Corporate Governance

Professional management based on transparency principles

Corporate governance at PT Primaplast Indonesia

A SYSTEM DESIGNED TO DIRECT PROFESSIONAL MANAGEMENT OF THE COMPANY BASED ON THE PRINCIPLES OF TRANSPARENCY, ACCOUNTABILITY, RESPONSIBILITY, INDEPENDENCE, FAIRNESS AND EQUALITY.

PT Primaplast Indonesia implements good corporate governance to become the operational basis for company activities. The system we designed is to direct professional company management based on the principles of transparency, accountability, responsibility, independence, fairness and equality.

The implementation of good corporate governance in companies creates accountable and transparent business management. Implementing good corporate governance will also strengthen trust and increase company value for stakeholders and shareholders.

PT Primaplast Indonesia implements good corporate governance which is integrated with compliance management and risk management. This step is taken so that the Company has the knowledge and capability to manage Governance, Risk and Compliance.

Commissioner's Guidelines

Directors' Guidelines

Company Secretary Guidelines

Audit Committee

The Company has formed an Audit Committee and created an Audit Committee Charter. The Audit Committee Charter is a work guideline for the Audit Committee.

The Company’s Audit Committee has been formed in accordance with the provisions of OJK Regulation No.55/POJK.04/2015 concerning the Establishment and Implementation Guidelines for the Work of the Audit Committee, based on the Decree of the Company’s Board of Commissioners No. 006/SK-PPI/VI/2024 dated 14 June 2024.

This committee is tasked with providing independent professional opinions to the Company’s Board of Commissioners regarding reports or matters submitted by the Company’s Directors to the Company’s Board of Commissioners as well as identifying matters that require the attention of the Company’s Board of Commissioners, which include, among others:

  1. Create an annual activity plan approved by the Company’s Board of Commissioners;
  2. Reviewing financial information that will be released by the Company such as financial reports, projections and other financial information;
  3. Reviewing the Company’s compliance with laws and regulations relating to the Company’s activities.
  4. Review/assess the implementation of audits by internal auditors and supervise the implementation of follow-up actions by the Company’s Directors regarding all internal auditor findings;
  5. Review and report to the Company’s Board of Commissioners on complaints relating to the Company;
  6. Maintain confidentiality with the Public Accountant regarding Company data and information;
  7. Supervise relations with Public Accountants and hold meetings/discussions with Public Accountants;
  8. Create, review and update Audit Committee guidelines if necessary;
  9. Providing an independent opinion if there is a difference of opinion between management and the Public Accountant regarding the services provided;
  10. Provide recommendations to the Company’s Board of Commissioners regarding the appointment of a Public Accountant, based on independence, scope of assignment and fees;
  11. Review the risk management implementation activities carried out by the Company’s Directors, if the Company does not have a risk monitoring function carried out by the Company’s Directors, if the Company does not have a risk monitoring function under the Company’s Board of Commissioners; And
  12. Review and provide advice to the Company’s Board of Commissioners regarding potential conflicts of interest of the Company.

Audit Committee Authority:

  1. Access Issuer or Public Company documents, data and information about employees, funds, assets and required company resources;
  2. Communicate directly with employees, including the Board of Directors and parties carrying out internal audit, risk management and Accountant functions regarding the duties and responsibilities of the Audit Committee;
  3. Involving independent parties outside the Audit Committee members as needed to assist in carrying out their duties (if necessary).

The composition of the Company’s Audit Committee members is as follows:

  • Chairman
    Name                                 : Aga Nugraha
    The President Commissioner is also an Independent Commissioner
    Brief information regarding the education and work experience of the Chair of the Audit Committee can be seen in the Company Management and Supervision sub-chapter.
  • Member 1
    Name                                : Steven Cahyadi
    Education                         : Bachelor of Accounting – Trisakti School of Management Jakarta
    Work experience
    June 2024 – Present       : Member of the Company’s Audit Committee
    2022 – 2023                     : Senior Auditor PT KAP Y Santosa and Partners
    2019 – 2022                     : Junior Auditor PT KAP Y Santosa and Partners
  • Member 2
    Name : Benito Juriman
    Education                         : Bachelor of Economics – Persada Indonesia University Y.A.I Jakarta
    Work experience
    June 2024 – Now            : Member of the Company’s Audit Committee
    2019 – 2023                     : Finance Manager PT Agung Semesta Sejahtera Tbk
    2018 – 2019                     : Head of Accounting PT Bank Multi Artha Sentosa Tbk
    2016 – 2017                     : SPV Accounting & Tax PT Sumber Jayatama Nusantara

Nomination & Remuneration Committee

In accordance with OJK Regulation Number 34/POJK.04/2014 concerning the Nomination and Remuneration Committee of Issuers or Public Companies (“POJK No. 34/2014”), the implementation of the Nomination and Remuneration function in the Company is carried out by the Company’s Board of Commissioners based on the Decree of the Company’s Board of Commissioners concerning Establishment of the Nomination and Remuneration Committee Number 012/SK-PPI/VI/2024 dated 14 June 2024 with the composition of the Company’s Nomination and Remuneration Committee as follows:

  • Chairman
    Name: Aga Nugraha
    President Commissioner concurrently serves as the Nomination & Remuneration Committee
    Brief information regarding the education and work experience of the Chairman of the Nomination & Remuneration Committee can be seen in the Company Management and Supervision sub-chapter.
  • Member 1
    Name                                : Intan Pratama
    Education                         : Bachelor of Economics – Trisakti School of Management Jakarta
    Work experience
    June 2024 – Present       : Member of the Company’s Nomination & Remuneration Committee
    January 2023 – Present : Member of the Nomination & Remuneration Committee of PT Pelayaran Kurnia Lautan Semesta Tbk
    2021 – Present                : Tax Auditor PT Wastana Harsa Tarangga
    2018 – 2021                     : Tax Manager PT Century Development
    2013 – 2018                     : Tax Supervisor City Retail Development Group
    Jan – Dec 2012                : Accounting & Finance PT Multi Perkasa Lestari
    2011 – 2012                     : Junior Tax Consultant VM Consulting
  • Member 2
    Name                                : Silviana
    Education                         : Bachelor of Economics – Persada Indonesia University Y.A.I Jakarta
    Work experience
    June 2024 – Present       : Member of the Company’s Nomination & Remuneration Committee
    2016 – May 2024            : HR Manager PT Helindo Logistics
    2012 – 2016                     : Tax Supervisor Ligo Group of Companies
    Feb 2012 – Oct 2022      : Finance Supervisor PT Tatalogam Lestari

To comply with Article 19 POJK No. 34/2014, the Company has a Nomination and Remuneration Committee Charter dated 14 June 2024.

Internal Audit

The Company has also established an Internal Audit Unit and created an Internal Audit Charter to prepare and carry out annual internal audits and other matters related to financial reports and internal control in accordance with its duties and responsibilities.

The Internal Audit Unit has been established in accordance with the provisions of OJK Regulation No.56/POJK.04/2015 concerning the Establishment and Guidelines for Preparing the Internal Audit Unit Charter, based on Directors’ Decree No. 008/SK-PPI/VI/2024 dated 14 June 2024 concerning the appointment of the Head of the Internal Audit Unit.

The Company’s internal audit charter has been prepared in accordance with POJK No.56/2015 concerning the formation and guidelines for preparing an internal audit charter.

The Internal Audit Unit has the following duties and responsibilities:

  1. Prepare and implement an annual Internal Audit plan;
  2. Test and evaluate the implementation of internal control and risk management systems in accordance with Company policy;
  3. Carrying out inspections and assessments of efficiency and effectiveness in the fields of finance, accounting, operations, human resources, marketing, information technology and other activities;
  4. Providing suggestions for improvements and objective information about activities examined at all levels of management;
  5. Prepare an audit report and submit the report to the President Director and Board of Commissioners;
  6. Monitor, analyze and report on the implementation of recommended follow-up actions;
  7. Cooperate with the Audit Committee;
  8. Develop a program to evaluate the quality of internal audit activities carried out; And
  9. Conducting special inspection if needed.

Internal Audit Unit Authority:

  1. Access all relevant information about the Company related to its duties and functions;
  2. Communicate directly with the Board of Directors, Board of Commissioners, and/or Audit Committee as well as members of the Board of Directors, Board of Commissioners, and/or Audit Committee;
  3. Hold regular and incidental
  4. meetings with the Board of Directors, Board of Commissioners, and/or Audit Committee; Aninating its activities with the activities of external auditors.

The Internal Audit Unit consists of 1 (one) person who serves as Chair and member. The composition of the Company’s Internal Audit Unit is as follows:

  • Name : Ika Lestari
    Education                         : Bachelor of Accounting – Buddhi Dharma University
    Work experience
    June 2024 – Present       : Head and Member of the Company’s Internal Audit
    2020 – 2023                     : Internal Audit of PT Puriboga Dwi Artha
    2018 – 2020                     : AR Billing Officer, PT Netciti Persada
    2012 – 2014                     : Accounting, PT Dwi Naga Sakti Abdi
    2011 – 2012                     : Accounting, PT Dimarco Mitra Utama
    2009 – 2011                     : Finance Admin, LPBI GRACE