Corporate Governance

Charter of Audit Committee

Audit Committee

Based on the decision of the Board of Commissioners, effective January 25, 2013, the Audit Committee is established under the Board of Commissioners to assist the Board of Commissioners in fulfilling its oversight responsibilities. The Audit Committee consists of one Independent Commissioner and two independent external parties. The establishment of Audit Committee is effective at the date of the decision of the Board of Commissioners of the Company until the closing of the Annual General Meeting of Shareholders of the Company for the scale year 2016 held in 2017. The establishment and procedures of the Audit Committee of the Company in all respects complies with the provisions set forth in the OJK Rules No. 55/POJK.04/2015 dated December 29, 2015 on the Establishment and Implementation Guidelines of the Audit Committee.

Job Description and Responsibility of Audit Committee

The Audit Committee is assigned for assisting Board of Commissioners in doing supervisory. The duties and responsibilities of Audit Committee are stipulated in Audit Committee Charter. The responsibilities of Audit Committee are listed below:

  1. Performing its duties as well as responsibilities of Audit Committee according to the Regulations of Financial Services Authority (OJK) No. 55/ POJK.04/2015 on 29 December 2015 about the Formulation and Manual of Audit Committee Work Execution.
  2. Monitoring both internal and external audit activities of the Company which covers planning, execution, finding, and also initiating further actions.
  3. Providing advice to the Board of Commissioners to ensure the integrity of the Company’s financial statements.
  4. Providing professional and independent opinions to the Board of Commissioners regarding reports or statement from the Board of Directors to the Board of Commissioners as well as performing other related tasks about the Board of Commissioners’ matters.

Then, the duties performed by the Audit Committee are:

  1. Evaluating the financial information that will be published by the Company to to public and/or authorized party such as financial statements, projections, and other reports related to the Company’s financial situation;
  2. Evaluating the enforcement of applicable legislations that are related to the Company’s activities;
  3. Providing independent opinion in the events of disagreement between the management and public accountant regarding the services provided;
  4. Providing recommendations to the Board of Commissioners regarding the appointment of public accountant that is based on independency, scope of assignment, as well as the cost for provided services;
  5. Evaluating the examination performed by internal auditor and monitoring further execution by the Board of Directors for internal auditor’s findings;
  6. Evaluating the risk management execution by the Board of Directors;
  7. Evaluating any complaints related to accounting process and the report of the Company’s finance;
  8. Evaluating and providing advice to the Board of Commissioners regarding any potentials of conflict of interests; and
  9. Preserving the confidentiality of the documents, data, and informations of the Company.

Audit Committee Meeting

Referring to Audit Committee Charter, the Audit Committee conducts regular meetings at least once in three months, led by the Chairman of Audit Committee or the most senior member of the Audit Committee if the Chairman cannot make the presence. The Audit Committee meetings can only be held if the attendance is more than 2/3 of Audit Committee total members. During 2016, the Audit Committee has conducted 8 (eight) meetings listed as follows:

NamePositionAttendance
Number of Attendance%
Bacelius RuruChairman Audit Committee8100
Irwandy ArifMember of Audit Committee8100
Aria KanakaMember of Audit Committee790

Implementation Report of Audit Committee Activities 2016

Audit Committee participates on the discussion of the new accounting system implementation particularly PSAK 64 “Exploration Activities and Evaluation on Mining Mineral Resources” that is adopted from IFRS 6 “Exploration and Evaluation of Mineral Resources”. The purpose of PSAK 64 is to stipulate the financial report on exploration and evaluation regarding the mining of mineral resources.

In 2016, the Audit Committee has held several activities such as:

  1. The Audit of Consolidated Financial Statements for the year ended on 31 December 2016 that is formulated in accordance to financial accounting standard (SAK) in Indonesia.
  2. Coordinating to Internal Audit and Legal Function to ensure that the Company has operated according to the prevailing legislations.
  3. Ensuring that the Public Accountant Office that is appointed is able to perform its duties independently and professionally.
  4. Ensuring that the internal system control inside the Company has performed its function as the Internal Audit
  5. Ensuring the absence of fraud activities and/or conflicts of interests that may have occurred within operational activities
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