Consolidation and Integration
Contents
Industry Overview
56
Operational Review
58
Financial Review
68
Management Discussion
and Analysis
Community Development
104
Environment
106
Product Responsibility
106
12
14
16
Corporate Governance
Corporate Social
Responsibility
Financial Report
109
Annual Report Contents
Reference to the
Bapepam-LK Regulation
221
Company Proile
30
Brief History of the Company32
Business Line34
Business Strategy35
Vision and Mission36
Organisation Structure38
Proiles of the Boardof Commissioners
40
Proiles of the Board of Directors42
Human Resources48
Shareholders Information50
Brief Description of Subsidiaries52
Capital Market SupportingProfessionals
53
Address of Company and Financial Highlights Stock Highlights 2013 Event Highlights17
Awards and Certiications18
Report of the Chairman22
Report of thePresident Directors
27
Perspectives of theFounding Shareholder
80
General Meeting of Shareholders82
Board of Commissioners84
Audit Committee86
Board of Directors88
Internal Audit90
Corporate Secretary94
Investor Relations96
Legal UnitConsolidation and Integration
“
Coal continues to feel the pressure of a weak market price. Far from
“
experiencing a recovery from a prolonged price depression, the
monthly average benchmark price of Newcastle Index declined from
US$96.9 per ton in 2012 to US$85.3 per ton in 2013.
Without doubt, coal producers are forced to work in the most effective
and efficient manner to cope with the challenging conditions that still
prevailed throughout 2013. Only those who are strong – strong in the
sense of being efficient and cost-effective in terms of operations – and
can still enjoy a healthy operating margin. Not exceptional, but healthy.
Keenly aware of this, Toba Bara exerted all efforts to make its coal
mining operations one of the most cost-effective in the sector. To that
end, the Company consolidated its strengths – human resources,
work process, marketing strategy and social responsibility – and
integrated the infrastructures of its three subsidiary coalmine entities.
Full-scale Integration
1
Cost Eficiency
2
With the integrated mining infrastructures, Toba Bara beneits from the economies of scale of its mining operations that are relected in the decreasing operating costs of the three mining companies.
The outcome of this has been a signiicant amount of savings in both production and operating costs, which is even more signiicant in light of the depressed coal market in recent years.
Increasing Productivity
3
With increasing integration of the mining infrastructures and facilities among its three mining entities, Toba Bara has been able to increase coal production volume, achieve better and more efficient working processes in the ields, and meet higher productivity.
In 2011, the Toba Bara Group produced a total of 5.2 million tons of coal. In 2012, this was increased to 5.6 million tons. And in 2013, production volume increased even further to 6.5 million tons.
Quality Human Resources
4
Despite the Company’s efficiency drive, the number of employees increased. This shows the importance that Toba Bara has always placed in the roles that human resources play behind the business efforts of the Company, which has to sustained its growth, amid the challenges and uncertainties of the commodities market in recent years.
An in-depth expertise on the natural resources industry itself – whether it be in the mining or plantation
industries – is key to the successful pursuit of achieving that sustainable development.
With a growing number of employees totalling 795 people as of year-end 2013, the personnel of the Toba Bara Group have a median age of below 35 years. Whereas the largest group of employees are within the age range of 26 to 45 years old, generally the most productive years of any working person.
Sustainable Social
Responsibility
5
Corporate Social Responsibility constitutes one of the success factors of any mining or plantation operations, in view of the fact that these two business activities are intensely intertwined with the people or communities in the surrounding areas where the business operates.
In recognition of this, Toba Bara through its three subsidiary entities places a strong emphasis on
corporate social responsibility as a key initiative to foster harmonious relations with the surrounding communities.
Financial Highlights
2011 2012 2013
Sales 498,190,177 396,685,875 421,849,737
Gross Proit 190,202,268 48,150,372 79,552,405
Operating Proit 156,532,532 21,083,331 50,015,314
Proit for the Year Attributable to:
Equity Holders of the Parent Entity 57,716,891 3,198,832 18,543,538
Non-Controlling Interest 57,572,552 8,733,850 16,060,255
Total Proit for the Year 115,289,443 11,932,682 34,603,793
Total Comprehensive Income Attributable to:
Equity Holders of the Parent Entity 57,639,973 3,269,250 19,919,574
Non-Controlling Interest 57,504,921 8,733,850 16,213,148
Total Comprehensive Income 115,144,894 12,003,100 36,132,722
Basic Earnings per Share 427.5325 0.0032 0.0092
Current Assets 110,747,014 106,512,473 130,198,784
Non-Current Assets 114,499,071 155,014,027 181,449,155
Total Assets 225,246,085 261,526,500 311,647,939
Current Liabilities 122,782,483 140,537,280 145,451,672
Non-Current Liabilities 43,340,683 10,044,913 35,715,023
Total Liabilities 166,123,166 150,582,193 181,166,695
Total Equity 59,122,919 110,944,307 130,481,244
Total Liabilities and Equity 225,246,085 261,526,500 311,647,939
Gross Proit Margin 38% 12% 19%
Operating Proit Margin 31% 5% 12%
Comprehensive Income for the Year Margin 23% 3% 9%
Return on Assets 0.5 0.0 0.1
Return on Equity 1.9 0.1 0.3
Current Ratio 0.9 0.8 0.9
Total Liabilities to Total Equity 2.8 1.4 1.4
Total Liabilities to Total Assets 0.7 0.6 0.6
Production Volume (in millions of tons) 5.2 5.6 6.5
Overburden (x) 12.7 14.9 13.4
Sales Volume (in millions of tons) 5.5 5.5 6.3
5.2
5.6
6.5
Total Assets (in million US$)
19.2%
225.2
261.5
311.6
2011
2012
2013
Total Liabilities (in million US$)
166.1
150.6
181.2
2011
2012
2013
Total Equity (in million US$)
59.1
110.9
130.5
2011
2012
2013
Sales (in million US$)
498.2
396.7
421.8
2011
2012
2013
Operating Proit (in million US$)
156.5
21.1
50.0
2011
2012
2013
Total Comprehensive Income (in million US$)
115.1
12.0
36.1
2011
2012
2013
20.3%
137.0%
200.8%
17.7%
6.3%
2012-2013
2012-2013
2012-2013
2012-2013
2012-2013
Stock Highlights
Share Performance 2013
5,000,000 200
Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
0 0
10,000,000 400
15,000,000 600
20,000,000 800
25,000,000 1,000
Quarter 3 Quarter 4
Highest Price (in Rp) 2,200 1,480
Lowest Price (in Rp) 1,350 1,060
Closing Price (in Rp) 1,460 1,270
Transaction Volume* (Unit) 59,628,000 2,382,000
Transaction Value* (in Rp) 118,443,462,320 3,123,300,000
Share Performance 2012
Quarter 1 Quarter 2 Quarter 3 Quarter 4
Highest Price (in Rp) 1,330 920 860 810
Lowest Price (in Rp) 770 720 680 630
Closing Price (in Rp) 880 860 710 740
Transaction Volume* (Unit) 148,771,500 17,548,000 7,246,000 9,487,500
Transaction Value* (in Rp) 149,293,019,320 20,770,194,968 5,073,634,976 6,436,890,000
Share Performance 2013
Dividend Policy
Based on Indonesian law, decision on dividend is made by shareholders through the General Meeting of Shareholders on the recommendation of the Board of Directors. The Company can announce the distribution of dividend annually if it has positive results. Prior to the closing of a inancial year, interim dividend can be distributed, provided it is based on the Company’s Articles of Association, and if the distribution of such interim dividend does not result in the Company’s net assets to fall below the amount of fully subscribed and paid-in capital, and furthermore, the Company still meets the requirement for statutory reserves pursuant to the Limited Liability Company Law on compulsory reserve. The distribution of interim dividend is determined by the Board of Directors post securing approval from the Board of Commissioners.
The Company plans to pay cash dividend at least once a year. The amount of dividend is related to the proit of the Company for the inancial year, mindful of the inancial condition of the Company, and without exempting the rights of the General Meeting of Shareholders of the Company to decide otherwise in accordance with the Company’s Articles of Association and prevailing laws and regulations.
The Company aims to pay dividends in the amount of at least 30% of its consolidated proit for the year (less minority interests and other comprehensive income) since inancial year 2012, while observing the compulsory reserve requirements pursuant to the Limited Liability Company Law. The amount of dividends to be distributed by the Company will depend on available cash low, investment plans, liquidity condition, future business prospects and other factors that are deemed relevant by the Board of Directors and restrictions on the payment of dividends based on certain agreements.
The shareholders on the prevailing listing date have rights to certain full dividend that has been approved, subject to prevailing income tax law in Indonesia. Dividend payable to a shareholder of foreign national is subject to income tax of maximum 20% in Indonesia.
Dividends Payment
Information on dividends payment is presented in the Corporate Governance section on page 80 of this Annual Report.
* Cummulative Value
Market capitalisation as of 28 December 2012 amounted to Rp2,556 billion.
Market capitalisation as of 31 December 2013 amounted to Rp1,489 billion.
2013 Event Highlights
The Company presented its results of operations as of September 2013 in the Public Expose event at the Indonesia Stock Exchange Building, covering both inancial and operating results. Pandu Syahrir (Director of Finance) and Sudharmono Saragih (Director of Operations) gave the presentation, accompanied by Iwan Sanyoto (Head of Investor Relations) and Bima Sinung Widagdo (Head of Legal Division).
Public Expose / 18 December 2013 10 millions No Loss Time Injury Award -
Petrosea / 11 November 2013
Presentation of the certiicate and award from the Company to PT Petrosea Tbk as the mining contractor in ABN on the achievement of safety at work of 10 million man-hours without an accident.
The Company (represented by Pandu Syahrir) was a speaker at the Indonesia Commodities Conference organised by Macquarie Securities, in Jakarta. Pandu Syahrir had the opportunity to speak in the session of “Outlook and Challenges for Indonesia’s Coal Industry.”
Indonesia Commodities Conference /
25 September 2013
The Company convened the Annual General Meeting of Shareholders for the irst time as a publicly listed company.
General Meeting of Shareholders /
28 June 2013
To increase awareness for the Company, Toba Bara participated in Coal Trans 2013 by opening a booth and becoming a sponsor of the event that was held in Nusa Dua, Bali.
Coal Trans Asia /
2 – 5 June 2013
Forbes Indonesia magazine designates PT Toba Bara Sejahtra Tbk as one of “Indonesia’s Top 50 Companies.”
Award from Forbes Magazine /
Awards and Certiications
PT Adimitra Baratama Nusantara received an award for achieving Zero Accident between the period of 1 January 2009 and 20 October 2013 from the Governor of East Kalimantan on 17 February 2014.
PT Adimitra Baratama Nusantara received a Gold Award Certiicate as a token of Partnership and Appreciation from the Regency Government of Kutai Kartanegara in 2013.
PT Adimitra Baratama Nusantara received a Green Rating Certiicate in the rating evaluation program on
PT Adimitra Baratama Nusantara received a Green Rating Certiicate in the rating evaluation program on
PT Indomining received a Blue Rating Certiicate in the rating evaluation program on the PT Adimitra Baratama Nusantara
received a Green Rating Certiicate in the rating evaluation program on the performances of companies in environmental management, from the Governor of East Kalimantan on 5 June 2013.
PT Toba Bara Sejahtra Tbk received the Certiicate of Participation in the Indonesia Environmental Week 2013, presented by the Ministry of Environment of the Republic of Indonesia on 2 June 2013. PT Adimitra Baratama Nusantara
Report of the Chairman
Jusman S. Djamal
President Commissioner
It gives me great pleasure to present the highlights of the achievements of PT Toba Bara Sejahtra Tbk for iscal year 2013. This report also presents the assessment of the Board of Commissioners on the performance of the Company under the management of the Board of Directors, along with the supervisory measures of the Board of Commissioners on the management of the Company.
In 2013, conditions affecting the coal industry sector in Indonesia were not encouraging. In fact, we can say that the
mining industry in general – including that of coal – faced even greater challenges in 2013 than they did in the previous year.
A number of factors such as the global price of coal that had not fully recovered, operating expenses that tended to rise, a global economy that is still weak, and the prolonged monetary crisis in some of the Eurozone countries, all of these factors inluenced one way or another the coal industry in general, as well as the Company’s performance in particular.
Dear Distinguished Shareholders,
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“
As a result of these
efficiency measures,
the Company was
able to increase its
proitability returns
Under those rather unfavourable conditions, the development of the Indonesian economy was also not very encouraging. Indonesia’s GDP growth declined from 6.2% in 2012 to 5.8% in 2013. Several other key indicators also relected similar discouraging developments, among which were the weakening of the Rupiah that depreciated by 26% throughout the year, the benchmark interest rate of Bank Indonesia that rose from 5.75% to 7.5% by year-end 2013, and inlation rate that increased from 4.3% in 2012 to 8.4% in 2013.
Although still within the safe corridor, Indonesia has begun to feel the external effects that are potentially harmful to the delicate balance of its macro-economy. For example, the suspension of the quantitative easing policy of the US Federal Reserve Bank resulted in capital light from Indonesia that instantly brought down the exchange rate value of the Rupiah. Indonesia’s external balance of payment suffered due to a weakening of exports relative to imports that had prevailed throughout 2013. At the same time, Indonesia also experienced current account deicits that continued to rise over the years, among other things due to the cost of subsidies on fuel, electricity and other utilities that are still borne by the government.
Obviously we hope that those
unfavourable conditions will soon change for the better in 2014 and beyond.
Assessing the Performance of the BOD
Against the backdrop of numerous challenges in 2013, PT Toba Bara Sejahtra Tbk posted quite an encouraging performance.
In our opinion, the Board of Directors was able to execute the budget and work plan of the Company for the inancial year 2013, as mandated by the shareholders and guided by the Board of Commissioners.
By implementing the right production strategy, the Company was able to increase its production volume by 16.1% to 6.5 million tons of coal in 2013. At the same time, the Company was also able to undertake tight cost efficiency measures without compromising the safety and security of its operations. As a result of these efficiency measures, the Company was able to increase its proitability returns encouragingly.
The Company posted a total comprehensive income for the year of US$36.1 million on total net revenues of US$421.8 million in 2013, an increase of 200.8% and 6.3%, respectively, of those of 2012.
Integration of Infrastructure Enhances Competitiveness
There is no denying that the nature of the coal commodity market, that has suffered from the depressed coal prices in recent years, has somewhat shifted the focus on what constitute a successful coal mining operations. It used to be that production volume was the primary measure of success for any coal mine operations. This is no longer true. Today, to be a coal mining company that is able to produce coal at a lower or more efficient operating cost compared to that of any other coal mining company is a must, especially when seen in the context of achieving sustainable growth and proitability.
Coal Production Volume (in million tons)
16.1%
5.6
6.5
2012
2013
Report of the Chairman
To that end, Toba Bara enjoys a unique advantage compared to its peers. Through its three operating subsidiaries, the Company owns three coal mine concession areas that are adjacent to one another. This allows for the sharing of mining infrastructure in an integrated manner. In 2013, the Company’s Management focused their attention and exerted all efforts to enhance that integration even further. This enables the Company to suppress the operating costs of its mines efficiently and effectively. In turn, the cost efficiency has increased Toba Bara’s competitiveness, while also maintaining sound proitability.
That is why the theme of our 2013 Annual Report,
“Consolidation and Integration,” aptly describes the efforts of the Company not only to prevail over the competition in the market, but also to ensure the Company’s sustainable long-term growth.
Implementing Corporate Governance that Continues to be Enhanced
The Board of Commissioners continues to carry out its supervisory roles with the help of the committee under its control, namely the Audit Committee. The establishment of this committee is part of implementing Good Corporate Governance (GCG) that continues to be enhanced by the Company.
The Board of Commissioners welcomes the initiatives that have been and will continue to be taken by the Company with respect to developing or implementing the policies of GCG within the Company in line with international best practices such as the Recommendation of the OECD (Organisation for Economic Co-operation and Development), the ASEAN Scorecard, the Guidelines of the National Committee on GCG, prevailing laws and regulations, and the Articles of Association of the Company.
One of the Company’s strengths in corporate governance is that all of the members of the Board of Commissioners of PT Toba Bara Sejahtra Tbk are not affiliated with the majority shareholder of the Company.
This means that the level of independence of the Board of Commissioners of the Company is 100%, well above the mandatory requirement of the Capital Market Authority of more than 30% of the board membership.
In 2013, with the help of the Audit Committee, the Board of Commissioners continued to monitor the execution of risk management policies, implementation of internal audit, and compliance to prevailing laws and regulations, including the Company’s standard operating procedures. I am pleased that, based on audit indings and other internal controls, there were no indications of frauds or other activities that fall outside of prevailing rules and regulations.
The Board of Commissioners has reviewed the audited consolidated inancial statements of the Company for the year ending 31 December 2013 and is of the opinion that the Company has achieved most of its targets for the year. The Board of Commissioners duly submits said inancial statements for the approval of shareholders at the Annual General Meeting of Shareholders of the Company in 2014.
Human Resources and Social Responsibility
The Board of Commissioners also monitors as a matter of course the company’s activities in the areas of Human Resources (HR) and Corporate Social Responsibility (CSR).
Report of the Chairman
Following up on past successes in environmental management prior to 2013, two of the Company’s subsidiary entities, namely ABN and IM, received a Green rating and Blue rating, respectively, in managing environmental conservation through PROPER, a government sanctioned environmental management program. In 2013, TMU also entered the PROPER program for the irst time.
In the discussion on CSR in its own section of this Annual Report, the Company has also begun to report activities related to three aspects of corporate sustainability – namely (i) environmental management, (ii) community development and (iii) product responsibility.
Board of Commissioners Composition
I am pleased to report that there has not been any change to the composition of the Board of Commissioners of PT Toba Bara Sejahtra Tbk since the last Annual GMS of the Company.
As such, I continue to share my duties and responsibilities with my distinguished colleagues, Messrs. Bacelius Ruru and Farid Harianto, two highly accomplished professionals in government, business, the capital market and academia.
Future Expectations
The Board of Commissioners views that the steps taken by Toba Bara to consolidate and integrate its resources in these extremely challenging times for the coal industry, constitute the right approach with strategic implications for the continuity and sustainable growth of the Company going forward.
With their numerous infrastructures and resources, the three subsidiary entities of Toba Bara were able to harness the synergy needed to enhance their competitiveness as well as the growing value that their businesses create.
In the long run, the synergy will have a signiicant impact on the Company’s resilience and growth capacities. This was already evident in 2013, when amid the challenging conditions that had driven most coal mining companies in Indonesia to post lower results of operations than they did a year ago, the Company had in fact posted higher operating results.
We are therefore highly conident of the Company’s ability to sustain its growth in 2014 and beyond.
Closing Remarks
It goes without saying that the success of Toba Bara could not have been achieved without the support and trust of a great many stakeholders.
We are eternally grateful and appreciative of the Company’s shareholders, customers, employees, business partners, the central and regional governments, the people’s representatives and the communities in which the Company operates.
Report of the President Director
Justarina S. M. Naiborhu
President Director
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The year 2013 went by so quickly. The price of coal that had been depressed throughout 2012, had not fully recovered in 2013.
This condition forced Toba Bara, through its three subsidiary entities that are engaged in the business of coal mining, namely Adimitra Baratama Nusantara (ABN), Indomining (IM) and Trisensa Mineral Utama (TMU), to work hard in response to the difficult and challenging market conditions.
The Company undertook a number of
conditions, among the key initiatives of which were efforts to Consolidate and Integrate. Our consolidation efforts centred on human resources as well as on work processes and cost efficiencies; whereas our integration efforts were aimed at the mining infrastructures and other mining resources among the three subsidiary entities of the Company.
Our consolidation and integration initiatives will be elaborated further herein, and constitute the theme of this Annual Report.
Our consolidation efforts
centered on human resources
as well as on work processes
and cost efficiencies; whereas
our integration efforts
were aimed at the mining
infrastructures and other
mining resources among the
three subsidiary entities of the
Company.
However, allow me to present some of the results of our Consolidation and Integration initiatives that are quite encouraging.
Amid a coal market background that has not been conducive, I am pleased to report the Company’s results of operations that are promising. Toba Bara posted total sales revenue that increased by 6.3% to US$421.8 million in 2013. The increase was derived primarily from the increase in sales volume by 14.5% to 6.3 million tons of coal compared to that of the previous year. The Company also posted an encouraging growth in terms of comprehensive net income, amounting to US$36.1 million in 2013 compared to US$12.0 million a year before. The Company successfully achieved all of its key business targets as set forth in the Company’s budget and work plan of 2013.
The encouraging growth delta between the operating results of 2013 and those of 2012, however, was not as high as the growth delta between the years 2012 and 2011. This prompted the Company to continue to consolidate and manage cost more efficiently, in addition to the aforementioned integration efforts.
Cost efficiencies were achieved in almost every aspect of production, starting from mining operating cost, barging and fuel consumption to employing infrastructures on integrated basis.
In the meantime, a reduction of the stripping ratio, shortening the distance to stow away overburden, and border mining activities – all contributed to further cost savings.
These cost-efficiency initiatives
succeeded in maintaining the Company’s operating margin at a healthy level, thus contributing positively to the Company’s operating income as well as net income for the year under review.
Work Transformation Process
One of the key factors behind the Company’s achievements in 2013 was the efforts to transform the way the Company works that include reorganising, appointing the right people in key operating positions, and instilling the same understanding among all personnel of the three subsidiary entities towards the business goals and objectives of the Company. These transformation efforts had a signiicant impact on better operating efficiencies, cost and time efficiencies, and more importantly, on the formation of a stronger camaraderie and teamwork spirit between the personnel of Toba Bara and the three subsidiary entities.
Several concrete results that have been gained from this work transformation process, among which are the 2013 record-breaking fourth-quarter production volume that reached a total of 1.9 million tons of coal, the highest ever quarterly production by the Company, the construction of the new hauling road from TMU to IM via ABN that was completed ahead of schedule, in addition to the aforementioned cost efficiencies.
Report of the President Director
Initiatives Carried Out by the Company
The Company made a total of US$23.3 million in capital expenditure in 2013 to support its operating activities and improve work efficiencies. One of the realised capital expenditure was for the construction of a Coal Processing Plant (CPP) at IM that can increase the coal crushing capacity of Toba Bara from 13 Mmt to 16 Mmt.
The increase in infrastructure capacities in 2013, as referred to above, is complemented by a number of initiatives undertaken in the area of marketing with the aim of securing the Company’s market share. Those initiatives include closing the deal on long-term coal sales contract at a locked price, expanding the marketing coverage area in response to the uncertain coal market conditions, and efforts to increase the number of end-user customers to balance the number of trading companies that the Company could rely upon.
At the same time, the Company also enhanced its corporate communications and investor relations as a way to build a positive image around the brand Toba Bara. A number of initiatives taken by the Company’s Investor Relations Division have yielded positive results, including greater recognitions in the market from the various exposures of Toba Bara in leading media such as Forbes magazine, or the coverage of Toba Bara by market analysts from leading irms such as Macquarie, and the participation of Toba Bara in the Coal Trans Asia 2013 as one of the main sponsors as well as exhibitor in the trade fair.
In addition, Toba Bara was also invited to speak in various prominent industry events such as Kalimantan Coal, Indonesia Power & Energy Summit, Macquarie Indonesia Commodities Conference, Seminar organised by the Directorate General of Taxation and others.
In this context, Toba Bara also participated actively as the Team Chair and Speaker in the dialogue forum between the Government and the Indonesian Coal Mine Association to ind the middle ground in the Indonesian Government’s plan to raise the royalty rate of coal production.
Corporate Governance
The Board of Directors continued to implement good corporate governance (GCG) policies as mandated by the General Meeting of Shareholders and capital market regulations with respect to publicly listed companies.
In 2013, the Audit Committee of the Company had fully served its functions pursuant to the duties and responsibilities as set forth in the Audit Committee Charter. The Report of the Audit Committee for the year ending 31 December 2013 is presented in this Annual Report starting from page 84.
Meanwhile, the Board of Commissioners has begun to discuss the establishment of the Nomination and Remuneration Committee and the Risk Management Oversight Committee to assist the oversight duties of the Board of Commissioners in overseeing the management of the Company by the Board of Directors.
Report of the President Director
In addition, the Corporate Secretary Division and Legal Division are seeing to it that the Company with all of its rank-and-ile comply fully with all prevailing laws and regulations that are relevant to the Company’s business.
The Company also continues to enhance corporate social responsibility activities, especially those that relate to the Company’s sustainable business development and growth. Slowly but surely, Toba Bara has begun to implement the principles of sustainable development that are grounded upon the 3Ps of Proit, People and Planet. Discussions on these three “P” that are presented in the context of (i) environmental management, (ii) community development, and (iii) product responsibility are presented in the Sustainability Program section in the discussion on Corporate Governance in this Annual Report starting from page 78.
Human Resources
The management of human resources (HR) has become an increasingly important part of the Company’s activities due to the business process transformation undertaken since 2013 in response to the currently bearish coal market. We then made a workforce mapping exercise, along with the gap analysis between the job requirement at hand and the Company’s available HR capabilities. The outcome of this mapping and analysis is then used as the basis to develop the HR development policies and the recruitment of employees to strengthen the rank-and-ile of the Company and its subsidiary entities.
The Principles of Sustainable Development that are Grounded Upon the 3Ps
Report of the President Director
Justarina S. M. Naiborhu
President Director
Prospects in 2014
The Company believes that conditions in the coal market will generally not change much in 2014 compared to those of the previous year, although there has been an upward trend in the price of coal since the fourth quarter of 2013. We will still have to see whether this upward trend relects market fundamentals over the long term or simply a temporary spike in demand related to the winter season in the northern hemisphere of the globe. But whatever the trending price will be in 2014, the Company is ready to face up to any challenge that the market may pose.
Toba Bara has a long-term business plan that centres around (i) efforts to increase the exploitation of coal from current coal reserves of 147 million tons, (ii) efforts to increase production and operating cost efficiencies through various initiatives that have proven to work, (iii) efforts to expand markets and the number of end-user customers in order to increase market share, and (iv) efforts to explore for more coal reserves throughout the Company’s vast concession areas that are still not prospected, as well as through acquisitions when the opportunity arises.
Based on those efforts, the Company believes that it can maintain sustainable growth in 2014 and in the years to come.
Board of Directors Composition
In 2013, there was no change in the composition of the Board of Directors.
Closing Statements
Gen. (Ret.) Luhut B. Pandjaitan
Founding Shareholder
Gen. (Ret.) Luhut B. Pandjaitan is the founder of PT Toba Sejahtra that holds 71.8% shares of PT Toba Bara Sejahtra Tbk.
A retired general of the Indonesian National Army (TNI), statesman, former ambassador extraordinary and
plenipotentiary of the Republic of Indonesia, businessman and philanthropist, Luhut B. Pandjaitan devotes all his thoughts and efforts to the progress and prosperity of the Indonesian nation that he loves.
As a businessman, his vision is to increase the
competitiveness of Indonesian businesses in order to compete regionally and globally.
Regionally, the demand for increased competitiveness by Indonesia is already upon us with the inauguration of the ASEAN Free Trade Market in 2015. Whereas globally, Indonesia must improve its industrial strength among the leading industrialised countries in the world – the G-20 Group, in which as of year-end 2013, Indonesia ranked 13th among the world’s largest economies (the World Bank).
Luhut B. Pandjaitan believes that education is key to increasing the competitiveness of a nation. Therefore, he founded the DEL Foundation, a non-proit foundation that is actively engaged in community development in North Sumatra with a focus on education through PI DEL. A leading national university in the ield of information technology that is accredited by the Ministry of Education of the Republic of Indonesia.
He believes that Indonesia needs to add the value that can be derived from the nation’s natural resource riches. Therefore, he founded Toba Bara to create added value from the coal-mining sector – a leading sector of Indonesia’s.
“The Social Entrepreneur of the Year” of Ernst & Young Global Entrepreneurship Award 2012, Luhut B. Pandjaitan, is keenly aware of the signiicance of the sustainable development that is built upon the three pillars of economic performance (proit), environmental conservation (planet) and social welfare (people). Therefore, he expects Toba Bara to begin harnessing the principles of sustainable development in every aspect of its business activities.
Perspectives of the Founding Shareholder
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“
I am pleased that the
Toba Bara Group has
begun to show the
strength and features
Company Proile
Brief History of the Company
30
48
Shareholders InformationCapital Market Supporting Professionals
52
Address of Company and Operating Subsidiaries
53
Brief Description of Operating Subsidiaries
50
Business Line
32
Business Strategy
34
Vision and Mission
35
Organisation Structure
36
Proiles of the Board of Commissioners
38
Proiles of the Board of Directors
40
Brief History of the Company
PT Toba Bara Sejahtra Tbk (Toba Bara) was incorporated in 2007 and acquired its legal entity status based on the approval of the Minister of Justice and Human Rights of the Republic of Indonesia number AHU-04084.AH.01.01 dated 28 January 2008. Toba Bara is structured as a holding company and, through its subsidiary entities, operates three coal mines.
The Company is the holding company of PT Adimitra Baratama Nusantara (ABN), PT Indomining (IM) through PT Toba Bumi Energi (TBE) and PT Trisensa Mineral Utama (TMU), as well as PT Perkebunan Kaltim Utama I (PKU) that was acquired in June 2013. The following timeline describes the major events that have transpired in the Company’s corporate history:
ABN and TMU were incorporated in
2004.
2004
IM was incorporated in 2005.
2005
ABN and IM were granted mining authorization for
exploration.
2006
ABN and IM were granted KP for
exploitation.
2007
IM began production.
ABN began production.
ABN converted its KP to IUPOP.
2009
TMU began production. Consolidated production of Toba
Bara surpassed 5 million tons.
2011
The haul road TMU – IM is operated ahead of schedule. Construction of the second underpass
in ABN was completed.
2013
IM and TMU converted their KP
to IUPOP.
2010
TBS acquired 51.0% of ABN, 52.5% of TBE
(that controlled IM) and 51.0% of TMU.
Toba Bara acquired additional shares of TBE and TMU to
99.99% each.
2012
TBS listed its shares on the Indonesia
Stock Exchange (July).
TBS settled the land overlapping issue
with PKU.
TMU is poised to increase coal production to 80,000 tons – 100,000 tons/ month. A new CPP has been constructed in IM.
Company Proile •Brief History of the Company
Business Line
TMU
ABN
ABN Jetty IM Jetty
~5 km
~65 km
IM
Samarinda
Mahakam River Major city is less than 50 km
Adjacent locations for three mines
Close proximity transhipment
point & jetty Major City Jetty Transhipment Point
Furthest pit to jetty 25 km with closest 1 - 5 km Kutai Energy
The Company is currently engaged in coal production and sales through three subsidiary entities. These three subsidiary entities have adjacent concession areas located in Sanga-Sanga, Loa Janan and Muara Jawa, Kutai Kartanegara Regency, in the province of East Kalimantan. The ABN and Indomining concession areas are situated within 5 kilometers of their respective self-owned jetties on the Mahakam River delta, which provide access to transhipment points in Muara Jawa and Muara Berau. The Company’s concession areas total approximately 7,087 hectares.
~55 km (Total ~120 km)
Makasar Strait
Muara Berau
Coal Production (in million ton)
2.0
3.9
5.2 5.6
6.5
Concession Area
TM Ash TS Caloriic Value (kcl/kg)
(% GAR) (% GAD) (% GAD) GAR GAD
PT ADIMITRA BARATAMA NUSANTARA
ABN 52 25 7 0.8 5,200 5,800
ABN 55 - HS 20 6 1.8 5,500 6,000
ABN 55 - RS 20 6 0.8 5,500 6,000
ABN 58 19 6 0.9 5,800 6,250
PT INDOMINING
Indomining 19 8 0.9 5,700 6,200
PT TRISENSA MINERAL UTAMA
Trisensa - 47 28 5 0.4 4,700 5,400
Coal Products
Coal Resevers
147
million ton
Coal Resources
236
million ton
Based on the JORC Reports, the Company’s coal reserves are estimated to be 147 million tons and the Company’s coal resources are estimated to be 236 million tons. The reserves and resources in the Company’s concession areas include various grades of thermal coal. The caloriic values of the coal produced by the operating subsidiaries range from 4,700 GAR to 5,800 GAR. Currently, the majority of the Company’s coal is sold to coal trading companies, which primarily supply the coal to power generating companies in South Korea, Taiwan, China and India.
Business Strategy
Sustainable
Long Term
Growth
The Company’s business strategy in maintaining sustainable growth rests upon the coal mining concession locations of the three operating subsidiaries that are adjacent to one another. This allows the Company to undertake a collective mine planning on a group-wide basis that integrates the mining operations of ABN, IM and TMU. Through this integration strategy, there are many beneits that accrue to the Company and the Group, such as joint infrastructure development, the construction of hauling road that cuts through one of the subsidiary entity concessions, in addition to cost efficiency that can be derived from an integrated operation.
To that end, the Company has formulated ive strategic steps to support sustainable long term growth, as follows:
Integration of three mines.
Continue to focus on health and safety, environmental track record and commitment
to Corporate Social Responsibility.
Organically increase coal production levels. Increase coal reserve
and resource.
Stregthen existing and develop new customer
Vision
• Creating sustainable shareholder value from Indonesian mining
• Developing a best-in-class pool of talent
• Investing in our subsidiaries and other related businesses that will enhance value to shareholders
• Managing competitiveness of mining operations effectively
• Enhancing integration of coal supply chain to ensure reliability and efficiency
• Building strong relationship with our business partners and the inancial community
• Being a responsible corporate citizen in promoting community development and implementing good corporate governance practices.
Mission
Vision and Mission
To be one of the best-managed world class mining companies in
Indonesia with a focus on high growth by building competence through development of our employees, robust inancial performance, and solid returns
Organisation Structure
Board of Commissioners
Board of Directors
Bima Sinung Widagdo
Legal Unit Corporate
Secretary
Pandu P. Syahrir
Investor Relations
ABN BOD IM BOD TMU BOD Audit
Committee
Internal Audit
Finance & Accounting
Tries Nainggolan
Government Relations
Vacant
Proiles of the Board of Commissioners
1 2
Company Proile •Proiles of the Board of Commissioners
Mr. Jusman Syaii Djamal has been President Commissioner of the company since October 1, 2010. Currently he also serves as the President Commissioner of PT Cardig Aero Services Tbk (July 2011 – present), President Commissioner of PT Telkom Indonesia Tbk (January 2011 – present), Member of National Innovation Committee (May 2010 – present), Chairman of the Advisory Council of Entrepreneur of Land Transportation Organization (January 2010 – present), and Chairman of Matsushita Gobel Foundation January 2005 – present).
Previously, he served, among others, as the Minister of Transportation of the First United Indonesia Cabinet (May 2007 – October 2009), Member of the National Evaluation Team of Transportation Safety and Security (January - May 2007), Member of Incubator Technology of BPPT (2003), and Chief Project Engineer of 50 seaters Advanced Turboprop N250 Fly by Wire Airplane, IPTN Indonesia (1990 – 1995). He graduated with a Bachelors Degree in Technical Aviation from Institut Teknologi Bandung.
Jusman S. Djamal
President Commissioner1
Mr. Bacelius Ruru has been a Commissioner of the Company since March 30, 2012. Currently he also serves as Independent Commissioner of PT Manulife Aset Manajemen Indonesia (2011 – present), Independent Commissioner of PT Agung Podomoro Land Tbk (2010 – present), President Commissioner of PT Axle Asia (insurance broker) (2008 – present), President Commissioner of PT Jababeka Tbk (2007 – present), President Commissioner of PT Tuban Petrochemical Industries (2003 – present) and President Commissioner of PT Polychem Indonesia (2003 – present). Previously, he served, among others, as President Commissioner of PT Perusahaan Pengelola Aset (Persero) (2004 – 2008), President Commissioner of PT Telekomunikasi Indonesia Tbk (2001 – 2004), President Commissioner of PT Bursa Efek Indonesia (2001 – 2008), Secretary of the Ministry of State-Owned Enterprises (2001 – 2004), Deputy of State Minister/Deputy of Head of Investment and State-Owned Enterprises Development, Division of Supervision and Control, Ministry of State-Owned Enterprise (2000 – 2001), Assistant of Minister/Deputy of Mining Business and Agro Industry, State Ministry of Utilization (1999 – 2000), Deputy of Competitive Business Sector, Management Board of State-Owned Enterprises (1998 – 1999), Director General of State-Owned Enterprises Development, Ministry of Finance (1995 – 1998), and Head of the Indonesian
Mr. Farid Harianto has been a Commissioner of the Company since 2011. Currently he also serves as a Member of the President’s Advancement Advisory Council in the National University of Singapore (2011 – present), Independent Commissioner of PT BATA Indonesia Tbk (2011 – present),
He is Special Staff of the Vice President of the Republic of Indonesia (2009 – present), Risk Oversight Committee of PT Bank International Indonesia Tbk (2007 – present), Independent Commissioner of PT Unggul Indah Cahaya Tbk (2005 – present), Independent Commissioner of PT Lippo Karawaci Tbk (2004 – present), and Member of Asian Executive Advisory Board, the Wharton School, University of Pennsylvania (2000 – present).
Previously, he served, among others, as Deputy Chairman of the Indonesian Bank Restructuring Agency (1998 – 2000), President Director of PT Pemeringkat Efek Indonesia (1995 – 1998), Visiting Professor and Chairman, ASEAN Studies, University of Toronto, Canada (1993 – 1995), and Director, Graduate Programs, Institute PPM (1990 – 1993). He graduated with a Bachelors Degree in Electrical Engineering from Institut Teknologi Bandung, Indonesia.
He also holds a Masters in Applied Economics and Managerial Science and a Ph.D in Applied Economics and Managerial Science from The Wharton
Bacelius Ruru
Independent Commissioner
Proiles of the Board of Directors
1 2
3
Ms. Justarina Sinta Marisi Naiborhu has been the President Director of the Company since May 5, 2011. Prior to this she was the President Director of PT CIMB-Principal Asset Management (2008 – 2011), Director of PT CIMB-GK Securities Indonesia (2003 – 2008), Vice President of Institutional Business & Advisory PT Kuo Capital Raharja (2001 – 2003), Portfolio Manager of Institutional Asset Management of PT Danareksa Investment Management (1999 – 2001), and Research & Development Analyst and Assistant to the President Director of PT Bursa Efek Jakarta (1992 – 1997).
She graduated with a Bachelors Degree from the Bogor Institute of Agriculture, Indonesia. She also holds a Masters Degree in International Securities, Investment and Banking from Reading University, United Kingdom and a Masters Degree in Management from the University of Indonesia, Indonesia.
Mr. Arthur Mangaratua Ebenhaezer Simatupang has been a Director of the Company since May 5, 2011. Prior to this, he was a Director and Chief Financial Officer of ABN since 2007. Additionally, he previously served as Advertising and Promotion Supervisor at PT Indofood Sukses Makmur Tbk (1998 -2004).
He graduated with a Bachelors Degree in International Business from Seattle University, United States and a Masters of Commerce Degree in Finance and Accounting from The University of Sydney, Australia.
Mr. Pandu Patria Syahrir has been a Director of the Company since October 1, 2010. Prior to this, he was a Senior Analyst focusing on the energy and mining sectors at Matlin Patterson from 2007. Additionally, he previously served as Principal at Byun & Co., an Asian alternative energy fund (2002 – 2005) and as an Analyst at Lehman Brothers (2001 – 2002). He graduated with a Bachelors Degree from the University of Chicago, United States and holds a Masters of Business Administration Degree from the Stanford Graduate School of Business, United States.
Justarina S. M. Naiborhu
President Director/ Unafiliated Director1
3
Arthur M. E. Simatupang
DirectorMr. Sudharmono Saragih has been a Director of the Company since June 20, 2012. Prior to this, he was the Company’s General Manager of Operations since April 2012.
He previously served as a Project Manager at PT Toba Sejahtra (2011 – 2012). Prior to that, he was the Site Manager of PT Raja Kutai Baru Makmur, Ancora Group (2010 – 2011), Operations Manager of PT Karya Wijaya Aneka Mineral, Harita Group (2009 – 2010), Site General Manager of PT Agrabudi Jasa Bersama, Titan Mining Indonesia Group (2009), Operations General Manager of PT Riau Bara Harum, Andaru Resources Group (2008 – 2009), and Production Superintendent at PT Kaltim Prima Coal (2004 – 2005).
He graduated with a Bachelors Degree from Bandung Institute
Sudharmono Saragih
Director
4
Pandu P. Syahrir
Director
2
In 2013, the Company added a total of 27 personnel, an increase of 1.1%, bringing the total number of employees in the Company and the three subsidiary entities to 795 people.
As a growing organisation the Company sees human capital as a critical factor to achieving sustainable long-term growth. As such, the Company places a great emphasis on recruiting, training and retaining professionals and top talents in the coal mining industry.
In 2013 the Company sharpenned the Key Performance Indicator (KPI) in the three subsidiary entities. This is aimed at enhancing the performance of each subsidiary entity in a more measured and sustained manner.
In addition, the Company continues to develop its strategic human capital policy, including identifying skills and capabilities, setting remuneration standards, establishing career path programs, and devising new method of performance evaluation for the Company and its three subsidiary entities.
Human Resources
As of 31 December 2013 the Company and its subsidiary entities employ a total of 795 people, 702 of which are permanent employees. A total of 28 employees worked at Head Office in Jakarta with the remaining employees assigned in ield offices and sites working in various capacities that include administration, technical services, supervision of coal processing and barging, logistics, safety and health, the environment and community development.
Total Employees
2011
731
2013
795
786
The Company has a relatively young human resources composition, in which the largest group of employees are between the ages 26 years to 35 years. This youthful composition provides dynamism to the Company and its three operating subsidiaries. One of the enduring features of the Group’s human capital is their ‘can do’ spirit that underlines the work ethics of the Toba Bara business group. This fact plays a key role in the ability of the Company to increase its coal production consistently over the past four years.
The Company also places a strong emphasis on the value of training and education in human resources development.
As a relatively young coal mining company, in 2012 the Company carried out intensive training program, attended by employees of various seniority levels. The list of training program is presented below:
No Training Organiser Date Location
1 First Aid Injury HSE ABN 18 January Sangasanga
2 Environmental Awareness HSE ABN 26 January Sangasanga
3 In-house Training Fatigue Management Indomining (Team HSE) 6 February Sangasanga
4 First Operational Supervisor Distamben Propinsi Kalimantan Timur 6-10 February Balikpapan
5 First Operational Supervisor Distamben Provinsi Kalimantan Timur 13 - 17 February Sangasanga
6 In-house Training Fatigue Management Indomining (Team HSE) 14 February Sangasanga
7 Leadership Course for New Managers QB Leadership Center 15 - 16 February Jakarta
8 In-house Training Fatigue Management Indomining (Team HSE) 16 February Sangasanga
9 In-house Training Fatigue Management Indomining (Team HSE) 18 February Sangasanga
10 Environmental Protection Expert on Safety, Health
at Work Indotrain
18 February -
2 March Balikpapan Training Programs in 2013
As a growing organisation
the Company sees human
capital as a critical factor to
achieving sustainable long
term growth.
“
“
Company Proile •Human Resources
No Training Organiser Date Location
11 In-house Training Fatigue Management Indomining (Team HSE) 25 February Sangasanga
12 Root Cause Analysis Indotrain 9 - 10 March Sangasanga
13 Workshop National Security Indonesian Management Centre (IMAC) 15 - 16 March Balikpapan
14 Seminar Geotechnical Engineering in The Mining
Industry Workshop Balinga Utama 19 - 21 March Yogyakarta
15 Incident Investigation & Reporting Indomining (Team HSE) 20 March Sangasanga
16
Designing Salary Structure & Remuneration to Enhance Company’s Productivity with Ergonomy and Psychology Approach
Expertindo 25 - 27 March Yogyakarta
17 Environment Management Mairodi Mandiri Sejahtera 8 - 11 April Bandung
18 Awareness Oil Spillage HSE ABN 14 April Sangasanga
19 Coal Washing Plant & Stockpile Management Course PT Geoservices 15 - 16 April Bandung
20 Oil Spillage dan Penggunaan APAR HSE ABN 20 April Sangasanga
21 Certifate Industrial Relations Profesional Unika Atmajaya 24 - 27 April Balikpapan
22 Safety Leadership Team Safety Indomining 1 May Sangasanga
23 Safety Officer Technos Prima 6 - 8 May Sangasanga
24 Middle Operational Supervisor Pusdiklat Mineral & Batubara 13 - 19 May Bandung
25 Environmental Protection Expert on Safety, Health
at Work PT Phitagoras Global Duta 13 - 25 May Jakarta
26 How to Develop and Implement ISO 14001 Cipta Energi Utama Mandiri 15 - 19 May Sangasanga
27 How to Develop and Implement ISO 14001 PT Cipta Energi Utama Mandiri 16 - 19 May Bandung
28 P3K/First Aid Indonesian Red Cross 17 - 18 May Sangasanga
29 Education and Training on Mining Environmental
Management Pusdiklat Minerba 20 - 25 May Bandung
30 Professional Filing & Record Management Cipta Energi Utama Mandiri 27 - 31 May Sangasanga
31 Mine Indonesia 2013 11th Annual Review of trend in the Indonesia Mining Industry
Pricewaterhouse Coopers Indonesia
(PwC Indonesia) 29 - 30 May Jakarta
32 Welder Indotrain 29 May - 30 June Sangasanga
33 Train of Trainer Indotrain 30 May - 1 June Sangasanga
34 Safety Officer Technos Prima 9 - 11 June Sangasanga
35 Intergrating QHSE Management System PT PGD 10 - 14 June Sangasanga
No Training Organiser Date Location
36 Training for Main Supervisor in Mining Pusdiklat Minerba 17 - 20 June Jakarta
37 Training and Competence Testing for Building/ Construction
Asosiasi Tenaga Ahli Kontruksi Indonesia
(ATAKI) 17 - 18 June Samarinda
38 Training and Competence Testing for Main
Supervisor in Mining Pusdiklat-Minerba Bandung 17 - 21 June Jakarta
39 In-house Training for Training XPAC PT Admitra Baratama Nusantara 24 - 28 June Sangasanga
40 LOTO HSE ABN 27 June Sangasanga
41 Domestic Waste Management HSE ABN 29 June Sangasanga
42 Candidate for Health and Safety at Work Expert in
2013 Distamben Provinsi Kalimantan Timur 1 - 4 July Sangasanga
43 Training for Candidate for Health and Safety at Work
Expert in 2013 Disnaker Provinsi Kalimantan Timur 2 - 5 July Samarinda
44 In-house Training Clean and Healthy Lifestyle Bio Medika 27 July Sangasanga
45 Health & Safety Management System Gilbert Markus Nisah Pih 14 September Sangasanga
46 Lead Auditor OHSAS 18001 & ISO 14001 Indotrain 21 - 20 September Sangasanga
47 Electricity Use at the Office and Mess HSE ABN 9 October Sangasanga
48 Awareness ASMK3L HSE ABN 11 - 12 October Sangasanga
49 Lead Auditor OHSAS 18001 & ISO 14001 Indotrain 17 - 18 October Sangasanga
50 Minescape Advance Stratmodel Mitrais 16 - 19 October Jakarta
51 Awareness ASMK3L HSE ABN 19 - 20 October Sangasanga
52 Evaluation & Certiication of General Safety and
Health Expert Start Safety 25 - 26 October Sangasanga
53 Mining Acid PT BENEFITA 26 - 30 October Sangasanga
54
Environmental Brainstorming “Basic Knowledge on Post-Mining Revegetation and Safety Management System"
Sri Soegiharto 31 October Sangasanga
55 Awareness Training ASMK3L HSE ABN 3 November Sangasanga
56 HIRADC & Identiikasi Aspek HSE ABN 9 November Sangasanga
57 Minescape Open Cut Public Mitrais 10 - 14 November Jakarta
58 Intensive Course on Mining Law EMLI Training 12 - 14 November Jakarta
59 Lead Auditor ISO 14001 Ceriication Indotrain 12 - 16 November Sangasanga
60 Workshop on Implementation of Inventory Data Application
Pusat Pengelolaan Ecoregion (PPE
Kalimantan) 20 November Balikpapan
61 Training on Analysis Need and Impact Evaluation PT ISDM 5 - 6 Desember Jakarta
62 Accident Investigation Expertindo 25 - 28 December Sangasanga
Employees by TItle
2012
2013
Non-Staff
427(54.3%)
Staff
165(20.9%)
Supervisor
114(14.5%)
Super Intendent
33(4.2%)
Manager
25(3.3%)
Senior Manager
4(0.5%)
General Manager
6 (0.8%)
Director
12(1.5%)
Non-Staff
465(58.5%)
Staff
108(13.7%)
Supervisor
132(16.6%)
Super Intendent
44(5.5%)
Manager
29(3.6%)
Senior Manager
1(0.1%)
General Manager
6(0.7%)
Director
10(1.3%)
“
One of the enduring features of the
“
Group’s human capital is their ‘can do’
spirit that underlines the work ethics
of the Toba Bara business group.
Shareholders Information
Name Position Number of Shares Percentage
Jusman D. Djamal President Commissioner 0 0.0000000
Bacelius Ruru Independent Commissioner 0 0.0000000
Farid Harianto Independent Commissioner 0 0.0000000
Justarina S. M. Naiborhu President Director 0 0.0000000
Pandu P. Syahrir Director 0 0.0000000
Arthur M. E. Simatupang Director 0 0.0000000
Sudharmono Saragih Director 45,000 0.0022360
Total 45,000 0.0022360
Composition of Shareholders
Shareholders Owning More Than 5%
Report of Share Ownership - Directors & Commissioners per 31 December 2013
Luhut Pandjaitan
99.98% PT Bara Makmur Abadi
(6.2%)
PT Sinergi Sukses Utama
(5.1%)
Public
(12.5%)
Davit T. Pandjaitan
(0.8%)
PT Toba Sejahtra
(71.8%)
Roby Budi Prakoso
(3.6%)
Name of Shareholders Numbers of Shares Share Ownership
PT Bara Makmur Abadi 125,755,000 6.25%
Bintang Bara B.V 201,250,000 10.00%
PT Sinergi Sukses Utama 102,700,000 5.10%
PT Toba Sejahtra 1,444,750,000 71.79%
PT Adimitra Baratama Nusantara 51.00%
PT Toba Bumi Energi
99.99%
PT Indomining 99.99%
PT Trisensa Mineral Utama
99.99%
PT Perkebunan Kaltim Utama I
Company Proile •Shareholders Information
Information on the Majority Controlling Shareholder
The Company is majority held by PT Toba Sejahtra (TS), which holds 71.8% shares of the Company. Mr. Luhut Pandjaitan holds 99.98% shares of Toba Sejahtra.
PT Toba Sejahtra is a limited liability company incorporated under Indonesian law on 6 August 2004, and is currently engaged in the business of mining, energy and plantation. The businesses of Toba Sejahtra comprise of among other things natural resources (thermal coal and oil and gas), power generating plants (as Independent Power Producer of coal- ired, gas-ired and geothermal power plants), as well as agricultural and plantation resources (oil palm, rubber, sugar cane, and forestry). In addition to Toba Sejahtra itself, the TS Group currently comprises of 16 other affiliated companies that are engaged in broad ranging industry sectors.
Toba Sejahtra works with several leading companies from Indonesia and overseas in developing various assets and natural resources in Indonesia, with the aim of harnessing the natural resources of Indonesia to their full capacity for the beneit of the Indonesian people.
Chronology of Share Listing
The Company successfully listed its shares on the Indonesia Stock Exchange on 6 July 2012, under challenging conditions for the coal market in general. A total of 210,681,000 common shares at a nominal value of Rp200 per share, was listed on the Exchange, representing 10.47% of the Company’s fully paid and subscribed capital. The number of shares that was offered to the public at a price of Rp1,900 per share generated an IPO proceed of Rp400,293,900,000 for the Company. It is listed on IDX with the ticker code of TOBA.
Realization of Public Offering Plan of Use of Proceeds as Disclosed in Prospectus Realization of Use of Proceeds as Disclosed in Prospectus
Total
Acquisition of Coal Mining
Acquisition of Coal Mining
( IPO ) 6-Jul-12 400,294 38,871 361,423 94,476 189,711 77,236 361,423 94,116 112,532 77,236 283,884 77,539
Total 400,294 38,871 361,423 94,476 189,711 77,236 361,423 94,116 112,532 77,236 283,884 77,539 Report of Use of Proceeds Per December 2013
Notes
a. (i) Plan of use of proceeds as disclosed in Prospectus.
7 More or less 26.14% from the net proceeds to be used to repay loan facilities from BNP Paribas.
8 More or less 52.49% from the net proceeds to be used for capital expenditure to support mining activities, infrastructure and facilities development in the concession areas of the subsidiary entities.
9 More or less 21.37% from the net proceeds to be used as working capital for the Company and subsidiary entities and to inance exploration activities in the subsidiary entitities’ concession areas and to acquire coal mining concessions. (ii) Realisation of use of proceeds as disclosed in Prospectus.
11 Repayment of the loan principal to BNP Paribas amounting to US$9,946,782.69 equivalent to Rp94,116 million.
12 Capital expenditures related to the procurement of ixed assets for the Company and the development of supporting facilities in the concession areas of subsidiary entities.
13 Financing of working capital and exploration activities in the three subsidiary entities’ concession through loans extended to the subsidiary entities amounting to Rp18,485 million. Financing of operations and working capital of the Company
PT ADIMITRA BARATAMA NUSANTARA
Percentage Ownership of the Company
51.00%
PT INDOMINING
99.99%
PT Adimitra Baratama Nusantara (ABN) is a fast-growing thermal coal producer located in Sanga- Sanga, Kutai Kartanegara, East Kalimantan, Indonesia and covers 2,990 hectares. First set up in 2004, ABN has been a majority-owned subsidiary entity of the Company since 2010.
ABN has a total estimated resources of 156 million tons of coal. Currently, ABN produces two varieties of blended thermal coal, ABN 52 and ABN 58. In 2013 it produced 4.2 million tons of coal, with main infrastructures that comprise of coal stockpile, crusher, overland conveyor and jetty. In 2013, more than 80% of ABN production is estimated to be higher than 5,600 GAR. ABN transports its coal from the ROM stockpile through the overland conveyor of less than ive kilometers, which directly loads the coal to 300-feet barges at the jetty.
PT Indomining is a subsidiary company of PT Toba Bumi Energi, which is wholly controlled by the Company. The Indomining coal concession is located in Sanga-Sanga, Kutai Kartanegara, East Kalimantan, and covers 683 hectares, adjacent to the concession of ABN.
IM has a total estimated coal resources amounting to 37 million tons, and has its own coal mining infrastructures that include a crusher, land conveyor and jetty. IM can transport crushed coal from the ROM stockpile through the overland conveyor directly onto docked barges in the jetty. IM began production in 2007 and in 2013 produced a total of 1.4 million tons of coal.
Brief Description of Operating Subsidiaries
Percentage Ownership of the Company
Board of Commissioners
Directors Directors
Paulina Maria Dame Uli Pandjaitan President Commissioner
Imelda The Commissioner
Aurelia Marsaulina Simatupang Commissioner
Soenggoel Pardamean Sitorus Commissioner
Sintong Pandjaitan Commissioner
Johny Lumintang* President Director
Sudirdjo Widjaja Director
Michael Soerijadji Director
Pandu P. Syahrir Director
Sudharmono Saragih Director
Board of Commissioners
Godlief Manangkak Timbul Silaen President Commissioner
Hamid Awaluddin Commissioner
Roby Budi Prakoso Commissioner
Saswinadi Sasmojo Commissioner
HM Yunus Yosiah Commissioner
Arthur Simatupang President Director
Alvin Sunanda Director
PT TRISENSA MINERAL UTAMA
PT PERKEBUNAN KALTIM UTAMA I
99.99%
90%
PT Trisensa Mineral Utama (TMU) is a wholly owned (99.99%) subsidiary of the Company. The TMU concession is located in Kutai Kartanegara, East Kalimantan, and covers 3,414 hectares. Trisensa has completed the construction of a coal-hauling road to IM through ABN in order to use IM’s infrastructures.
TMU has an estimated total resources of 43 million tons. TMU commenced production in October 2011, and in 2013 produced approximately 925 thousands tons of coal.
PT Perkebunan Kaltim Utama I (PKU) is a subsidiary entity of the Company with a majority share (90%) of PKU, which is engaged in the oil palm plantation business. PKU holds the Rights to Cultivate Oil Palm Plantation (HGU) of a site totalling 8,633 hectares in the Teluk Dalam Bario, Pula Seribu Village, Muara Jasa District, Jawa County, Sanga-Sanga Regency, and in Tani Bhakti Village, Batuah, Loa Janan District, Kutai Kartanegara Regency, East Kalimantan for a period of 30 years.
Percentage Ownership of the Company
Percentage Ownership of the Company
Company Proile •Brief Description of Operating Subsidiaries
Directors Directors
Board of Commissioners
Tjokro Saputrajaya President Commissioner
Bok Maria Laurensia Commissioner
Utomo Santoso Commissioner
Suadi Atma Commissioner
Salikin Moenits Commissioner
Eddy Kustiwa Koesma Commissioner
Suaidi Marasabessy President Director
Elim Khiat Director
Hartanto Saputrajaya Nyoto Director
Board of Commissioners
Luti Ibrahim Nasution President Commissioner
Luti Ismail Commissioner
