Republic of Indonesia must have:
a. residence permits; and b. work permits, from the competent authorities.
Article 36
(1) For PVML that form remuneration and nomination committees must consider the recommendations of the remuneration and nomination committee in every proposal for the appointment and/or replacement of members of the Supervisory Board to the RUPS. (2) For PVML that do not form remuneration and nomination committees, proposals for appointment and/or replacement as referred to in paragraph (1) must consider recommendations from members of the Supervisory Board. (3) Members of the remuneration and nomination committee who have Conflicts of Interest with the proposals recommended as referred to in paragraph (1) must disclose this in the proposals recommended. (4) The appointment and/or replacement of members of the Supervisory Board emphasizes professional composition, independence, competence suitability, and considers diversity, which are needed appropriately in the implementation of duties and responsibilities of the Supervisory Board.
Article 37
Provisions regarding:
a. the dismissal or replacement of members of the Board of Directors as referred to in Article 17; and b. the imposition of sanctions related to the dismissal or replacement of members of the Board of Directors as referred to in Article 31, apply mutatis mutandis to the dismissal or replacement of members of the Supervisory Board.
Article 38
Provisions regarding:
a. the resignation of members of the Board of Directors as referred to in Article 18; and b. the imposition of sanctions related to the resignation of members of the Board of Directors as referred to in Article 31, apply mutatis mutandis to the resignation of members of the Supervisory Board.
Article 39
Provisions regarding:
a. the appointment of replacements for members of the Board of Directors as referred to in Article 19; and b. the imposition of sanctions related to the appointment of replacements for members of the Board of Directors as referred to in Article 31, apply mutatis mutandis to the appointment of replacements for members of the Supervisory Board.
Article 40
(1) Members of the Supervisory Board are prohibited from holding concurrent positions:
a. as members of the board of directors and/or executive officials in:
(3) For prospective members of the Supervisory Board who hold positions as referred to in paragraph (2), must make a statement to:
a. maintain integrity; b. avoid all forms of Conflicts of Interest; and
c. avoid actions that can harm PVML and/or cause PVML to violate prudent principles,
during their tenure as members of the Supervisory Board.
Article 41
(1) PVML is prohibited from appointing members of the Supervisory Board who come from:
a. active employees or officials of the Financial Services Authority; or b. former employees or officials of the Financial Services Authority if the individual ceased working from the Financial Services Authority for less than 6 (six) months. (2) In the event there is a Conflict of Interest or potential Conflict of Interest from former employees or officials of the Financial Services Authority, prospective members of the Supervisory Board as referred to in paragraph (1) letter b in relation to the candidacy of the individual at PVML, the prospective candidate must disclose the Conflict of Interest in the capability and propriety assessment process. (3) In the event that based on the assessment of the Financial Services Authority there is a Conflict of Interest or potential Conflict of Interest from former employees or officials of the Financial Services Authority, prospective members of the Supervisory Board as referred to in paragraph (1) letter b in relation to the candidacy of the individual at PVML, the Financial Services Authority has the authority to determine necessary supervisory actions. (4) PVML must implement the determinations issued by the Financial Services Authority regarding necessary supervisory actions to prevent conflicts of interest or potential conflicts of interest as referred to in paragraph (3).
Article 42
(1) Members of the Supervisory Board must meet the requirement of not having been members of the Board of Directors and/or Executive Officials at the same PVML in the last 6 (six) months.
(2) PVML must ensure that every prospective member of the Supervisory Board obtains approval from the Financial Services Authority through the implementation of capability and propriety assessments. (3) Provisions regarding the obligation to obtain approval for capability and propriety assessments as referred to in paragraph (2) are exempted for Medium and Small Scale Microfinance Institutions. (4) Capability and propriety assessments as referred to in paragraph (2) are conducted in accordance with the Financial Services Authority Regulation regarding capability and propriety assessments for key parties of financial service institutions.
Article 43
(1) The Supervisory Board must:
a. implement supervisory duties and provide advice to the Board of Directors; b. implement duties, authorities, and responsibilities with good faith and with prudent principles;
c. supervise the policy management and general management conducted by the Board of Directors for the interests of PVML and in accordance with the purpose and objectives of PVML;
d. compile reports on the activities of the Supervisory Board which are part of the report on the implementation of Good Corporate Governance; e. direct, monitor, and evaluate the effectiveness of the implementation of Good Corporate Governance, risk management, compliance, and internal audit; f. provide approval in the event that the DPS requires assistance from committee members whose organizational structure is below the Supervisory Board; and g. ensure that the Board of Directors has followed up on audit findings and recommendations from PVML's internal audit work units, external auditors, results of supervision by the Financial Services Authority, and/or results of supervision by other authorities and institutions. (2) The Supervisory Board must guarantee effective, precise, and rapid decision-making and can act independently in implementing duties.
Article 44
Members of the Supervisory Board are prohibited from:
a. utilizing their position at the PVML where they serve for personal, family, and/or third-party interests that can harm or reduce the profits of the PVML where they serve; b. taking and/or receiving personal benefits from the PVML where they serve, other than remuneration and facilities established based on RUPS decisions; and
c. interfering in the operational activities of PVML that are the responsibility of the Board of Directors.
Article 45
Members of the Supervisory Board have the right to obtain information from the Board of Directors regarding PVML accurately, relevantly, and in a timely manner.
Pasal 46
The Board of Commissioners is required to report to the Financial Services Authority (OJK) within a maximum of 10 (ten) working days from the discovery of:
a. violations of financial and PVML-related statutory regulations; and/or b. conditions or estimated conditions that may endanger the continuity of the PVML's business.
Pasal 47
(1) The Board of Commissioners must have binding guidelines and working procedures for each member of the Board of Commissioners.
(2) The guidelines and working procedures as referred to in paragraph (1) must at least include:
a. duties, responsibilities, and authority of the Board of Commissioners; b. regulation of authority and decision-making procedures of the Board of Commissioners;
c. regulation of the Board of Commissioners' work ethics;
d. regulation of Board of Commissioners meetings; e. prohibitions for the Board of Commissioners; f. evaluation of the Board of Commissioners' performance; and g. the working relationship pattern between the Board of Commissioners and the Board of Directors.
Pasal 48
PVML with total assets exceeding Rp250,000,000,000.00 (two hundred fifty billion rupiah) must have at least 1 (one) Independent Commissioner.
Pasal 49
Independent Commissioners as referred to in Article 48 must meet the following requirements:
a. do not have an affiliation with shareholders, members of the Board of Directors, other members of the Board of Commissioners, and/or DPS in the same PVML; b. have never been members of the Board of Directors, members of the Board of Commissioners, DPS, and/or Executive Officers in the same PVML or other companies having an affiliation with such PVML within the last 6 (six) months;
c. understand the statutory regulations in the field of PVML and other relevant statutory regulations;
d. have good knowledge of the financial conditions of the PVML where the Independent Commissioner serves; e. hold Indonesian citizenship; and f. reside in Indonesia.
Pasal 50
Independent Commissioners have the main duty to perform supervisory functions to voice the interests of Debtors, fund recipients, consumers, business partners, depositors, creditors, fund providers, venture capital investors, and/or other Stakeholders.
Pasal 51
(1) In the event that PVML has more than 1 (one) member of the Board of Commissioners, the Board of Commissioners is required to hold Board of Commissioners meetings at least 1 (one) time every 3 (three) months. (2) Members of the Board of Commissioners must attend Board of Commissioners meetings at least 75% (seventy-five percent) of the total Board of Commissioners meetings in a 1 (one) year period. (3) The Board of Commissioners may hold Board of Commissioners meetings as referred to in paragraph (1) face-to-face utilizing information technology. (4) The Board of Commissioners must hold joint meetings with the Board of Directors at least 1 (one) time every 3 (three) months. (5) Decision-making by the Board of Commissioners through Board of Commissioners meetings must first be conducted based on deliberation for consensus. (6) In the event that consensus is not reached, decision-making is conducted based on the majority vote. (7) PVML must ensure that the Board of Commissioners records the results of Board of Commissioners meetings as referred to in paragraph (1) and paragraph (4) in the Board of Commissioners meeting minutes and documents them properly. (8) PVML must ensure that the Board of Commissioners clearly states any differences of opinion occurring in Board of Commissioners meeting decisions in the Board of Commissioners meeting minutes, accompanied by the reasons for such differences of opinion. (9) Members of the Board of Commissioners, whether present or absent from the Board of Commissioners meeting, have the right to receive copies of the Board of Commissioners meeting minutes. (10) The number of Board of Commissioners meetings held and the attendance of each member of the Board of Commissioners must be included in the report on the implementation of Good Corporate Governance.
Pasal 52
(1) Violations of the provisions as referred to in Article 32, Article 33 paragraph (1), Article 34 paragraph (1), paragraph (2), paragraph (4), Article 35, Article 36 paragraph (1), paragraph (2), paragraph (3), Article 40 paragraph (1) paragraph (3), Article 41 paragraph (1), paragraph (4), Article 42 paragraph (2), Article 43, Article 44, Article 46, Article 47, Article 48, and/or Article 51 paragraph (1), paragraph (2), paragraph (4), paragraph (5), paragraph (7), paragraph (8), are subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. revocation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fine.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without prior imposition of administrative sanctions in the form of written warnings as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most Rp50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that violations of the provisions as referred to in paragraph (1) occur and the violations have been corrected, the Financial Services Authority imposes administrative sanctions in the form of written warnings that end automatically. (6) In addition to administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. conduct a re-evaluation of the main parties causing PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of parties causing PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
BAB VI
SHARIA SUPERVISORY BOARD
Pasal 53
(1) PVML other than Microfinance Institutions conducting business activities based on Sharia Principles and UUS must have a DPS.
(2) Microfinance Institutions conducting business activities based on Sharia Principles must form a DPS.
(3) The formation of DPS as referred to in paragraph (2) may be carried out by several Microfinance Institutions.
(4) DPS as referred to in paragraph (1) and paragraph (2) consists of 1 (one) Sharia expert or more based on recommendations from institutions having authority in determining fatwas in the field of Sharia. (5) DPS as referred to in paragraph (1) and paragraph (2) are appointed in the General Meeting of Shareholders (GMS).
Pasal 54
(1) For PVML that form remuneration and nomination committees, recommendations from the remuneration and nomination committees must be considered in every proposal for the appointment and/or replacement of DPS to the GMS. (2) For PVML that do not form remuneration and nomination committees, proposals for the appointment and/or replacement as referred to in paragraph (1) must consider recommendations from members of the Board of Commissioners. (3) Members of the remuneration and nomination committees who have Conflicts of Interest with the proposals recommended as referred to in paragraph (1) must disclose them in the recommended proposals. (4) The appointment and/or replacement of DPS emphasizes professional composition, independence, competency suitability, and considers diversity, which are needed appropriately in the implementation of DPS duties and responsibilities.
Pasal 55
Provisions regarding:
a. dismissal or replacement of Board of Directors members as referred to in Article 17; and b. imposition of sanctions related to dismissal or replacement of Board of Directors members as referred to in Article 31, apply mutatis mutandis to the dismissal or replacement of DPS.
Pasal 56
Provisions regarding:
a. resignation of Board of Directors members as referred to in Article 18; and b. imposition of sanctions related to resignation of Board of Directors members as referred to in Article 31, apply mutatis mutandis to the resignation of DPS.
Pasal 57
Provisions regarding:
a. appointment of replacements for Board of Directors members as referred to in Article 19; and b. imposition of sanctions related to the appointment of replacements for Board of Directors members as referred to in Article 31, apply mutatis mutandis to the appointment of replacements for DPS.
Pasal 58
(1) DPS are prohibited from holding concurrent positions:
a. as members of the Board of Directors, members of the Board of Commissioners, or Executive Officers in the same company; b. as members of the Board of Directors, members of the Board of Commissioners, and/or executive officers in other companies and/or institutions;
c. as members of the Sharia Supervisory Board in more than 3 (three) companies and/or other institutions for PVML other than Microfinance Institutions;
d. in other positions that may cause Conflicts of Interest in the implementation of duties as DPS; and/or e. in other positions in accordance with statutory regulations.
(2) Concurrent positions as referred to in paragraph (1) are not included if DPS:
a. perform functional duties from shareholders of PVML in the form of legal entities to become members of the Board of Commissioners and/or Sharia Supervisory Board in subsidiary companies within their business group; and/or b. hold positions in non-profit organizations or institutions, provided that such concurrent positions do not cause the individual to neglect the implementation of duties and authority as DPS. (3) Candidates for DPS holding positions as referred to in paragraph (2) must make statements to:
a. maintain integrity; b. avoid all forms of Conflicts of Interest; and
c. avoid actions that may harm PVML and/or cause PVML to violate prudential principles,
during their tenure as DPS.
Pasal 59
(1) PVML are prohibited from appointing DPS originating from:
a. active employees or officials of the Financial Services Authority; or b. former employees or officials of the Financial Services Authority if the individual ceased working at the Financial Services Authority less than 6 (six) months ago. (2) In the event that there are Conflicts of Interest or potential Conflicts of Interest from former employees or officials of the Financial Services Authority as candidates for DPS as referred to in paragraph (1) letter b in relation to the nomination of such candidates in PVML, the candidates must disclose Conflicts of Interest in the competency and propriety assessment process. (3) In the event that, based on the Financial Services Authority's assessment, there are Conflicts of Interest or potential Conflicts of Interest from former employees or officials of the Financial Services Authority as candidates for DPS as referred to in paragraph (1) letter b in relation to the nomination of such candidates in PVML, the Financial Services Authority has the authority to determine necessary supervisory actions. (4) PVML must implement determinations issued by the Financial Services Authority regarding necessary supervisory actions to prevent conflicts of interest or potential conflicts of interest as referred to in paragraph (3).
Pasal 60
(1) PVML must ensure that every candidate for DPS obtains approval from the Financial Services Authority through the implementation of competency and propriety assessments.
(2) Provisions regarding the obligation to obtain approval for competency and propriety assessments as referred to in paragraph (1) are exempted for Microfinance Institutions of medium and small business scale. (3) Competency and propriety assessments as referred to in paragraph (1) and paragraph (2) are conducted in accordance with Financial Services Authority Regulations regarding competency and propriety assessments for key parties of financial service institutions.
Pasal 61
(1) DPS must:
a. perform duties and authority to conduct supervision and provide advice and suggestions to the Board of Directors so that PVML or UUS activities are in accordance with Sharia Principles; b. perform duties, authority, and responsibilities with good faith and with prudential principles;
c. direct, monitor, and evaluate the effectiveness of the implementation of Good Corporate Governance, risk management, compliance, and internal audit; and
d. supervise the Board of Directors' follow-up on findings from internal audit units, external auditors, results of Financial Services Authority supervision, and/or results of supervision by other authorities and institutions, regarding the implementation of Sharia Principles. (2) The implementation of duties by DPS as referred to in paragraph (1) is conducted against:
a. business activities based on Sharia Principles; b. business agreements based on Sharia Principles marketed by PVML and UUS; and
c. business marketing practices based on Sharia Principles conducted by PVML and UUS.
(3) DPS must ensure effective, precise, and timely decision-making and can act independently, having no interests that can interfere with their ability to perform duties independently and objectively. (4) In implementing duties by DPS as referred to in paragraph (1), DPS may be assisted by committee members and/or employees whose organizational structure is under the Board of Commissioners and/or Board of Directors.
Pasal 62
DPS are prohibited from:
a. utilizing their position in PVML and UUS where DPS serve for personal, family, and/or third-party interests that may harm or reduce the profits of PVML and UUS where DPS members serve; and b. taking and/or receiving personal benefits from PVML and UUS where DPS serve, other than remuneration and other facilities determined based on GMS decisions.
Pasal 63
DPS have the right to obtain information from the Board of Directors regarding PVML that is accurate, relevant, and timely.
Pasal 64
(1) In the event that DPS assess that there are policies or actions by Board of Directors members related to matters as referred to in Article 61 paragraph (2) that are not in accordance with Sharia Principles, DPS must request explanations from Board of Directors members regarding policies or actions by Board of Directors members that are not in accordance with Sharia Principles. (2) In the event that the Board of Directors rejects the results of DPS assessments as referred to in paragraph (1), DPS must report completely and comprehensively to the Financial Services Authority and copy the Board of Directors within a maximum of 7 (seven) working days from the receipt of explanations by Board of Directors members by DPS. (3) In the event that the Board of Directors accepts the results of DPS assessments as referred to in paragraph (1), DPS requests the Board of Directors to make corrections to the policies or actions of Board of Directors members to be in accordance with Sharia Principles. (4) In the event that Board of Directors members do not make corrections to policies or actions as referred to in paragraph (3), DPS must immediately report completely and comprehensively to the Financial Services Authority and copy the Board of Directors within a maximum of 7 (seven) working days from the discovery that Board of Directors members did not make the intended corrections.
Pasal 65
(1) DPS must hold meetings with the Board of Directors, Executive Officers, and/or UUS leaders periodically at least 1 (one) time every 2 (two) months.
(2) PVML must ensure that DPS records the results of meetings as referred to in paragraph (1) in meeting minutes and documents them properly.
(3) PVML must ensure that DPS clearly states any differences of opinion occurring in meeting decisions as referred to in paragraph (1) in meeting minutes, accompanied by the reasons for such differences of opinion. (4) Participants present or absent from meetings as referred to in paragraph (1) have the right to receive copies of meeting minutes as referred to in paragraph (3). (5) The number of meetings as referred to in paragraph (1) held and the attendance of each meeting participant must be included in the report on the implementation of Good Corporate Governance.
Pasal 66
(1) Violations of the provisions as referred to in Article 53 paragraph (1), paragraph (2), Article 54 paragraph (1), paragraph (2), paragraph (3), Article 58 paragraph (1), paragraph (3), Article 59 paragraph (1), paragraph (4), Article 60 paragraph (1), Article 61 paragraph (1), paragraph (3), Article 62, Article 64 paragraph (1), paragraph (2), paragraph (4), and/or Article 65 paragraph (1), paragraph (2), paragraph (3), are subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. revocation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fine.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without prior imposition of administrative sanctions in the form of written warnings as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most Rp50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that violations of the provisions as referred to in paragraph (1) occur and the violations have been corrected, the Financial Services Authority imposes administrative sanctions in the form of written warnings that end automatically. (6) In addition to administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. conduct a re-evaluation of the main parties causing PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of parties causing PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
BAB VII
COMMITTEES
Pasal 67
(1) In assisting the implementation of duties and responsibilities, the Board of Commissioners in PVML with total assets exceeding Rp250,000,000,000.00 (two hundred fifty billion rupiah) must establish:
a. audit committees; b. risk monitoring committees; and
c. remuneration and nomination committees.
(2) In addition to committees as referred to in paragraph (1), the Board of Commissioners may establish other committees to support the implementation of the Board of Commissioners' duties.
(3) Committees established by the Board of Commissioners as referred to in paragraph (1) and paragraph (2) are responsible to the Board of Commissioners.
Pasal 68
(1) The appointment and dismissal of committee members established by the Board of Commissioners as referred to in Article 67 must be carried out by the Board of Directors based on Board of Commissioners meeting decisions. (2) The Board of Commissioners must evaluate the performance of committees as referred to in paragraph (1) at least at the end of each fiscal year.
Pasal 69
(1) Audit committees as referred to in Article 67 paragraph (1) letter a must consist of at least:
a. 1 (one) Independent Commissioner serving as chairman; and b. 1 (one) Independent Party having expertise in the field of:
Pasal 70
(1) Risk monitoring committees as referred to in Article 67 paragraph (1) letter b must consist of at least:
a. 1 (one) Independent Commissioner serving as chairman; and b. 1 (one) Independent Party having expertise in the field of finance and/or risk management serving as a member.
(2) For PVML conducting business activities based on Sharia Principles and PVML conducting conventional business activities that have UUS, DPS may become members of the risk monitoring committee. (3) The expertise of Independent Parties as referred to in paragraph (1) letter b is evidenced by:
a. holding competency certificates to support the implementation of functions and responsibilities of the committees; and/or b. holding risk management certificates.
(4) Risk monitoring committees as referred to in paragraph (1) must implement:
a. evaluations regarding the conformity between risk management policies and PVML policy implementation; and b. monitoring and evaluation of the implementation of duties by risk management committees and risk management units. (5) Board of Directors members are prohibited from becoming members of risk monitoring committees as referred to in paragraph (1).
Pasal 71
(1) Remuneration and nomination committees as referred to in Article 67 paragraph (1) letter c must consist of at least:
a. 1 (one) Independent Commissioner serving as chairman; b. 1 (one) member of the Board of Commissioners; and
c. 1 (one) Executive Officer specializing in human resource management.
(2) Remuneration and nomination committees as referred to in paragraph (1) must:
a. perform evaluations and recommendations regarding remuneration policies; and b. formulate and provide recommendations regarding nomination policies, at least:
Pasal 72
Former Board of Directors members, Executive Officers, or parties having relationships with PVML that can affect the individual's ability to
must undergo a waiting period of at least 6 (six) months before becoming an Independent Party in a committee member at the relevant PVML as referred to in Article 69 paragraph (1) letter b and Article 70 paragraph (1) letter b.
Article 73
(1) PVML must have guidelines and working rules for committees formed by the Board of Commissioners as referred to in Article 67.
(2) The guidelines and working rules for committees as referred to in paragraph (1) must at least contain:
a. the purpose of forming the committee; b. duties, responsibilities, and authority of the committee;
c. structure and membership of the committee;
d. committee meetings, quorum, and decision-making; e. term of office of committee members from Independent Parties; f. performance evaluation mechanisms; and g. period for periodic review of committee guidelines and working rules.
Article 74
(1) Committee meetings are held in accordance with the established guidelines and working rules.
(2) Meetings of the audit committee or risk monitoring committee must be attended by a majority of committee members, including 1 (one) Independent Commissioner and 1 (one) Independent Party. (3) Meetings of the remuneration and nomination committee must be attended by a majority of the remuneration and nomination committee members, including 1 (one) Independent Commissioner and 1 (one) official under the Board of Directors in charge of human resources.
Article 75
(1) Committee decisions are first made based on deliberation for consensus.
(2) In the event that deliberation for consensus as referred to in paragraph (1) does not occur, decision-making is carried out based on the majority vote.
(3) PVML must ensure that the committee records the results of committee meetings as referred to in paragraph (1) in the meeting minutes and documents them properly.
(4) PVML must ensure that the committee clearly states any differences of opinion that occurred in the committee meeting as referred to in paragraph (1) in the meeting minutes, along with the reasons for such differences of opinion. (5) Committee members present or absent at the committee meeting have the right to receive copies of the committee meeting minutes. (6) The number of committee meetings held and the attendance of each committee member must be included in the Good Corporate Governance Implementation Report.
Article 76
(1) Violations of the provisions as referred to in Article 67 paragraph (1), Article 68, Article 69 paragraph (1), paragraph (4), paragraph (7), Article 70 paragraph (1), paragraph (4), paragraph (5), Article 71 paragraph (1), paragraph (2), paragraph (4), Article 72, Article 73 paragraph (1), and/or Article 75 paragraph (3), paragraph (4), shall be subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. cancellation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fines.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without prior imposition of administrative sanctions in the form of written warnings as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most IDR 50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that a violation of the provisions as referred to in paragraph (1) occurs and the violation has been corrected, the Financial Services Authority imposes an administrative sanction in the form of a written warning that ends automatically. (6) In addition to administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. re-evaluate the main parties that caused PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of parties that caused PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER VIII
RISK MANAGEMENT
Article 77
(1) PVML implements effective risk management, which is adjusted to the objectives, business policies, size, and complexity of business as well as PVML's capabilities.
(2) The implementation of risk management as referred to in paragraph (1) is carried out in accordance with Financial Services Authority Regulations regarding the implementation of risk management for PVML. (3) PVML implements anti-money laundering, terrorism financing prevention, and proliferation of weapons of mass destruction financing prevention programs in carrying out business activities, in accordance with Financial Services Authority Regulations regarding the implementation of anti-money laundering, terrorism financing prevention, and proliferation of weapons of mass destruction financing prevention programs in the financial services sector.
CHAPTER IX
ANTI-FRAUD STRATEGY
Article 78
(1) PVML formulates and implements anti-fraud strategies effectively in carrying out business activities.
(2) The formulation and implementation of anti-fraud strategies as referred to in paragraph (1) are carried out in accordance with Financial Services Authority Regulations regarding the implementation of anti-fraud strategies applicable to PVML.
CHAPTER X
COMPLIANCE FUNCTION
Article 79
(1) PVML must ensure compliance with Financial Services Authority regulations and statutory regulations.
(2) To ensure compliance as referred to in paragraph (1), PVML must have a Board of Directors member who oversees the compliance function.
(3) The Board of Directors member who oversees the compliance function as referred to in paragraph (2) has duties and responsibilities at least:
a. formulating strategies to foster a culture of compliance; b. ensuring that PVML's business activities meet all statutory regulations; and
c. other duties related to the implementation of the compliance function.
(4) PVML must ensure that the Board of Directors member who oversees the compliance function as referred to in paragraph (2) is not concurrently held by a Board of Directors member who oversees the financing function, marketing function, and finance and accounting function. (5) Provisions regarding the obligation to have a Board of Directors member who oversees the compliance function as referred to in paragraph (2) and the concurrent holding of the Board of Directors member who oversees the compliance function as referred to in paragraph (4) are exempted for Medium and Small Scale Microfinance Institutions.
Article 80
(1) PVML with total assets exceeding IDR 250,000,000,000.00 (two hundred fifty billion rupiah) must form a compliance work unit.
(2) PVML with total assets up to IDR 250,000,000,000.00 (two hundred fifty billion rupiah) must have a function responsible for the implementation of compliance.
(3) Provisions regarding the obligation to have a function responsible for the implementation of compliance as referred to in paragraph (2) are exempted for Medium and Small Scale Microfinance Institutions. (4) The compliance work unit as referred to in paragraph (1) and the risk management work unit may be merged into 1 (one) work unit handling compliance and risk management.
Article 81
(1) The work unit or function as referred to in Article 80 paragraph (1) and paragraph (2) is tasked with assisting the Board of Directors in ensuring compliance with statutory regulations in the field of PVML and other statutory regulations. (2) The work unit or function as referred to in paragraph (1) is responsible to the Board of Directors member who oversees the compliance function.
Article 82
For PVML conducting business activities based on Sharia Principles, the Board of Directors member who oversees the compliance function as referred to in Article 79 paragraph (2) and the compliance work unit as referred to in Article 80 paragraph (1) coordinate with the relevant Sharia Supervisory Board regarding the implementation of the compliance function for Sharia Principles.
Article 83
(1) Violations of the provisions as referred to in Article 79 paragraph (1), paragraph (2), paragraph (4) and/or Article 80 paragraph (1), paragraph (2), shall be subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. cancellation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fines.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without prior imposition of administrative sanctions in the form of written warnings as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most IDR 50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that a violation of the provisions as referred to in paragraph (1) occurs and the violation has been corrected, the Financial Services Authority imposes an administrative sanction in the form of a written warning that ends automatically. (6) In addition to administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. re-evaluate the main parties that caused PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of parties that caused PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER XI
INTERNAL AUDIT FUNCTION
Article 84
(1) PVML with total assets exceeding IDR 250,000,000,000.00 (two hundred fifty billion rupiah) must form an internal audit work unit.
(2) PVML with total assets up to IDR 250,000,000,000.00 (two hundred fifty billion rupiah) must implement the internal audit function effectively.
(3) The internal audit work unit as referred to in paragraph (2) reports directly to the President Director.
Article 85
(1) The internal audit work unit as referred to in Article 84 paragraph (1) and paragraph (2) must have and carry out duties and responsibilities at least:
a. formulating and realizing the annual audit program plan; b. assisting the President Director and Board of Commissioners in supervising PVML operations, especially for monitoring audit results;
c. making analysis and assessment in the fields of finance, accounting, operations, and other activities; and
d. providing improvement suggestions and objective information about audited activities at all levels of management.
(2) The Financial Services Authority may request PVML to present the annual audit program plan and realization as referred to in paragraph (1) letter a.
(3) PVML must have internal audit guidelines and working rules containing at least:
a. duties, responsibilities, and authority; b. requirements and code of ethics for internal auditors; and
c. coordination and accountability mechanisms for internal audit results.
Article 86
(1) Violations of the provisions as referred to in Article 84 paragraph (1), paragraph (2) and/or Article 85 paragraph (1), paragraph (3), shall be subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. cancellation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fines.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without prior imposition of administrative sanctions in the form of written warnings as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most IDR 50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that a violation of the provisions as referred to in paragraph (1) occurs and the violation has been corrected, the Financial Services Authority imposes an administrative sanction in the form of a written warning that ends automatically. (6) In addition to administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. re-evaluate the main parties that caused PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of parties that caused PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER XII
EXTERNAL AUDITOR
Article 87
(1) In providing transparent and quality financial information, PVML uses external auditors conducted by public accountants.
(2) The use and appointment of public accountants at PVML is carried out in accordance with Financial Services Authority Regulations regarding the use of public accountants and public accounting firms in financial services activities.
CHAPTER XIII
CONFLICT OF INTEREST
Article 88
(1) Board of Directors members, Board of Commissioners members, PVML committee members, Sharia Supervisory Board (DPS), Executive Officials, and PVML employees must avoid all forms of conflict of interest in the implementation of PVML management and supervision tasks. (2) In the event of a conflict of interest, Board of Directors members, Board of Commissioners members, PVML committee members, DPS, Executive Officials, and PVML employees must disclose the conflict of interest in every decision that meets the conditions of having a conflict of interest. (3) In addition to disclosing conflicts of interest as referred to in paragraph (2), Board of Directors members, Board of Commissioners members, PVML committee members, DPS, Executive Officials, and PVML employees are prohibited from taking actions that have the potential to harm PVML or reduce PVML's profits. (4) PVML must have a conflict of interest policy aimed at identifying, reducing, and managing potential conflicts of interest that may arise in PVML due to the implementation of PVML's business activities, which are codified in regulations.
Article 89
(1) Violations of the provisions as referred to in Article 88 paragraph (2), paragraph (3), and/or paragraph (4), shall be subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. cancellation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fines.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without prior imposition of administrative sanctions in the form of written warnings as referred to in paragraph (1) letter a. (3) Administrative fines as referred to in paragraph (1) letter g are imposed at most IDR 50,000,000.00 (fifty million rupiah). (4) In the event that PVML and Sharia Business Units (UUS) have fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that a violation of the provisions as referred to in paragraph (1) occurs and the violation has been corrected, the Financial Services Authority imposes an administrative sanction in the form of a written warning that ends automatically. (6) In addition to administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. re-evaluate the main parties that caused PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of parties that caused PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER XIV
REMUNERATION POLICY
Article 90
(1) PVML must apply governance in the provision of remuneration for Board of Directors members, Board of Commissioners members, DPS, and PVML employees.
(2) PVML establishes in the articles of association regarding the policy and procedures for setting remuneration and nomination for Board of Directors members, Board of Commissioners members, DPS, and PVML employees in accordance with statutory regulations. (3) The provision of remuneration as referred to in paragraph (1) must consider at least:
a. financial performance and fulfillment of PVML obligations as regulated in statutory regulations; b. individual work performance;
c. fairness with PVML and/or equivalent job levels (peer group); and
d. consideration of PVML's long-term goals and strategies.
(4) PVML must formulate and establish remuneration policies for Board of Directors members, Board of Commissioners members, DPS, and PVML employees containing at least:
a. remuneration structure at least:
Article 91
(1) PVML may defer the payment of variable remuneration that is deferred or withdraw variable remuneration that has already been paid under certain conditions established by PVML.
(2) Under certain conditions, the Financial Services Authority has the authority to:
a. review the amount of variable remuneration for Directors, Board of Commissioners, DPS, and/or PVML employees; b. evaluate the payment of variable remuneration that is not in accordance with the principles of fairness and justice; and/or
c. order PVML to adjust variable remuneration policies.
Article 92
(1) Violations of the provisions as referred to in Article 90 paragraph (1) and/or paragraph (4), shall be subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. cancellation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fines.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without prior imposition of administrative sanctions in the form of written warnings as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most IDR 50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that a violation of the provisions as referred to in paragraph (1) occurs and the violation has been corrected, the Financial Services Authority imposes an administrative sanction in the form of a written warning that ends automatically. (6) In addition to administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. re-evaluate the main parties that caused PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of parties that caused PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER XV
INFORMATION TRANSPARENCY
Article 93
In fulfilling the implementation of good corporate governance, PVML must disclose:
a. share ownership of Board of Directors and Board of Commissioners members reaching 5% (five percent) or more in the PVML where Board of Directors and Board of Commissioners members serve and/or in other companies located domestically and internationally; b. financial relationships of Board of Directors and Board of Commissioners members with other Board of Directors members, other Board of Commissioners members, DPS, PVML shareholders, and/or PVML employees where Board of Directors and Board of Commissioners members serve; and
c. family relationships of Board of Directors and Board of Commissioners members with other Board of Directors members, other Board of Commissioners members, DPS, PVML shareholders, and/or PVML employees where Board of Directors and Board of Commissioners members serve up to the second degree both horizontally and vertically.
d. remuneration and facilities received by Board of Directors and Board of Commissioners members, in the Good Corporate Governance Implementation Report.
Article 94
PVML must disclose to the Financial Services Authority regarding important matters, including:
a. resignation or dismissal of external auditors; b. material transactions with parties having affiliate relationships;
c. Conflicts of Interest that are ongoing and/or may occur; and
d. other material information regarding PVML, in the Good Corporate Governance Implementation Report.
Article 95
(1) PVML's information transparency policy must be provided to the Financial Services Authority based on the principles of completeness, accuracy, timeliness, and integrity.
(2) PVML must have a reliable and adequate information management system for:
a. improving the quality of decision-making processes by the Board of Directors and all levels or tiers of the organization; b. improving the quality of supervision processes by the Board of Commissioners; and
c. supervision needs by the Financial Services Authority and other Stakeholders.
(3) PVML must implement information transparency regarding the use of PVML consumer data with reference to Financial Services Authority Regulations regarding consumer and community protection in the financial services sector.
Article 96
(1) Violations of the provisions as referred to in Article 93, Article 94, and/or Article 95, shall be subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. cancellation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fines.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without prior imposition of administrative sanctions in the form of written warnings as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most IDR 50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that a violation of the provisions as referred to in paragraph (1) occurs and the violation has been corrected, the Financial Services Authority imposes an administrative sanction in the form of a written warning that ends automatically. (6) In addition to administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. re-evaluate the main parties that caused PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of parties that caused PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER XVI
BUSINESS ETHICS
Article 97
PVML must formulate guidelines on ethical behavior, containing business ethics values, as a guide for the PVML Organ and all PVML employees.
Article 98
PVML is prohibited from taking actions intended to exploit loopholes in regulations or business ethics that are inconsistent with sound PVML management principles, which can increase risks for the PVML, and/or bring unfair benefits.
Article 99
(1) Members of the Board of Directors, Members of the Board of Commissioners, DPS, and PVML employees are prohibited from offering or providing anything, directly or indirectly, to other parties, to influence decision-making related to PVML business activities, in violation of applicable laws and regulations. (2) Members of the Board of Directors, Members of the Board of Commissioners, DPS, and PVML employees are prohibited from receiving anything for the benefit of themselves, their families, and/or other parties, in violation of applicable laws and regulations, directly or indirectly, from anyone, which can influence decision-making related to PVML business activities.
Article 100
(1) Violations of the provisions as referred to in Article 97, Article 98, and/or Article 99, shall be subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. revocation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fine.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without being preceded by the imposition of an administrative sanction in the form of a written warning as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most Rp50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that a violation of the provisions as referred to in paragraph (1) occurs and the violation has been corrected, the Financial Services Authority imposes an administrative sanction in the form of a written warning that ends automatically. (6) In addition to the administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. conduct a re-evaluation of the main parties causing PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of the parties causing PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER XVII
FINANCING POLICY
Article 101
(1) PVML must have written policies and procedures for financing disbursement.
(2) Provisions regarding the obligation to have policies and procedures for financing disbursement as referred to in paragraph (1) are exempted for Technology-Based Joint Financing Service Providers. (3) Policies and procedures for financing disbursement as referred to in paragraph (1) must at least contain:
a. prudence principles in financing; b. financing organization and management;
c. financing approval policy;
d. financing documentation and administration; e. financing supervision; and f. resolution of problematic financing.
(4) Policies and procedures for financing disbursement as referred to in paragraph (1) must:
a. be determined by the Board of Directors; b. be approved by the Board of Commissioners; and
c. be socialized to management and employees in relevant work units.
(5) The Financial Services Authority may conduct evaluations of policies and procedures regarding financing disbursement as referred to in paragraph (1).
Article 102
(1) PVML must:
a. ensure that the Board of Directors and all levels or tiers of the organization make financing decisions professionally; and b. optimize the added value of PVML's assets, while still paying attention to protection for consumers and other Stakeholders. (2) PVML must formulate and implement internal control policies and procedures to ensure that the financing granting process is carried out in accordance with policies and procedures regarding financing disbursement, and does not violate applicable laws and regulations.
Article 103
(1) Violations of the provisions as referred to in Article 101 paragraph (1), paragraph (4), and/or Article 102, shall be subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. revocation of approval; f. reduction of risk assessment results; g. administrative fine.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without being preceded by the imposition of an administrative sanction in the form of a written warning as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most Rp50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that a violation of the provisions as referred to in paragraph (1) occurs and the violation has been corrected, the Financial Services Authority imposes an administrative sanction in the form of a written warning that ends automatically. (6) In addition to the administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. conduct a re-evaluation of the main parties causing PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of the parties causing PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER XVIII
SUSTAINABLE FINANCE APPLICATION
Article 104
(1) PVML applies sustainable finance in business activities and formulates a sustainable finance action plan.
(2) The application of sustainable finance and the imposition of administrative sanctions related to violations of provisions are carried out in accordance with Financial Services Authority Regulations regarding the application of sustainable finance for financial service institutions, issuers, and public companies. (3) Provisions regarding the application of sustainable finance as referred to in paragraph (1) are exempted for Microfinance Institutions and Technology-Based Joint Financing Service Providers.
CHAPTER XIX
BUSINESS PLAN
Article 105
(1) PVML must formulate a realistic business plan.
(2) Provisions regarding business plans as referred to in paragraph (1) are exempted for Microfinance Institutions at the small business scale.
(3) The formulation of business plans as referred to in paragraph (1) is carried out in accordance with Financial Services Authority Regulations regarding business plans for non-bank financial service institutions.
CHAPTER XX
REPORTING ON GOOD CORPORATE GOVERNANCE
Article 106
(1) PVML must conduct self-assessments of the application of Good Corporate Governance periodically.
(2) The results of PVML's self-assessment of the application of Good Corporate Governance in PVML as referred to in paragraph (1) are an inseparable part of the corporate governance implementation report.
Article 107
(1) The Financial Services Authority conducts assessments of the application of Good Corporate Governance.
(2) The Financial Services Authority may request PVML to carry out or not carry out certain actions to improve the assessment results of the application of Good Corporate Governance as referred to in paragraph (1). (3) PVML must fulfill the Financial Services Authority's request to carry out or not carry out certain actions as referred to in paragraph (2).
Article 108
(1) PVML must formulate a report on the application of Good Corporate Governance at the end of each fiscal year.
(2) The report on the application of Good Corporate Governance as referred to in paragraph (1) must at least contain:
a. transparency of the application of Good Corporate Governance disclosing all aspects of the implementation of Good Corporate Governance principles as referred to in Article 2 paragraph (4); b. self-assessment of the application of Good Corporate Governance as referred to in Article 106; and
c. action plans including necessary corrective actions, completion timeframes, and obstacles/difficulties in completion, if there are still deficiencies in the application of Good Corporate Governance.
(3) The report on the application of Good Corporate Governance as referred to in paragraph (1) must be submitted no later than April 30 of the following year.
(4) In the event that April 30 as referred to in paragraph (3) is a holiday, the submission deadline for the report is the first working day after April 30.
(5) For PVMLs applying health assessment levels with a Good Corporate Governance factor, the report on the application of Good Corporate Governance as referred to in paragraph (1) is part of the health assessment level report. (6) The submission of the health assessment level report as referred to in paragraph (5) is carried out in accordance with Financial Services Authority Regulations regarding the health assessment level of non-bank financial service institutions. (7) Provisions regarding the form and structure of the report on the application of Good Corporate Governance as referred to in paragraph (1) are determined by the Financial Services Authority.
Article 109
(1) Violations of the provisions as referred to in Article 106 paragraph (1), Article 107 paragraph (3), and/or Article 108 paragraph (1), paragraph (3), shall be subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. revocation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fine.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without being preceded by the imposition of an administrative sanction in the form of a written warning as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most Rp50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that a violation of the provisions as referred to in paragraph (1) occurs and the violation has been corrected, the Financial Services Authority imposes an administrative sanction in the form of a written warning that ends automatically. (6) In addition to the administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. conduct a re-evaluation of the main parties causing PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of the parties causing PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER XXI
ADJUSTMENT OF GOOD CORPORATE GOVERNANCE APPLICATION
Article 110
(1) PVMLs based on:
a. annual financial reports of PVML audited by public accountants, for PVMLs required to formulate annual financial reports audited by public accountants; or b. monthly financial reports for the month of December, for PVMLs not required to formulate annual financial reports audited by public accountants, experiencing an increase in total assets to more than Rp250,000,000,000.00 (two hundred fifty billion rupiah), must make adjustments to meet the provisions based on the new total assets as regulated in this Financial Services Authority Regulation no later than 1 (one) year after the date of PVML's financial report. (2) PVMLs based on:
a. annual financial reports of PVML audited by public accountants, for PVMLs required to formulate annual financial reports audited by public accountants; or b. monthly financial reports for the month of December, for PVMLs not required to formulate annual financial reports audited by public accountants, experiencing a decrease in total assets to less than or equal to Rp250,000,000,000.00 (two hundred fifty billion rupiah) may make adjustments to meet the provisions based on the new total assets as regulated in this Financial Services Authority Regulation.
Article 111
(1) Violations of the provisions of Articles as referred to in Article 110 paragraph (1), shall be subject to administrative sanctions in the form of:
a. written warning; b. suspension of part or all of business activities;
c. restriction of certain business activities;
d. reduction of risk assessment results; e. revocation of approval; f. dismissal and/or replacement of the Board of Directors; and/or g. administrative fine.
(2) Administrative sanctions as referred to in paragraph (1) letters b through g may be imposed with or without being preceded by the imposition of an administrative sanction in the form of a written warning as referred to in paragraph (1) letter a. (3) Administrative sanctions in the form of administrative fines as referred to in paragraph (1) letter g are imposed at most Rp50,000,000.00 (fifty million rupiah). (4) In the event that PVML has fulfilled the provisions as referred to in paragraph (1), the Financial Services Authority revokes the administrative sanction. (5) In the event that a violation of the provisions as referred to in paragraph (1) occurs and the violation has been corrected, the Financial Services Authority imposes a written warning sanction that ends automatically. (6) In addition to the administrative sanctions as referred to in paragraph (1), the Financial Services Authority may:
a. reduce the health assessment results of PVML; b. conduct a re-evaluation of the main parties causing PVML to violate the provisions as referred to in paragraph (1); and/or
c. record the track record of the parties causing PVML to violate the provisions as referred to in paragraph (1) in the Financial Services Authority's electronic system.
CHAPTER XXII
OTHER PROVISIONS
Article 112
The Financial Services Authority may, based on certain considerations, provide approvals or policies different from this Financial Services Authority Regulation.
CHAPTER XXIII
TRANSITIONAL PROVISIONS
Article 113
(1) For Venture Capital Companies, Pawnshop Companies, and Technology-Based Joint Financing Service Providers that have obtained business licenses and have total assets of more than Rp250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Board of Directors members as referred to in Article 12 paragraph (1) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (2) For Microfinance Institutions that have obtained business licenses and have total assets of more than Rp250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Board of Directors members as referred to in Article 12 paragraph (1) are declared to take effect 3 (three) years after this Financial Services Authority Regulation is promulgated. (3) For Pawnshop Companies that have obtained business licenses and:
a. have national and provincial business scope areas and have total assets up to Rp250,000,000,000.00 (two hundred fifty billion rupiah); and b. have district/city business scope areas and have total assets starting from Rp10,000,000,000.00 (ten billion rupiah) up to Rp250,000,000,000.00 (two hundred fifty billion rupiah), before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Board of Directors members as referred to in Article 12 paragraph (2) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (4) For Microfinance Institutions that have obtained business licenses and:
a. collect public funds and have total assets up to Rp250,000,000,000.00 (two hundred fifty billion rupiah); and b. do not collect public funds and have total assets starting from Rp10,000,000,000.00 (ten billion rupiah) up to Rp250,000,000,000.00 (two hundred fifty billion rupiah), before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Board of Directors members as referred to in Article 12 paragraph (2) are declared to take effect 3 (three) years after this Financial Services Authority Regulation is promulgated. (5) At the time this Financial Services Authority Regulation is promulgated until the end of the implementation period as referred to in paragraphs (1) through (4):
a. Venture Capital Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the minimum number of Board of Directors members in accordance with Financial Services Authority Regulation Number 36/POJK.05/2015 regarding Good Corporate Governance for Venture Capital Companies; b. Technology-Based Joint Financing Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the minimum number of Board of Directors members in accordance with Financial Services Authority Regulation Number 10/POJK.05/2022 regarding Technology-Based Joint Financing Services; and
c. Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the minimum number of Board of Directors members in accordance with Financial Services Authority Regulation Number 10/POJK.05/2021 regarding Business Licensing and Institutional Structure of Microfinance Institutions.
(6) Violations of Financial Services Authority Regulations as referred to in paragraph (5) regarding the minimum number of Board of Directors members known before the implementation of this Financial Services Authority Regulation until the end of the implementation period as referred to in paragraphs (1) through (4) are subject to sanctions based on the provisions in the Financial Services Authority Regulations as referred to in paragraph (5). (7) Venture Capital Companies, Microfinance Institutions, Pawnshop Companies, and Technology-Based Joint Financing Service Providers subject to administrative sanctions based on Financial Services Authority Regulations as referred to in paragraph (5) regarding the minimum number of Board of Directors members and unable to correct the violations, are subject to further administrative sanctions in accordance with the provisions in this Financial Services Authority Regulation.
Article 114
(1) For PVMLs that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to appoint one (1) Board of Directors member as the Chief Executive Director as referred to in Article 13 paragraph (1) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (2) For Boards of Directors who have served as Chief Executive Directors in PVMLs and are individual shareholders and/or have family relationships up to the second degree, both horizontally and vertically, with individual shareholders in the PVML where they serve as referred to in Article 13 paragraph (3) before this Financial Services Authority Regulation is promulgated, may continue to serve until the end of their term of office and cannot extend their term of office.
Article 115
(1) For Financing Companies, Infrastructure Financing Companies, Venture Capital Companies, and Technology-Based Joint Financing Service Providers that have obtained business licenses and do not have ownership of PVML by foreign legal entities and/or foreign citizens, directly or indirectly, before this Financial Services Authority Regulation is promulgated, the provisions regarding all Board of Directors members being Indonesian citizens as referred to in Article 14 paragraph (1) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (2) For Financing Companies, Infrastructure Financing Companies, Venture Capital Companies, and Technology-Based Joint Financing Service Providers that have obtained business licenses and have PVML ownership by foreign legal entities and/or foreign citizens, directly or indirectly, of less than 25% (twenty-five percent) before this Financial Services Authority Regulation is promulgated, the provisions regarding all Board of Directors members being Indonesian citizens as referred to in Article 14 paragraph (2) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (3) For Financing Companies, Infrastructure Financing Companies, Venture Capital Companies, and Technology-Based Joint Financing Service Providers that have obtained business licenses and have PVML ownership by foreign legal entities and/or foreign citizens, directly or indirectly, of more than 25% (twenty-five percent) before this Financial Services Authority Regulation is promulgated, the provisions regarding the ratio of the number of Board of Directors members who are Indonesian citizens as referred to in Article 14 paragraph (4) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (4) At the time this Financial Services Authority Regulation is promulgated until the end of the implementation period as referred to in paragraphs (1) through (3):
a. Financing Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the nationality of Board of Directors members in accordance with Financial Services Authority Regulation Number 30/POJK.05/2014 regarding Good Corporate Governance for Financing Companies
Financing as amended by the Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendment to the Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies; b. Venture Capital Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated, must continue to meet the provisions regarding the citizenship of Board of Directors members in accordance with the Financial Services Authority Regulation Number 36/POJK.05/2015 concerning Good Corporate Governance for Venture Capital Companies; and
c. Technology-Based Crowdfunding Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated, must continue to meet the provisions regarding the citizenship of Board of Directors members in accordance with the Financial Services Authority Regulation Number 10/POJK.05/2022 concerning Technology-Based Crowdfunding Services.
(5) Violations of the Financial Services Authority Regulation as referred to in paragraph (4) regarding the citizenship of Board of Directors members that are known before this Financial Services Authority Regulation comes into force until the end of its validity period as referred to in paragraph (1) through paragraph (3) are subject to sanctions based on the provisions in the Financial Services Authority Regulation as referred to in paragraph (4).
(6) Financing Companies, Infrastructure Financing Companies, Venture Capital Companies, and Technology-Based Crowdfunding Service Providers that are subject to administrative sanctions based on the Financial Services Authority Regulation as referred to in paragraph (4) regarding the citizenship of Board of Directors members and have not been able to rectify the violation, are subject to further administrative sanctions in accordance with the provisions of this Financial Services Authority Regulation.
Article 116
(1) For Pawnshop Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the domicile of Board of Directors members as referred to in Article 15 paragraph (1), are declared to come into force 2 (two) years after this Financial Services Authority Regulation is promulgated.
(2) For Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the domicile of Board of Directors members as referred to in Article 15 paragraph (1), are declared to come into force 3 (three) years after this Financial Services Authority Regulation is promulgated.
Article 117
(1) For PVML that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the concurrent positions of Board of Directors members as referred to in Article 20 paragraph (1), are declared to come into force 3 (three) years after this Financial Services Authority Regulation is promulgated.
(2) Board of Directors members who have held concurrent positions exceeding the limits as referred to in Article 20 paragraph (1), before the aforementioned provisions are declared to come into force as referred to in paragraph (1), may continue to serve until the term of office for the concurrent position ends.
(3) At the time this Financial Services Authority Regulation is promulgated until the end of its validity period as referred to in paragraph (1):
a. Financing Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the concurrent positions of Board of Directors members in accordance with the Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies as amended by the Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendment to the Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies; b. Infrastructure Financing Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the concurrent positions of Board of Directors members in accordance with the Financial Services Authority Regulation Number 46/POJK.05/2020 concerning Infrastructure Financing Companies; and
c. Technology-Based Crowdfunding Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the concurrent positions of Board of Directors members in accordance with the Financial Services Authority Regulation Number 10/POJK.05/2022 concerning Technology-Based Crowdfunding Services;
d. Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the concurrent positions of Board of Directors members in accordance with the Financial Services Authority Regulation Number 10/POJK.05/2021 concerning Business Licensing and Institutional Framework of Microfinance Institutions.
(4) Violations of the Financial Services Authority Regulation as referred to in paragraph (3) regarding concurrent positions that are known before this Financial Services Authority Regulation comes into force until the end of its validity period as referred to in paragraph (1) and paragraph (2) are subject to sanctions based on the provisions in the Financial Services Authority Regulation as referred to in paragraph (3).
(5) Financing Companies, Infrastructure Financing Companies, Technology-Based Crowdfunding Service Providers, and Microfinance Institutions that are subject to administrative sanctions based on the Financial Services Authority Regulation as referred to in paragraph (3) regarding concurrent positions and have not been able to rectify the violation, are subject to further administrative sanctions in accordance with the provisions of this Financial Services Authority Regulation.
Article 118
(1) Board of Directors members of large-scale Microfinance Institutions who have served and have not yet undergone the ability and propriety assessment as referred to in Article 22 paragraph (1) before this Financial Services Authority Regulation is promulgated, may continue to serve as Board of Directors members until the end of their term of office.
(2) Managers of large-scale Microfinance Institutions who have served and have not yet undergone the ability and propriety assessment as referred to in Article 22 paragraph (3) before this Financial Services Authority Regulation is promulgated, may continue to serve as managers until the end of their term of office.
(3) Board of Directors members and managers of large-scale Microfinance Institutions as referred to in paragraph (1) and paragraph (2) must undergo the ability and propriety assessment based on this Financial Services Authority Regulation before the respective term of office is extended or transferred to another position within the same company.
Article 119
(1) For Venture Capital Companies that have obtained business licenses and have total assets of more than Rp250,000,000,000.00 (two hundred fifty billion rupiah) up to Rp500,000,000,000.00 (five hundred billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Board of Commissioners members as referred to in Article 32 paragraph (1), are declared to come into force 2 (two) years after this Financial Services Authority Regulation is promulgated.
(2) For Pawnshop Companies and Technology-Based Crowdfunding Service Providers that have obtained business licenses and have total assets of more than Rp250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Board of Commissioners members as referred to in Article 32 paragraph (1), are declared to come into force 2 (two) years after this Financial Services Authority Regulation is promulgated.
(3) For Microfinance Institutions that have obtained business licenses and have total assets of more than Rp250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Board of Commissioners members as referred to in Article 32 paragraph (1), are declared to come into force 3 (three) years after this Financial Services Authority Regulation is promulgated.
(4) For Pawnshop Companies and Technology-Based Crowdfunding Service Providers that have obtained business licenses and have total assets up to Rp250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Board of Commissioners members as referred to in Article 32 paragraph (2), are declared to come into force 2 (two) years after this Financial Services Authority Regulation is promulgated.
(5) For Microfinance Institutions that have obtained business licenses and have total assets up to Rp250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Board of Commissioners members as referred to in Article 32 paragraph (2), are declared to come into force 3 (three) years after this Financial Services Authority Regulation is promulgated.
(6) For Financing Companies, Infrastructure Financing Companies, Venture Capital Companies, Pawnshop Companies, and Technology-Based Crowdfunding Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation that the number of Board of Commissioners members is at most equal to the number of Board of Directors members as referred to in Article 32 paragraph (3), are declared to come into force 2 (two) years after this Financial Services Authority Regulation is promulgated.
(7) For Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation that the number of Board of Commissioners members is at most equal to the number of Board of Directors members as referred to in Article 32 paragraph (3), are declared to come into force 3 (three) years after this Financial Services Authority Regulation is promulgated.
(8) At the time this Financial Services Authority Regulation is promulgated until the end of its validity period as referred to in paragraph (1) through paragraph (7):
a. Venture Capital Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the minimum number of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 36/POJK.05/2015 concerning Good Corporate Governance for Venture Capital Companies; b. Technology-Based Crowdfunding Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the minimum number of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 10/POJK.05/2022 concerning Technology-Based Crowdfunding Services; and
c. Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the minimum number of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 10/POJK.05/2021 concerning Business Licensing and Institutional Framework of Microfinance Institutions.
(9) Violations of the Financial Services Authority Regulation as referred to in paragraph (8) regarding the minimum number of Board of Commissioners members that are known before this Financial Services Authority Regulation comes into force until the end of its validity period as referred to in paragraph (1) through paragraph (7) are subject to sanctions based on the provisions in the Financial Services Authority Regulation as referred to in paragraph (8).
(10) Venture Capital Companies, Pawnshop Companies, Technology-Based Crowdfunding Service Providers, and Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated and violate the provisions regarding the minimum number of Board of Commissioners members based on the Financial Services Authority Regulation as referred to in paragraph (8) are subject to further administrative sanctions in accordance with the provisions of this Financial Services Authority Regulation.
Article 120
For PVML that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to appoint one (1) Board of Commissioners member as the Lead Commissioner as referred to in Article 33 paragraph (1), are declared to come into force 2 (two) years after this Financial Services Authority Regulation is promulgated.
Article 121
(1) For Financing Companies, Infrastructure Financing Companies, Venture Capital Companies, and Technology-Based Crowdfunding Service Providers that have obtained business licenses and do not have ownership by foreign legal entities and/or foreign citizens, either directly or indirectly, before this Financial Services Authority Regulation is promulgated, the provisions regarding all Board of Commissioners members being Indonesian citizens as referred to in Article 34 paragraph (1), are declared to come into force 2 (two) years after this Financial Services Authority Regulation is promulgated.
(2) For Financing Companies, Infrastructure Financing Companies, Venture Capital Companies, and Technology-Based Crowdfunding Service Providers that have obtained business licenses and have ownership by foreign legal entities and/or foreign citizens, either directly or indirectly, of less than 25% (twenty-five percent) before this Financial Services Authority Regulation is promulgated, the provisions regarding all Board of Commissioners members being Indonesian citizens as referred to in Article 34 paragraph (1), are declared to come into force 2 (two) years after this Financial Services Authority Regulation is promulgated.
(3) For Financing Companies, Infrastructure Financing Companies, Venture Capital Companies, and Technology-Based Crowdfunding Service Providers that have obtained business licenses and have foreign ownership, either directly or indirectly, of more than 25% (twenty-five percent) before this Financial Services Authority Regulation is promulgated, the provisions regarding the ratio of the number of Board of Commissioners members who are Indonesian citizens as referred to in Article 34 paragraph (4), are declared to come into force 2 (two) years after this Financial Services Authority Regulation is promulgated.
(4) At the time this Financial Services Authority Regulation is promulgated until the end of its validity period as referred to in paragraph (1) through paragraph (3):
a. Financing Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the citizenship of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies as amended by the Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendment to the Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies; b. Venture Capital Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the citizenship of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 36/POJK.05/2015 concerning Good Corporate Governance for Venture Capital Companies; and
c. Technology-Based Crowdfunding Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the citizenship of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 10/POJK.05/2022 concerning Technology-Based Crowdfunding Services.
(5) Violations of the Financial Services Authority Regulation as referred to in paragraph (4) regarding the citizenship of Board of Commissioners members that are known before this Financial Services Authority Regulation comes into force until the end of its validity period as referred to in paragraph (1) through paragraph (3) are subject to sanctions based on the provisions in the Financial Services Authority Regulation as referred to in paragraph (4).
(6) Financing Companies, Venture Capital Companies, and Technology-Based Crowdfunding Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated and violate the provisions regarding the citizenship of Board of Commissioners members based on the Financial Services Authority Regulation as referred to in paragraph (5) are subject to further administrative sanctions in accordance with the provisions of this Financial Services Authority Regulation.
Article 122
(1) For PVML that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the domicile of Board of Commissioners members as referred to in Article 35 paragraph (1), are declared to come into force 2 (two) years after this Financial Services Authority Regulation is promulgated.
(2) At the time this Financial Services Authority Regulation is promulgated until the end of its validity period as referred to in paragraph (1):
a. Financing Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the domicile of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies as amended by the Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendment to the Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies; b. Venture Capital Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the domicile of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 36/POJK.05/2015 concerning Good Corporate Governance for Venture Capital Companies; and
c. Technology-Based Crowdfunding Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the domicile of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 10/POJK.05/2022 concerning Technology-Based Crowdfunding Services.
(3) Violations of the Financial Services Authority Regulation as referred to in paragraph (1) regarding the domicile of Board of Commissioners members that are known before this Financial Services Authority Regulation comes into force until the end of its validity period as referred to in paragraph (1) are subject to sanctions based on the provisions in the Financial Services Authority Regulation as referred to in paragraph (2).
(4) Financing Companies, Venture Capital Companies, and Technology-Based Crowdfunding Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated and violate the provisions regarding the citizenship of Board of Commissioners members based on the Financial Services Authority Regulation as referred to in paragraph (2) are subject to further administrative sanctions in accordance with the provisions of this Financial Services Authority Regulation.
Article 123
(1) For PVML that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the concurrent positions of Board of Commissioners members as referred to in Article 40 paragraph (1), are declared to come into force 3 (three) years after this Financial Services Authority Regulation is promulgated.
(2) Board of Commissioners members who have held concurrent positions exceeding the limits as referred to in Article 40 paragraph (1), before this Financial Services Authority Regulation is promulgated, may continue to serve until the term of office for the concurrent position ends.
(3) At the time this Financial Services Authority Regulation is promulgated until the end of its validity period as referred to in paragraph (1):
a. Financing Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the concurrent positions of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies as amended by the Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendment to the Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies; b. Infrastructure Financing Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the concurrent positions of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 46/POJK.05/2020 concerning Infrastructure Financing Companies;
c. Technology-Based Crowdfunding Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the concurrent positions of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 10/POJK.05/2022 concerning Technology-Based Crowdfunding Services; and
d. Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated must continue to meet the provisions regarding the concurrent positions of Board of Commissioners members in accordance with the Financial Services Authority Regulation Number 10/POJK.05/2021 concerning Business Licensing and Institutional Framework of Microfinance Institutions.
(4) Violations of the Financial Services Authority Regulation as referred to in paragraph (3) regarding the provisions on concurrent positions that are known before this Financial Services Authority Regulation comes into force until the end of its validity period as referred to in paragraph (1) and paragraph (2) are subject to sanctions based on the provisions in the Financial Services Authority Regulation as referred to in paragraph (3).
(5) Financing Companies, Infrastructure Financing Companies, Technology-Based Joint Financing Service Providers, and Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated and violate provisions regarding the nationality of the Board of Commissioners members based on the Financial Services Authority Regulation as referred to in paragraph (3) are subject to further administrative sanctions in accordance with the provisions of this Financial Services Authority Regulation.
Article 124
(1) Members of the Board of Commissioners of large-scale business Microfinance Institutions who have served and have not yet undergone the competency and propriety assessment as referred to in Article 42 paragraph (2) before this Financial Services Authority Regulation is promulgated, the aforementioned Board of Commissioners members may continue to serve as members of the Board of Commissioners until the end of their term of office. (2) Members of the Board of Commissioners of large-scale business Microfinance Institutions as referred to in paragraph (1) must undergo the competency and propriety assessment based on this Financial Services Authority Regulation before the respective individual undergoes term extension or position transfer within the same company.
Article 125
(1) For Venture Capital Companies that have obtained business licenses and have total assets of more than IDR 250,000,000,000.00 (two hundred fifty billion rupiah) up to IDR 500,000,000,000.00 (five hundred billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Independent Commissioners as referred to in Article 48 are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (2) At the time this Financial Services Authority Regulation is promulgated until the end of its implementation period as referred to in paragraph (1), Venture Capital Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the minimum number of Independent Commissioners in accordance with Financial Services Authority Regulation Number 36/POJK.05/2015 concerning Good Corporate Governance for Venture Capital Companies. (3) Violations of the Financial Services Authority Regulation as referred to in paragraph (2) regarding the minimum number of Independent Commissioners known before the implementation of this Financial Services Authority Regulation until the end of the implementation period as referred to in paragraph (1) are subject to sanctions based on the provisions of the Financial Services Authority Regulation as referred to in paragraph (2). (4) Venture Capital Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated and violate provisions regarding the minimum number of Board of Commissioners members based on the Financial Services Authority Regulation as referred to in paragraph (2) are subject to further administrative sanctions in accordance with the provisions of this Financial Services Authority Regulation. (5) For Pawn Companies and Technology-Based Joint Financing Service Providers that have obtained business licenses and have total assets of more than IDR 250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Independent Commissioners as referred to in Article 48 are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (6) For Microfinance Institutions that have obtained business licenses and have total assets of more than IDR 250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the minimum number of Independent Commissioners as referred to in Article 48 are declared to take effect 3 (three) years after this Financial Services Authority Regulation is promulgated.
Article 126
For Pawn Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated and have conducted business activities based on Sharia Principles, the provisions regarding the minimum number of Sharia Supervisory Board (DPS) members as referred to in Article 53 are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated.
Article 127
(1) For Financing Companies (PVML) that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the concurrent holding of positions by the Sharia Supervisory Board (DPS) as referred to in Article 58 paragraph (1) are declared to take effect 3 (three) years after this Financial Services Authority Regulation is promulgated. (2) DPS members who have held concurrent positions as referred to in Article 58 paragraph (1) before the aforementioned provisions are declared to take effect as referred to in paragraph (1) may continue to serve until the end of the term of office for the concurrently held position. (3) At the time this Financial Services Authority Regulation is promulgated until the end of its implementation period as referred to in paragraph (1):
a. Financing Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the concurrent holding of positions by the Sharia Supervisory Board (DPS) in accordance with Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies as amended by Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendments to Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies; b. Infrastructure Financing Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the concurrent holding of positions by the Sharia Supervisory Board (DPS) in accordance with Financial Services Authority Regulation Number 46/POJK.05/2020 concerning Infrastructure Financing Companies;
c. Technology-Based Joint Financing Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the concurrent holding of positions by the Sharia Supervisory Board (DPS) in accordance with Financial Services Authority Regulation Number 10/POJK.05/2022 concerning Technology-Based Financing Services; and
d. Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the concurrent holding of positions by the Sharia Supervisory Board (DPS) in accordance with Financial Services Authority Regulation Number 10/POJK.05/2021 concerning Business Licensing and Institutional Aspects of Microfinance Institutions. (4) Violations of the Financial Services Authority Regulation as referred to in paragraph (3) regarding the provisions on the concurrent holding of positions by the Sharia Supervisory Board (DPS) known before the implementation of this Financial Services Authority Regulation until the end of the implementation period as referred to in paragraph (1) and paragraph (2) are subject to sanctions based on the provisions of the Financial Services Authority Regulation as referred to in paragraph (3). (5) Financing Companies, Infrastructure Financing Companies, Technology-Based Joint Financing Service Providers, and Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated and violate provisions regarding the concurrent holding of positions by the Sharia Supervisory Board (DPS) based on the Financial Services Authority Regulation as referred to in paragraph (3) are subject to further administrative sanctions in accordance with the provisions of this Financial Services Authority Regulation.
Article 128
(1) Sharia Supervisory Board (DPS) members of large-scale business Microfinance Institutions who have served before this Financial Services Authority Regulation is promulgated and have never undergone the competency and propriety assessment as referred to in Article 60 paragraph (1) before this Financial Services Authority Regulation is promulgated, the aforementioned Directors may continue to serve as DPS members until the end of their term of office. (2) DPS members of large-scale business Microfinance Institutions as referred to in paragraph (1) must undergo the competency and propriety assessment based on this Financial Services Authority Regulation before the respective individual undergoes term extension or position transfer within the same company.
Article 129
(1) For Infrastructure Financing Companies, Venture Capital Companies, Pawn Companies, and Technology-Based Joint Financing Service Providers that have obtained business licenses and have total assets of more than IDR 250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to establish committees as referred to in Article 67 paragraph (1) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (2) For Microfinance Institutions that have obtained business licenses and have total assets of more than IDR 250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to establish committees as referred to in Article 67 paragraph (1) are declared to take effect 3 (three) years after this Financial Services Authority Regulation is promulgated.
Article 130
(1) For Venture Capital Companies, Pawn Companies, and Technology-Based Joint Financing Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to have Directors who oversee the compliance function as referred to in Article 79 paragraph (2) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (2) For Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to have Directors who oversee the compliance function as referred to in Article 79 paragraph (2) are declared to take effect 3 (three) years after this Financial Services Authority Regulation is promulgated.
Article 131
For Directors who oversee the compliance function in Financing Companies and Infrastructure Financing Companies who have held concurrent positions as referred to in Article 79 paragraph (4) before this Financial Services Authority Regulation is promulgated, they may continue to serve until the end of the term of office for the concurrently held position.
Article 132
(1) For Infrastructure Financing Companies, Venture Capital Companies, Pawn Companies, and Technology-Based Joint Financing Service Providers that have obtained business licenses and have total assets of more than IDR 250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to establish a compliance work unit as referred to in Article 80 paragraph (1) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (2) For Microfinance Institutions that have obtained business licenses and have total assets of more than IDR 250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to establish a compliance work unit as referred to in Article 80 paragraph (1) are declared to take effect 3 (three) years after this Financial Services Authority Regulation is promulgated. (3) For Infrastructure Financing Companies, Venture Capital Companies, Pawn Companies, and Technology-Based Joint Financing Service Providers that have obtained business licenses and have total assets up to IDR 250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to have a function responsible for the implementation of compliance as referred to in Article 80 paragraph (2) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (4) For Microfinance Institutions that have obtained business licenses and have total assets up to IDR 250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to have a function responsible for the implementation of compliance as referred to in Article 80 paragraph (2) are declared to take effect 3 (three) years after this Financial Services Authority Regulation is promulgated.
Article 133
(1) For Infrastructure Financing Companies, Venture Capital Companies, Pawn Companies, and Technology-Based Joint Financing Service Providers that have obtained business licenses and have total assets up to IDR 250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to establish an internal audit work unit as referred to in Article 84 paragraph (2) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (2) For Microfinance Institutions that have obtained business licenses and have total assets up to IDR 250,000,000,000.00 (two hundred fifty billion rupiah) before this Financial Services Authority Regulation is promulgated, the provisions regarding the obligation to establish an internal audit work unit as referred to in Article 84 paragraph (2) are declared to take effect 3 (three) years after this Financial Services Authority Regulation is promulgated. (3) At the time this Financial Services Authority Regulation is promulgated until the end of its implementation period as referred to in paragraph (1) and paragraph (2):
a. Infrastructure Financing Companies that have obtained business licenses at the time this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding internal audit in accordance with Financial Services Authority Regulation Number 46/POJK.05/2020 concerning Infrastructure Financing Companies; b. Venture Capital Companies that have obtained business licenses at the time this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding internal audit in accordance with Financial Services Authority Regulation Number 36/POJK.05/2015 concerning Good Corporate Governance for Venture Capital Companies; and
c. Technology-Based Joint Financing Service Providers that have obtained business licenses at the time this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the establishment of internal audit work units in accordance with Financial Services Authority Regulation Number 10/POJK.05/2022 concerning Technology-Based Financing Services.
(4) Violations of the Financial Services Authority Regulation as referred to in paragraph (3) regarding the establishment of internal audit work units known before the implementation of this Financial Services Authority Regulation until the end of the implementation period as referred to in paragraph (1) and paragraph (2) are subject to sanctions based on the provisions of the Financial Services Authority Regulation as referred to in paragraph (3). (5) Infrastructure Financing Companies, Venture Capital Companies, and Technology-Based Joint Financing Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated and violate provisions regarding internal audit based on the Financial Services Authority Regulation as referred to in paragraph (3) are subject to further administrative sanctions in accordance with the provisions of this Financial Services Authority Regulation.
Article 134
(1) For Financing Companies, Infrastructure Financing Companies, Venture Capital Companies, Pawn Companies, and Technology-Based Joint Financing Service Providers that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the implementation of remuneration policies as referred to in Article 90 paragraph (1) are declared to take effect 2 (two) years after this Financial Services Authority Regulation is promulgated. (2) For Microfinance Institutions that have obtained business licenses before this Financial Services Authority Regulation is promulgated, the provisions regarding the implementation of remuneration policies as referred to in Article 90 paragraph (1) are declared to take effect 3 (three) years after this Financial Services Authority Regulation is promulgated. (3) At the time this Financial Services Authority Regulation is promulgated until the end of its implementation period as referred to in paragraph (1) and paragraph (2):
a. Financing Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the implementation of remuneration policies in accordance with Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies as amended by Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendments to Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies; b. Infrastructure Financing Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the implementation of remuneration policies in accordance with Financial Services Authority Regulation Number 46/POJK.05/2020 concerning Infrastructure Financing Companies; and
c. Venture Capital Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated continue to meet the provisions regarding the implementation of remuneration policies in accordance with Financial Services Authority Regulation Number 36/POJK.05/2015 concerning Good Corporate Governance for Venture Capital Companies.
(4) Violations of the Financial Services Authority Regulation as referred to in paragraph (3) regarding the implementation of remuneration policies known before the implementation of this Financial Services Authority Regulation until the end of the implementation period as referred to in paragraph (1) and paragraph (2) are subject to sanctions based on the provisions of the Financial Services Authority Regulation as referred to in paragraph (3). (5) Financing Companies, Infrastructure Financing Companies, and Venture Capital Companies that have obtained business licenses before this Financial Services Authority Regulation is promulgated and violate provisions regarding the implementation of remuneration policies based on the Financial Services Authority Regulation as referred to in paragraph (3) are subject to further administrative sanctions in accordance with the provisions of this Financial Services Authority Regulation.
Article 135
(1) Every plan for the fulfillment of Financing Companies that have obtained a statement of no objection from the Financial Services Authority based on Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies as amended by Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendments to Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies is declared to remain valid as long as it does not conflict with this Financial Services Authority Regulation. (2) Every administrative sanction that has been imposed on Financing Companies based on Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies as amended by Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendments to Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies is declared to remain valid as long as it does not conflict with this Financial Services Authority Regulation. (3) Every administrative sanction that has been imposed on Infrastructure Financing Companies based on the provisions of Article 71 and Article 72 of Financial Services Authority Regulation Number 46/POJK.05/2020 concerning Infrastructure Financing Companies is declared to remain valid as long as it does not conflict with this Financial Services Authority Regulation. (4) Every administrative sanction that has been imposed on Venture Capital Companies based on Financial Services Authority Regulation Number 36/POJK.05/2015 concerning Good Corporate Governance for Venture Capital Companies is declared to remain valid as long as it does not conflict with this Financial Services Authority Regulation. (5) Every administrative sanction that has been imposed on Microfinance Institutions based on the provisions of Article 34 and Article 37 of Financial Services Authority Regulation Number 10/POJK.05/2021 concerning Business Licensing and Institutional Aspects of Microfinance Institutions is declared to remain valid as long as it does not conflict with this Financial Services Authority Regulation. (6) Every administrative sanction that has been imposed on Pawn Companies based on the provisions of Article 60 of Financial Services Authority Regulation Number 31/POJK.05/2016 concerning Pawn Business is declared to remain valid as long as it does not conflict with this Financial Services Authority Regulation. (7) Every administrative sanction that has been imposed on Technology-Based Joint Financing Service Providers based on the provisions of Article 59 of Financial Services Authority Regulation Number 10/POJK.05/2022 concerning Technology-Based Financing Services is declared to remain valid as long as it does not conflict with this Financial Services Authority Regulation. (8) Financing Companies, Infrastructure
Financing Companies, Venture Capital Companies, Microfinance Institutions, Pawn Companies, and Technology-Based Joint Financing Service Providers that have not been able to overcome the causes of the submission of fulfillment plans or the imposition of administrative sanctions as referred to in paragraph (1), paragraph (2), paragraph (3), paragraph (4), paragraph (5), paragraph (6), and paragraph (7) are subject to further administrative sanctions in accordance with the provisions of this Financial Services Authority Regulation.
CHAPTER XXIV
CLOSING PROVISIONS
Article 136
(1) At the time this Financial Services Authority Regulation takes effect:
a. Financial Services Authority Regulation Number 31/POJK.05/2016 concerning Pawn Business (State Gazette of the Republic of Indonesia Year 2016 Number 152, Supplement to the State Gazette of the Republic of Indonesia Number 5913); b. Financial Services Authority Regulation Number 46/POJK.05/2020 concerning Infrastructure Financing Companies (State Gazette of the Republic of Indonesia Year 2020 Number 249,
Supplement to the State Gazette of the Republic of Indonesia Number 6576);
c. Financial Services Authority Regulation Number 10/POJK.05/2021 concerning Business Licensing and Institutional Aspects of Microfinance Institutions (State Gazette of the Republic of Indonesia Year 2021 Number 145, Supplement to the State Gazette of the Republic of Indonesia Number 6691); and
d. Financial Services Authority Regulation Number 10/POJK.05/2022 concerning Joint Financing Services Based on Information Technology (State Gazette of the Republic of Indonesia Year 2022 Number 2/OJK, Supplement to the State Gazette of the Republic of Indonesia Number 2/OJK), are declared to remain in force as long as they do not conflict with the provisions in this Financial Services Authority Regulation. (2) Implementation regulations from:
a. Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies (State Gazette of the Republic of Indonesia Year 2014 Number 365, Supplement to the State Gazette Number 5639) as amended by Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendments to Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies (State Gazette of the Republic of Indonesia Year 2020 Number 121, Supplement to the State Gazette Number 6505); and b. Financial Services Authority Regulation Number 36/POJK.05/2015 concerning Good Corporate Governance for Venture Capital Companies (State Gazette of the Republic of Indonesia Year 2015 Number 318, Supplement to the State Gazette Number 5788), are declared to remain in force for Venture Capital Companies as long as they do not conflict with this Financial Services Authority Regulation.
Article 137
Upon the commencement of this Financial Services Authority Regulation:
a. Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing Companies (State Gazette of the Republic of Indonesia Year 2014 Number 365, Supplement to the State Gazette Number 5639) as amended by Financial Services Authority Regulation Number 29/POJK.05/2020 concerning Amendments to Financial Services Authority Regulation Number 30/POJK.05/2014 concerning Good Corporate Governance for Financing
This copy is consistent with the original
Director of Legal Development
Legal Department signed
Aat Windradi
Financing Companies (State Gazette of the Republic of Indonesia Year 2020 Number 121, Supplement to the State Gazette Number 6505); and b. Financial Services Authority Regulation Number 36/POJK.05/2015 concerning Good Corporate Governance for Venture Capital Companies (State Gazette of the Republic of Indonesia Year 2015 Number 318, Supplement to the State Gazette Number 5788), are repealed and declared invalid.
Article 138
This Financial Services Authority Regulation shall come into force on the date of its promulgation.
To ensure that everyone knows 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 December 30, 2024
DEPUTY CHAIRMAN OF THE COMMISSIONERS BOARD
FINANCIAL SERVICES AUTHORITY OF THE REPUBLIC OF INDONESIA AS A SUBSTITUTE MEMBER OF THE COMMISSIONERS BOARD OF THE FINANCIAL SERVICES AUTHORITY OF THE REPUBLIC OF INDONESIA, signed MIRZA ADITYASWARA Promulgated in Jakarta on December 31, 2024 MINISTER OF LAW OF THE REPUBLIC OF INDONESIA, signed SUPRATMAN ANDI AGTAS STATE GAZETTE OF THE REPUBLIC OF INDONESIA YEAR 2024 NUMBER 61/OJK
EXPLANATION
OF
FINANCIAL SERVICES AUTHORITY REGULATION
OF THE REPUBLIC OF INDONESIA
NUMBER 48 OF 2024
CONCERNING
GOOD CORPORATE GOVERNANCE FOR FINANCING INSTITUTIONS, VENTURE CAPITAL COMPANIES, MICROFINANCE INSTITUTIONS, AND OTHER FINANCIAL SERVICE INSTITUTIONS
I. GENERAL
The role of the PVML sector, which is one of the important aspects of the financial services sector, needs to be continuously supported and strengthened. PVML is also required to remain competitive and responsive to changes in the increasingly complex and competitive external and internal environments, accompanied by increasingly broad challenges. Strengthening the implementation of Good Corporate Governance in PVML is one of the main elements to enhance the competitiveness of PVML. Good Corporate Governance in PVML will have a positive impact on PVML performance. Along with the development of financial activities and products, as well as the adoption of information technology developments, the regulatory framework for Good Corporate Governance in PVML and the support for the implementation of effective risk management also need to be continuously refined, to ensure that emerging risks can be anticipated effectively and to ensure that PVML is supported by reliable governance implementation and conducts healthy business practices. Experience shows that failures in the implementation of Good Corporate Governance in PVML are often one of the main causes of PVML failure to survive in business competition. In this regard, PVML is continuously required to operate with the implementation of reliable and integrated governance, risk, and compliance (GRC), supported by digitalization and technological innovation, and with environmental, social, and governance (ESG) awareness, so that PVML is able to meet regulations, standards, ethical values, principles, and common practices, maintain and build the foundation for value creation, and optimize sustainable performance achievements, manage rights and responsibilities, and maintain the balance of interests among shareholders and all other stakeholders in an effort to contribute more broadly to driving the national economy. In the OJK regulatory framework, there is a need for harmony and synergy in regulations regarding the implementation of Good Corporate Governance in PVML, including the implementation of governance regulated in a separate OJK regulation, and referring to applicable legislation. Furthermore, in order for Good Corporate Governance to be implemented by all PVML, regulations regarding Good Corporate Governance are needed in an integrated manner while still considering the characteristics of each industry in PVML. Therefore, this Financial Services Authority Regulation also serves as the overarching regulation regarding the implementation of Good Corporate Governance for PVML. Thus, the implementation of Good Corporate Governance in PVML in every business activity and lines of defense of PVML is expected to provide a positive contribution in supporting the strengthening and competitiveness of PVML, as well as supporting inclusive and sustainable national economic growth, thereby realizing a prosperous, advanced, and dignified society. The implementation of Good Corporate Governance in PVML is
also in line with the provisions of Article 121 paragraph (2), Article 269, and Article 270 paragraph (3) of Law Number 4 of 2023 concerning the Development and Strengthening of the Financial Sector, which has enhanced several aspects to ensure that the financial sector industry is run professionally, effectively, efficiently, and with optimal performance, one of which mandates the financial sector authority, namely the Financial Services Authority, to monitor and evaluate the implementation of good corporate governance. In relation to this, to support the strengthening of regulations regarding Good Corporate Governance in PVML, it is necessary to establish regulations regarding the Implementation of Good Corporate Governance for PVML.
II. ARTICLE BY ARTICLE
Article 1
It is clear enough.
Article 2
Paragraph (1)
It is clear enough.
Paragraph (2)
Letter a
Transparency includes transparency in the decision-making process and transparency in the disclosure and provision of relevant and easily accessible information to stakeholders.
Letter b
Accountability includes clarity of functions and the implementation of accountability.
Letter c
Responsibility for compliance with regulations, ethical values, and standards, principles, and practices.
Letter d
Independence includes a state managed independently and professionally, free from conflicts of interest and influence or pressure from any party that is not in accordance with regulations, ethical values, and standards, principles, and practices.
Letter e
Fairness includes equality, balance, and justice in fulfilling the rights of stakeholders arising from agreements, regulations, ethical values, and standards, principles, and practices.
Paragraph (3)
It is clear enough.
Paragraph (4)
It is clear enough.
Paragraph (5)
It is clear enough.
Paragraph (6)
It is clear enough.
Article 3
It is clear enough.
Article 4
Paragraph (1)
The imposition of administrative sanctions considers among others:
a. the impact of regulatory violations on the losses of Debtors, fund recipients, consumers, business partners, depositors, creditors, fund providers, venture capital investors, PVML conditions, and/or the financial services sector; b. the complexity of regulatory violations;
c. the financial condition of PVML; and/or
d. repeated regulatory violations.
Paragraph (2)
It is clear enough.
Paragraph (3)
It is clear enough.
Paragraph (4)
It is clear enough.
Paragraph (5)
It is clear enough.
Paragraph (6)
Letter a
The term "downgrading the PVML health rating assessment results" means that the Financial Services Authority may downgrade the PVML health rating based on composite health rating assessment results and/or assessment results for each health rating factor. Regulations regarding PVML health rating assessments refer to Financial Services Authority Regulations regarding health rating assessments of non-bank financial service institutions and its implementing regulations. Letter b The implementation of reassessment of PVML principal parties refers to Financial Services Authority Regulations regarding reassessment for principal parties of financial service institutions.
Letter c
It is clear enough.
Article 5
PSP supports the implementation of business activities and PVML management that is healthy, competitive, and in accordance with prudential principles and risk management, including:
a. not participating in PVML operational decision-making for shareholders who are not members of the Board of Directors or employees of PVML; and b. not influencing PVML operational decision-making, in accordance with Financial Services Authority Regulations regarding PVML.
Article 6
It is clear enough.
Article 7
Paragraph (1)
It is clear enough.
Paragraph (2)
Commitments include, among others, when needed, especially to maintain the PVML health rating, shareholders are willing to increase PVML operational funds by, among others, increasing paid-up capital, subordinated loans, and/or changing the composition/number of shareholders.
Article 8
It is clear enough.
Article 9
Considers PVML conditions, among others, not releasing shares that will create or add risk to PVML and/or intended to release share ownership to avoid losses due to potential or actual problems in PVML.
Article 10
It is clear enough.
Article 11
Paragraph (1)
See the explanation of Article 4 paragraph (1).
Paragraph (2)
It is clear enough.
Paragraph (3)
It is clear enough.
Paragraph (4)
It is clear enough.
Paragraph (5)
It is clear enough.
Paragraph (6)
Letter a
See the explanation of Article 4 paragraph (6) letter a.
Letter b
See the explanation of Article 4 paragraph (6) letter b.
Letter c
It is clear enough.
Article 12
Paragraph (1)
It is clear enough.
Paragraph (2)
It is clear enough.
Paragraph (3)
It is clear enough.
Paragraph (4)
Certain considerations that can be made by the Financial Services Authority include, among others, related to the complexity of products and/or activities conducted by PVML, where the number of existing Directors of PVML is considered insufficient in terms of composition to support PVML operations, including mitigating risks inherent in the said products and/or activities. Paragraph (5) It is clear enough.
Article 13
Paragraph (1)
PVML may use other job titles from the Chief Director, such as President Director.
Paragraph (2)
PVML may use other job titles from the Deputy Chief Director, such as Vice President Director.
Paragraph (3)
The term "family relations up to the second degree, both horizontally and vertically" refers to the following parties:
Article 14
Paragraph (1)
It is clear enough.
Paragraph (2)
It is clear enough.
Paragraph (3)
It is clear enough.
Paragraph (4)
If the number of Board of Directors members is even, the number of Board of Directors members with Indonesian citizenship must be at least equal to the number of Board of Directors members who are foreign citizens, whereas if the number of Board of Directors members is odd, the number of Board of Directors members with Indonesian citizenship must be greater than the number of Board of Directors members who are foreign citizens. Example, if the Board of Directors consists of 3 (three) members, then the number of Board of Directors members with Indonesian citizenship is at least 2 (two) members.
Article 15
Paragraph (1)
It is clear enough.
Paragraph (2)
All members of the Board of Directors of Pegadaian Companies or Microfinance Institutions with a district/city scope must reside in the same province or a district/city in another province that borders directly with the district/city where the headquarters of the Pegadaian Company or Microfinance Institution is located. Paragraph (3) Example: The Board of Directors of PT Pegadaian O with a Jakarta City scope may reside in Bekasi Regency or Tangerang Regency.
Article 16
Paragraph (1)
It is clear enough.
Paragraph (2)
It is clear enough.
Paragraph (3)
Considering diversity, including among others career background, experience, educational history, and gender.
Article 17
Paragraph (1)
Dismissal of Board of Directors members includes temporary dismissal of Board of Directors members. Restrictions on the authority of temporarily dismissed Board of Directors members are implemented in accordance with legislation. This provision is intended so that in the dismissal or replacement of PVML Board of Directors members, it is not based on personal interests but focuses more on the interests of PVML as the primary priority.
Paragraph (2)
Letter a
It is clear enough.
Letter b
Objective assessment regarding PVML management includes, among others, aspects of performance, integrity, financial reputation, and/or competence.
Letter c
It is clear enough.
Letter d
It is clear enough.
Letter e
It is clear enough.
Paragraph (3)
The authority of the Financial Services Authority to conduct evaluation and order PVML to take corrective actions, among others, in the condition where Board of Directors members are dismissed before the end of their term, where the dismissal process is indicated to be intended to obscure the violation conditions committed by the respective Board of Directors member, including allegations of criminal acts. Paragraph (4) It is clear enough.
Article 18
Paragraph (1)
The procedure for resignation of Board of Directors members is in accordance with legislation and is stated in the PVML Articles of Association.
Paragraph (2)
The term "corrective action" refers to actions taken by the Financial Services Authority to order PVML to cancel or annul the resignation made by a Board of Directors member.
The authority of the Financial Services Authority to conduct evaluation and order PVML to take corrective actions, among others, in the condition where Board of Directors members are dismissed before the end of their term without objectivity. Paragraph (3) The term "other conditions" refers to the resignation of Board of Directors members intended to release responsibility as a Board of Directors member in handling PVML problems. Paragraph (4) It is clear enough.
Article 19
Paragraph (1)
It is clear enough.
Paragraph (2)
Letter a
It is clear enough.
Letter b
Permanent impediments include:
a. death; or b. mental disability or other conditions, which prevent the individual from performing duties well.
Letter c
It is clear enough.
Paragraph (3)
The 6 (six) month period given includes the implementation of the suitability and probity assessment of Board of Directors members until the appointment by the General Meeting of Shareholders.
Article 20
Paragraph (1)
Letter a
It is clear enough.
Letter b
Directors cannot hold concurrent positions as directors or executive officers in other companies, both in the financial services sector and non-financial services sector.
The term executive officer refers to officers in other companies, both in the financial services sector and non-financial services sector, who are directly responsible to the board of directors or have significant influence on the policy and/or operations of the said company, both domestically and internationally. Letter c A person who has served as a Director in a Financing Company is permitted to hold concurrent positions as a commissioner in at most 2 (two) other companies, both in the financial services sector and non-financial services sector, for example:
A is a member of the Board of Directors of Sharia Financing Company O.
A holds concurrent positions as:
Letter c
Institutions based on appointment by the Financial Services Authority include:
a. alternative dispute resolution institutions; and b. self-regulatory organizations (SROs), which are formed based on legislation in the financial services sector.
Letter d
Non-profit organizations, including membership in committees/task forces in specific fields outside PVML and positions in public bodies or foundations, such as the Indonesian Ulema Council, National Zakat Agency, and Indonesian Waqf Agency, as well as institutions operating in the education field such as state universities. Paragraph (3) Letter a For PVML that has 1 (one) Board of Commissioner, approval for the implementation of the said activities is given by the Board of Commissioners. Letter b For PVML that has 1 (one) Board of Commissioner, the implementation of the said activities is reported to the Board of Commissioners. Paragraph (4) It is clear enough.
Article 21
Paragraph (1)
It is clear enough.
Paragraph (2)
It is clear enough.
Paragraph (3)
Supervisory actions established by the Financial Services Authority, among others:
a. establishing a waiting period of more than 6 (six) months; and/or b. not approving or canceling the appointment as a Board of Directors member who did not disclose Conflicts of Interest or potential Conflicts of Interest in the suitability and probity assessment process. Paragraph (4) It is clear enough.
Article 22
Paragraph (1)
It is clear enough.
Paragraph (2)
The determination of Microfinance Institutions with medium and small business scales refers to Financial Services Authority Regulations regarding Microfinance Institutions.
Paragraph (3)
It is clear enough.
Paragraph (4)
It is clear enough.
Article 23
It is clear enough.
Article 24
Letter a
It is clear enough.
Letter b
It is clear enough.
Letter c
It is clear enough.
Letter d
The term "other parties" refers to PVML employees and/or other persons.
Article 25
Paragraph (1)
Directorial guidelines and code of conduct are also known as the Directorial Charter.
Paragraph (2)
Letter a
It is clear enough.
Letter b
It is clear enough.
Letter c
It is clear enough.
Letter d
It is clear enough.
Letter e
Meeting arrangements include, among others, regulating meeting agendas, quorum requirements, decision-making, rights of members when there are differences of opinion in decision-making, and meeting minutes. Letter f It is clear enough. Letter g It is clear enough. Letter h The working relationship pattern between the Board of Directors and the Board of Commissioners is, among others, through meetings between the Board of Directors and the Board of Commissioners.
Article 26
It is clear enough.
Article 27
Paragraph (1)
It is clear enough.
Paragraph (2)
Letter a
Special projects include, among others, information technology projects or public relations development projects that have criteria such as specific time targets.
Letter b
Clear work contracts must at least cover the scope of work, rights and responsibilities, duration of work, and costs.
Letter c
It is clear enough.
Letter d
It is clear enough.
Letter e
It is clear enough.
Article 28
Paragraph (1)
It is clear enough.
Paragraph (2)
It is clear enough.
Paragraph (3)
The form of meetings is adjusted to the needs of PVML, including by using teleconference technology.
Paragraph (4)
It is clear enough.
Article 29
Paragraph (1)
The term "strategic policies and decisions" refers to Board of Directors decisions that can significantly affect PVML finances and/or have a continuous impact on budgets, human resources, organizational structure, and/or third parties. Paragraph (2) It is clear enough. Paragraph (3) It is clear enough. Paragraph (4) It is clear enough. Paragraph (5) Differences of opinion are commonly known as dissenting opinions. Paragraph (6) It is clear enough. Paragraph (7) It is clear enough.
Article 30
It is clear enough.
Article 31
Paragraph (1)
See the explanation of Article 4 paragraph (1).
Paragraph (2)
It is clear enough.
Paragraph (3)
It is clear enough.
Paragraph (4)
It is clear enough.
Paragraph (5)
It is clear enough.
Paragraph (6)
Letter a
See the explanation of Article 4 paragraph (6) letter a.
Letter b
See the explanation of Article 4 paragraph (6) letter b.
Letter c
It is clear enough.
Article 32
Paragraph (1)
Board of Commissioners members include Independent Commissioners.
Paragraph (2)
It is clear enough.
Paragraph (3)
It is clear enough.
Article 33
Paragraph (1)
PVML may use other job titles from the Chief Commissioner, such as President Commissioner.
Paragraph (2)
PVML may use other job titles from the Deputy Chief Commissioner, such as Vice President Commissioner.
Article 34
Paragraph (1)
It is clear enough.
Paragraph (2)
It is clear enough.
Paragraph (3)
It is clear enough.
Paragraph (4)
If the number of Board of Commissioners members is even, the number of Board of Commissioners members with Indonesian citizenship must be at least equal to the number of Board of Commissioners members who are foreign citizens, whereas if the number of Board of Commissioners members is odd, the number of Board of Commissioners members with Indonesian citizenship must be greater than the number of Board of Commissioners members who are foreign citizens. Example, if the Board of Commissioners consists of 3 (three) members, then the number of Board of Commissioners members with Indonesian citizenship is at least 2 (two) members.
Article 35
It is clear enough.
Article 36
It is clear enough.
Article 37
It is clear enough.
Article 38
It is clear enough.
Article 39
It is clear enough.
Article 40
Paragraph (1)
Letter a
Examples:
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This document supersedes: Financial Services Authority Regulation Number 29/POJK.05/2020 on Amendments to Financial Services Authority Regulation Number 30/POJK.05/2014 on Good Corporate Governance for Financing Companies, Financial Services Authority Regulation Number 36/POJK.05/2015 on Good Corporate Governance for Venture Capital Companies
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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