BOARD OF COMMISSIONERS COMMITTEES
I. AUDIT COMMITTEE
BOARD OF COMMISSIONERS
4. Profile and Qualifications of Audit
Committee Members
Sumantri Slamet
The educational background, expertise, position, and work experience of members of the Audit Committee can be found in the Company Profile section on page 80 of this 2022 BCA Annual Report.
Fanny Sagitadewi
The educational background, expertise, position, and work experience of members of the Audit Committee can be found in the Company Profile section on page 81 of this 2022 BCA Annual Report.
Rallyati A. Wibowo
The educational background, expertise, position, and work experience of members of the Audit Committee can be found in the Company Profile section on page 82 of this 2022 BCA Annual Report.
5. Education or Training
Troughout 2022, members of the Audit Committee have carried out the following virtual education or training:
Name Education/Training Organizer Date
Sumantri Slamet It can be found in the Board of Commissioners - Training Program to Improve the
Competence of Members of the Board of Commissioners section on page 362 of this 2022 BCA Annual Report.
Fanny Sagitadewi Crime Challenges and Mitigation and Improve
Cyber Security in Financial Services Industry OJK March 10, 2022 Risk Management Refreshment Level 2-4 BCA May 13, 2022 Bank Digitalization: Lesson Learned from Asian
Countries OJK May 19 2022
Asia Pacific Board Leadership Centre Webinar :
2022 Board and Audit Committee Priorities KPMG May 31, 2022 Role of Digitalization in Supporting Financial
Inclusion Growth OJK June 23, 2022
Indonesia Knowledge Forum “Leveraging Business Opportunities for Stronger Growth and Resilient Future”
BCA October 18,
2022 Voluntary Carbon Market Trisakti Sustainability
Center November 10,
2022 Rallyati A.
Wibowo Indonesia Institute of Audit Committee (IKAI)
Conference IKAI January 26-27,
2022 Crime Challenges and Mitigation and Improve
Cyber Security in Financial Services Industry OJK March 10, 2022 2022 Board and Audit Committee Priorities KPMG May 31, 2022 Digital Leadership to Strengthen Digital
Transformation OJK July 28, 2022
Concept and Implementation of ICOFR in Main
Entity and Subsidiaries Intellect To All August 1, 2022 How to Measure Successful Digital Financial
Services/Return on Digital Investment OJK August 4, 2022 Book Launch “Tata Kelola Korporat di Indonesia:
Teori, Prinsip dan Praktik” IAI/IICD/FEBUI August 9, 2022 Indonesia Knowledge Forum “Leveraging
Business Opportunities for Stronger Growth and Resilient Future”
BCA October 18,
2022 Voluntary Carbon Market Trisakti Sustainability
Center November 10,
2022 Sustainable Governance: A Strategic
Perspective to Maintain Trust and Enhance Performance
IKAI December 13-
14, 2022
6. Term of Office
The term of office of the Audit Committee is as follows:
1. The term of office of members of the Audit Committee is the same as the term of office of the Board of Commissioners, and they may be reappointed one more time for the next term.
2. In the event that:
a. the term of office of the members of the Audit Committee ends due to the expiry of the term of office of the members of the Board of Commissioners, new members of the Audit Committee must be appointed within a maximum of 3 (three) months from the appointment of the new members of the Board of Commissioners or from the date the new members of the Board of Commissioners are declared to have passed the fit and proper test by the OJK.
b. there is a vacancy in the Audit Committee, i.e., the number of members of the Audit Committee becoming less than the required membership due to permanent unavailability or resignation of a member for any reason, a new member of the Audit Committee must be appointed within 3 (three) months from the date such member ceases to hold office due to the permanent unavailability or resignation.
The terms of office of the members of the Audit Committee in this period will end at the closing of the 2026 Annual General Meeting of Shareholders (AGMS).
7. Requirements for Audit Committee’s Member
General Requirements
1. Chairman of Audit Committee may only hold concurrent position as a Committee Chairperson in not more than 1 (one) other committee at BCA.
2. Audit Committee Members that comes from an Independent Party may concurrently serve as a member of another committee in the capacity as an Independent Party in BCA, another Bank, and/or another company, provided that such member:
a. meets all the required competencies;
b. meets the independence criteria;
c. is able to keep the BCA’s secrets or confidential information;
e. is able to perform his/her duties and responsibilities as a member of the Audit Committee.
3. Audit Committee members must have good integrity, character, and morals.
4. Audit Committee members must comply with the BCA’s Code of Ethics and Audit Committee’s Code of Conduct as stipulated by BCA.
Competency Requirements
1. Audit Committee members must possess the necessary skills, knowledge, and experience in their respective fields with strong communication skills.
2. Audit Committee members must have an understanding of the financial statements and business of the BCA, particularly in relation to its services and business activities, audit process, and rules and regulation in the capital market and other relevant laws and regulations.
3. Audit Committee members are willing to continuously improve competence through training and education.
4. Audit Committee must have at least 1 (one) member with educational background and expertise in accounting and/or finance.
Independency Requirements
1. Audit Committee members are not serving as a member of a PAF, Law Firm, Public Appraisal Service Office, or other parties providing assurance service, non- assurance service appraisal, service, and/
or other consulting services to the BCA within the past 6 (six) months.
2. Audit Committee members are not currently working or having authority and responsibilities to plan, lead, control, or supervise the BCA’s activities within the past 6 (six) months, except for a position as Independent Commissioner.
3. Audit Committee members are prohibited to originate from members of Board of Directors of other banks.
4. Audit Committee members are not having either direct or indirect share ownership in the BCA.
5. In the event that an Audit Committee member acquires BCA’s shares either directly or indirectly as a result of a legal event, the member concerned must transfer the shares to other parties within a
6. Audit Committee members are not having affiliated relationship with the members of the Board of Commissioners, the Board of Directors, or Major Shareholders of the BCA
7. Audit Committee members are not having a direct or indirect business relationship with the BCA’s business activities.
8. Members from Independent Parties must be recommended by the Remuneration and Nomination Committee
8. Independence of Audit Committee Members
All members of the Audit Committee are independent parties who have no financial, management, share ownership, and/or family relationships with members of the Board of Commissioners, members of the Board of Directors, and/or Controlling Shareholders or business relationships with BCA that may affect their ability to act independently.
The independence aspect of members of the Audit Committee can be seen in the following table:
Independent Aspect Sumantri Slamet Fanny Sagitadewi Rallyati A Wibowo Has no financial relationship with the Board of
Commissioners and the Board of Directors. √ √ √
Has no management relationship at the company,
subsidiary companies or affiliated companies. √ √ √
Has no share ownership relationship within the
company. √ √ √
Has no family relationship with the Board of
Commissioners, the Board of Directors, and/or other members of the Audit Committee.
√ √ √
Not serving as administrators of political parties,
officials, and government. √ √ √
9. Duties and Responsibilities of Audit Committee
The Audit Committee has the following duties and responsibilities:
Financial Report and Information
1. Review the financial information that will be issued by BCA to the public and/or authorities, and other reports related to BCA’s financial information.
2. Review and report to the Board of Commissioners any complaints about the BCA accounting process and financial reporting.
Internal Audit
1. Provide recommendations to the Board of Commissioners regarding the preparation of the audit plan, scope and budget of the Internal Audit Division (DAI).
2. Monitor and review the effectiveness BCA’s internal audit implementation.
3. Evaluate DAI’s performance in terms of the adequacy and effectiveness of the internal audit function at BCA and ensure that DAI upholds integrity in carrying out its duties;
as well as providing recommendations to
the Board of Commissioners regarding the overall annual remuneration for the DAI as well as performance related rewards.
4. Ensure DAI communicates with the Board of Directors, the Board of Commissioners, external auditor, and the OJK, Bank Indonesia as well as other related parties.
5. Ensure DAI works independently.
External Audit
1. Provide recommendations based on evaluation results to the Board of Commissioners on the appointment, reappointment, and dismissal or replacement of the PAF who will audit BCA’s financial statements on the basis of independence, scope of work, and fee.
2. Monitor the implementation of the PAF audit, on the following aspects:
a. Conformity of audit implementation by the PAF to the applicable Audit Standards.
b. Conformity of Financial Statements to the applicable Financial Accounting Standards (SAK).
c. Provide independent opinion in the event of any dissenting opinion between the management and the PAF with regards to the services it provides.
Process/Internal Control Systems
1. Ensure the Board of Directors takes the necessary and immediate actions on the findings by DAI, PA, and the results of supervision conducted by the OJK and BI.
2. Provide recommendations to the Board of Commissioners to appoint independent quality assurance from external parties with the aim of conducting a review of DAI.
Governance and Compliance
1. Monitor the implementation of Good Corporate Governance (GCG) to see if it is effective and sustainable.
2. Review and give advice to the Board of Commissioners on potential conflicts of interest that may occur at BCA.
3. Review BCA’s compliance with regulations of the banking industry, the Capital Market and other applicable laws and regulations, as well as other provisions related to BCA’s business activities.
4. Maintain the confidentiality of BCA’s documents, data, and informations.
5. Attending BCA’s Annual GMS.
6. Carry out other duties relevant to the function of the Audit Committee at the request of the Board of Commissioners.
10. Authorities of Audit Committee
In performing its duties, the Audit Committee has the following authorities:
1. To receive reports from the head of the Internal Audit Division, including the work plan of Internal Audit Division, the internal audit implementation report, and the internal audit result report.
2. To access documents, data, and information regarding the BCA’s employees, funds, assets, and other BCA’s resources as required.
3. To communicate directly with employees, including the Board of Directors and the parties who perform the functions of internal audit, risk management, and PA related to the duties and responsibilities of Audit Committee.
4. If needed, can involve independent
Committee whose services are required to assist the committee in carrying out its duties.
5. To perform other authorities granted by the Board of Commissioners.
11. Policies and Implementation of Audit Committee Meetings
Procedures for the Audit Committee Meeting include the following:
1. Meetings can be held by:
a. physically at BCA’s place of domicile;
b. Electronically, via teleconference media, video conferences, or other electronic media of similar nature that allow all the meeting participants to see and/or hear one another directly and participate in the Meeting.
2. Meeting Mechanisms and Decision Making:
a. Audit Committee meetings are held according to the needs of BCA at least 4 (four) times a year.
b. Audit Committee meeting can only be held if it is attended by at least 51% (fifty-one percent) of the total members, including an Independent Commissioner and Independent Parties.
c. Decisions made at the Audit Committee Meetings are based on deliberation for consensus.
d. In the event that deliberation for consensus does not occur, the decision is made based on the majority vote.
e. The Committee Chairman and each member have 1 (one) voting right each.
f. All decisions of the Audit Committee Meeting are binding for all members of the Audit Committee.
3. Minutes of Meeting:
a. The results of the Audit Committee Meeting must be stated in the Minutes of Meeting, which are signed by all members of the Audit Committee who are present and properly documented.
b. Dissenting opinions that occur at the Committee Meeting must be clearly stated in the Minutes of Meeting along with the reasons for the dissent.
c. The results of the Committee Meetings are recommendations that can be optimally used by the Board of Commissioners.
4. The Audit Committee’s attendance at
As of December 31, 2022, the Audit Committee has held 23 (twenty three) meetings.
Data on the attendance of the Committee members at the Audit Committee meetings for the January - December 2022 period is as follows:
Name Number of
Meetings Attendance Percentage
Sumantri Slamet 23 23 100%
Fanny Sagitadewi 23 23 100%
Rallyati A. Wibowo 23 23 100%
Agenda for the implementation of the Audit Committee meetings throughout 2022 is as follows:
No. Date Agenda
1 January 18, 2022 Clearence Meeting with KAP Tanudiredja, Wibisana, Rintis & Rekan (a member firm of the PwC global network)
2 January 19, 2022 DAI Work Realization 2021 3 January 20, 2022 Bankwide Performance 2021
4 February 9, 2022 Appointment of PAF for Fiscal Year 2022
5 February 16, 2022 Committee reporting to the Board of Commissioners for the Fourth Quarter of 2021 6 March 23, 2022 DAI Routine Meeting with the Audit Committee in March 2022
7 April 14, 2022 Update on BCA Financial Performance for the First Quarter of 2022 8 April 19, 2022 Disclosure on the Notes for the March 2022 Financial Statements 9 April 20, 2022 DAI Routine Meeting with Audit Committee April 2022
10 May 18, 2022 Committee Reporting to the Board of Commissioners for the First Quarter of 2022 11 June 2, 2022 DAI Routine Meeting with Audit Committee June 2022
12 June 22, 2022 Discussion of the AC Charter and DAI Independence with the Board of Commissioners 13 July 12, 2022 BCA Financial Performance Update for the Second Quarter of 2022
14 July 20, 2022 Implementation of the Main Results of the Internal Audit First Semester of 2022 15 August 24, 2022 Committee Reporting to the Board of Commissioners for the Second Quarter of 2022 16 September 2, 2022 Internal Audit Division Regular Meeting with Audit Committee September 2022 17 September 26,
2022 KAP Tanudiredja, Wibisana, Rintis & Rekan (a member firm of the PwC global network) Plans to Audit BCA Financial Statements for the 2022 Fiscal Year
18 October 13, 2022 BCA Financial Performance Update for the Third Quarter of 2022
19 October 28, 2022 Internal Audit Division Regular Meeting with Audit Committee October 2022 20 November 16, 2022 Committee Reporting to the Board of Commissioners for the Third Quarter of 2022 21 December 12, 2022 Internal Audit Division Regular Meeting with Audit Committee December 2022 22 December 12, 2022 Key Audit Matters Update and Other Information on Audit Opinions
23 December 28,
2022 Audit Progress Update with KAP Tanudiredja, Wibisana, Rintis & Rekan (a member firm of the PwC global network)
12. Realization of the Work Program and Implementation of Audit Committee Activities in 2022
The realization of the BCA Audit Committee Work Program for 2022 is as follows:
a. KAP Tanudiredja, Wibisana, Rintis & Rekan (a member firm of the PwC global network) was evaluated and recommended to the Board of Commissioners for reappointment to conduct an audit of BCA’s Financial Statements for the fiscal year 2022.
b. Convened meetings with KAP Tanudiredja, Wibisana, Rintis & Rekan (a member firm of the PwC global network) to discuss the plan and scope of the audit of BCA’s Financial Statements for the 2022 fiscal year.
c. Convened meetings with the Group Accounting to review BCA’s Financial Statements which will be published quarterly.
d. Convened 8 (eight) meetings with DAI for:
i. Evaluate annual planning.
ii. Evaluating the implementation of internal audits every semester.
iii. Conduct discussions on audit results that are considered significant.
e. Reviewed internal audit results report and monitor their follow-up.
f. Reviewed and improved the Audit Committee Charter.
g. Reviewed BCA’s compliance with the provisions, regulations, and laws that apply in the banking sector through reviewing compliance reports on prudential provisions that are reported every semester.
h. Reviewed credit portfolio reports published every semester.
i. Monitored the implementation of risk management through quarterly reports on BCA’s Risk Profile and monthly reports on the Operation Risk Management Information System (ORMIS).
j. Conducted studies on:
i. The results of the examination by OJK and its follow-up.
ii. Management Letter from KAP Tanudiredja, Wibisana, Rintis & Rekan (a member firm of the PwC global network) and its follow-up.
k. Reported the results of regular studies and evaluations on the aspects of governance, risk management, compliance, and control to the Board of Commissioners every quarter.
l. Attended a virtual AGMS, Analyst Meeting and BCA National Working Meeting in 2022.
m. In accordance with OJK Regulation No. 1/
POJK.03/2019, performed an assessment of the DAI, whose results are submitted to the Board of Commissioners to be forwarded to the Remuneration and Nomination Committee (KRN)
n. Convened meetings with KAP Tanudiredja, Wibisana, Rintis & Rekan (a member firm of the PwC global network) to discuss the final results of the audit of BCA’s Financial Statements for the 2022 fiscal year along with the Management Letter.