Assessment of GCG Implementation by External Party
GCG Implementation Report
Duties and responsibilities of the board and the commissioners of the CEO;. The Integrated Governance Guidelines were prepared by the board of BCA (Group Principal) and have been approved by the board of BCA (Group Principal).
FINANCIAL CONGLOMERATE STRUCTURE OF BCA
STRUCTURE OF SHARE OWNERSHIP IN FINANCIAL CONGLOMERATE DESCRIBING THE SHAREHOLDERS IN FINANCIAL SERVICE INSTITUTION (SUBSIDIARIES) IN FINANCIAL CONGLOMERATE UP TO THE ULTIMATE
MANAGEMENT STRUCTURE IN PRIMARY ENTITY (PT BANK CENTRAL ASIA Tbk) AND LJK (SUBSIDIARIES) IN FINANCIAL CONGLOMERATE
MANAGEMENT STRUCTURE IN THE PRIMARY ENTITY (PT BANK CENTRAL ASIA Tbk) AND LJK (FIGES) IN FINANCIAL CONGLOMERATES.
POLICY OF INTRA-GROUP TRANSACTION CONTAINING THE POLICY TO IDENTIFY, MANAGE
Ensure that each entity in the financial conglomerate implements transaction risk management within the group. Placement of competent officers and staff in a work unit related to the implementation of transaction risk management within the group.
Implementation of the 2015 Annual and Extraordinary GMS
Attendance of Management and Shareholders The 2015 Annual and extraordinary GMS was
The number of voting shares represented at the 2015 Annual General Meeting was shares or 87.614% of the total shares issued and paid up by the shareholders; therefore, the quorum provisions as laid down in Article 23, paragraph 1 (a) of the BCA's articles of association fulfilled. The extraordinary general meeting was attended by shareholders representing shares or 87.719% of the total BCA-issued shares with valid voting rights.
Chairman of the 2015 Annual and Extraordinary GMS
Agenda of the Annual GMS
Mechanism of Vote Calculation in the 2015 Annual and Extraordinary GMS
I Approving the annual report, including the report of the Supervisory Board on its supervisory duties for the financial years ending on December 31, 2014, as included in the 2014 annual report; III The amount of salary and compensation that will be paid by BCA to the members of the Board of Directors and the Supervisory Board in office in the 2014 financial year is stated in the 2014 Annual Report.
Statement Concerning the Unrealized GMS Resolution
Major/Controlling Shareholders
Legal Reference
Financial Service Authority Circular no. 15/SeOJK.03/2015 dated May 25, 2015 "On the Implementation of Corporate Governance for Financial Groups".
Charter of the Board of Commissioners
Duties and Responsibilities of the Board of Commissioners
Authorities of the Board of Commissioners
In carrying out their duties, responsibilities and authorities, the Board of Commissioners shall take into account the BCA Articles of Association, the Charter of the Board of Commissioners and applicable legislation.
The Board of Commissioner Membership Number, Composition and Criteria
To have a good character and morals, which is shown, among other things, by complying with the applicable rules, including not having been convicted of certain criminal offenses in the 20 (twenty) years before the appointment;. List in the Fit and Proper test and had passed the sanction period as mentioned in Article 35, paragraph 1, Article 40, subsection 4, letter a and Article 40, subsection 5, of the Bank Indonesia Regulation mentioned above.
Undertake not to perform and/or repeat any of the actions referred to in Articles 27 and 28.
Diversity in the Composition of Members of the Board of Commissioners
Nomination of Members of the Board of Commissioners
The AGM appoints candidates for the Supervisory Board as members of the Supervisory Board, taking into account the advice of the Supervisory Board.
Information Concerning Independent Commissioners and Independence of the Board of
Share ownership of the members of the Board of Commissioners amounting to 5% or more of the paid-up capital.
Share Ownership of the Members of the Board of Commissioners that amounts to 5% or More of the Paid-up Capital
Dual Functions of Members of the Board of Commissioners
The Board of Commissioners Meetings, Joint Meetings and the Attendance of Members of the
Report from the Audit Committee to the Board of Commissioners - Discussion of the agenda regarding the applications that have a conflict. Schedule and Agenda of the Joint Meetings of the Board of Commissioners and the Board of Directors held during 2015.
Implementation of Duties of the Board of Commissioners
Relating to Business Management in general
Relating to Risk Management
Operational processes with a high risk of human error must be evaluated and mitigated using facilities that already exist within systems. As the wealth management business grows, the impact of reputational risk that may occur requires attention.
Relating to Audit and Compliance
The Board of Commissioners Performance Assessment
Procedure of Determining the Remuneration for the Board of Commissioners
GENERAL MEETING OF SHAREHOLDERS The General Meeting of Shareholders gives power and authority to the majority shareholders of BCA to determine the remuneration for the Supervisory Board.
The Remuneration Structure of the Board of Commissioners
Orientation Programs for New Members of the Board of Commissioners
Training Programs to Enhance the Competence of Members of Board of Commissioners Training programs attended by Member of the Board of Commissioners in 2015 are as follows
Financial Service Authority Circular Letter No.14/SeOJK.03/2015 dated May 25, 2015 regarding the implementation of integrated risk. Financial Service Authority Circular Letter No.15/SeOJK.03/2015 dated May 25, 2015 regarding the implementation of integrated governance for financial conglomerates.
Charter of the Board of Directors
Financial Services Authority Regulation no. 17/POJK.O3/2014 regarding the implementation of risk management for financial groups. Regulation of the Financial Service Authority no.18/POJK.03/2014 dated 18 November 2014 regarding the implementation of Integrated Governance For Financial Conglomeration.
Duties and Responsibilities of the Board of Directors
Authorities of the Board of Directors
Segregation of Duties and Responsibilities of the Board of Directors
Number, Composition, and Criteria of Members of the Board of Directors
Composition of BCA’s Board of Directors as of 31 December 2015
Diversity in the Composition of Members of the Board of Directors
Nomination of Members of the Board of Directors The Remuneration and nomination Committee
The Board of Directors Statement of Independence
Share Ownership of Members of the Board of Directors that amounts to 5% or More of the Paid-up Capital
Dual Functions of Members of the Board of Directors
The Board of Directors Meetings, Joint Meetings, and Attendance of Members of the Board of Directors
Approach to the “Scrum method” project management - Development of the new concept Trainee Management (BDP) - Employee value of BCA proposition. Discussion on the implementation of anti-money laundering and terrorist financing prevention (APU & PPT).
The Board of Directors Performance Assessment The Board of Directors performance assessment
Procedure of Determining the Remuneration of the Board of Directors
SHAREHOLDER MEETING The general meeting gives the board of commissioners the power and authority to set remuneration for members of the board. The board then sets the remuneration for board members.
Remuneration Structure of the Board of Directors
Training Programs for New Members of the Board of Directors
Training Programs to Enhance the Competence of Members of the Board of Directors
Name Training program Organizer Place Date Subur Tan Indonesia Knowledge forum BCA Learning Service Jakarta 7-8. October. Indonesia Knowledge Forum BCA Learning Service Jakarta 7-8 October ALFI – NUS ke 2 (Asia Leader . Financial Institution) National University of.
Legal Reference
The Audit Committee was formed by, and is responsible for, the Board of Commissioners with the aim of assisting the Board of Commissioners in the effectiveness of implementation of the supervisory/oversight duties and functions on matters related to financial reporting , support internal control systems, the implementation of internal and external audits, implementation of good corporate governance (GCG), and compliance with applicable laws and regulations.
Charter of Audit Committee
Duties and Responsibilities of the Audit Committee In carrying out its function, the Audit Committee has
Reviewing and advising the Board of Commissioners regarding potential conflicts of interest at BCA. Performing other tasks relevant to the operation of the audit committee at the request of the board of commissioners.
Authority of the Audit Committee
Providing advice to the Supervisory Board on the appointment of a Public Accounting Firm, based on independence, size of the assignment and fee to be submitted to the General Meeting of Shareholders. Reviewing and reporting to the Supervisory Board regarding complaints regarding BCA's accounting and financial reporting processes.
Membership of the Audit Committee
Review of other financial information that BCA will release to the public and/or documents such as projections and other reports relating to BCA's financial information. Review of BCA's compliance with laws and regulations in the field of banking, capital markets and other legislation and provisions relating to BCA's operations.
Membership Composition of the Audit Committee as of 31 December 2015
Term of Office of The Audit Committee Member The term of office of the Audit Committee members
Independence and Requirements of the Audit Committee Members
Meetings of the Audit Committee
Reports on the Implementation of Audit Committee Work Program in 2015
They discussed external fraud patterns, including those related to cybercrime that occurred in 2015, and the subsequent mitigation with the Risk Control Board. Decision of the Board of Commissioners no. 033/SK/KOM/2007 of February 22, 2007 on the structure of the risk control committee.
Guidelines and Code of Conduct of the Risk Oversight Committee
The Risk Oversight Committee was established to ensure that the enterprise-wide risk management framework provides the bank with adequate protection against all risks the bank faces. Bank Indonesia Regulation No. 8/14/PBI/2006 of October 5, 2006 amending Bank Indonesia Regulation No. 8/4 PBI/2006 on Good Corporate Governance Implementation for Commercial Banks.
Membership of the Risk Oversight Committee BCA’s Risk Oversight Committee comprises 3 (three)
Attended GMS, Analyst meetings and BCA 2016 national working meetings to monitor GCG implementation.
Membership Composition of the Risk Oversight Committee as of 31 December 2015
Term of Office of the Risk Oversight Committee Members
Independence and Requirements of the Risk Oversight Committee Members
Duties and Responsibilities of the Risk Oversight Committee
Meetings of the Risk Oversight Committee
Report of the Implementation of the Risk Oversight Committee Work Program in 2015
Main Duties
Guidelines and Code of Conduct of the Remuneration and Nomination Committee
Membership of the Remuneration and Nomination Committee
Membership Composition of The Remuneration and Nominations Committee as of 31 December 2015
The appointment of members of the remuneration and nomination committee is made by the board's decision no. 123/SK/DIR/2011 of 19 September 2011 based on the board of commissioners' decision no. 027A/RR/KOM/2011 of 30 May 2011 The education and work experience profiles for the members of the remuneration and nomination committee can be seen in the section Company data, page 567 of this annual report.
Term of Office of the Remuneration and Nomination Committee Members
Independence and Requirements of the Remuneration and Nomination Committee
Duties and Responsibilities of the Remuneration and Nomination Committee
Make recommendations to the Board of Directors on the developed capabilities of the Board of Directors and/or the Board of Commissioners; and. Assist the Board in assessing the performance of remuneration compliance for each Board member and/or Board members.
The Remuneration and Nomination Committee Meetings
Policy Concerning the Succession of the Board of Directors
Report on the Implementation of the Remuneration and Nomination Committee Work Program in 2015
Charter of the Integrated Governance Committee The Integrated Governance Committee has a Charter
The Charter of the Integrated Governance Committee and the Code of Conduct are available on the BCA website (www.bca.co.id) under Good Corporate Governance.
Duties and Responsibilities of the Integrated Governance Committee
Membership of the Integrated Governance Committee
Composition of the Integrated Governance Committee Membership
Number and Composition of Independent Commissioners
Terms of Office of the Integrated Governance Committee Members
Work Mechanism
Meetings of the Integrated Governance Committee Following are the arrangements in regard to meetings
Reports on the Implementation of the Integrated Governance Committee Work Program in 2015
Frequency and Attendance of ALCO Board of Directors and Other Members in 2015 Meetings KMR Meeting Frequency and Attendance of Board of Directors and Other Members of KMR in 2015.
AGMS
Credit Risk
The credit risk management system and procedure is developed through the development of a Credit Origination System for the lending process (from start to finish) to ensure an effective and efficient lending process. BCA has developed its credit risk management system through stress testing the credit portfolio and monitoring the results of these stress tests.
Market Risk
A debtor risk profile assessment system is continuously improved to ensure its comprehensive implementation, as is the case with the development of a credit database. In monitoring and controlling credit risks in subsidiaries, BCA regularly monitors the credit risks of its subsidiaries and at the same time ensures that effective credit risk management policies are implemented in subsidiaries.
Liquidity Risk
Stress testing is beneficial to the bank as a tool to estimate the risk impact under stressed conditions, which will help the BCA devise the most appropriate risk mitigation strategy as part of the implementation of the contingency plan. SBI, SDBI, SUN and excess reserves, as well as currency reserves in the form of foreign currency current accounts in Bank Indonesia.
Operational Risk
Legal Risk
Reputation Risk
Strategic Risk
Compliance Risk
Intra-group Transaction Risk
Assessment of the quality of transaction risk management implementation within the group is carried out by applying parameters such as risk management, risk management framework, risk management process, MIS and HRD, and the adequacy of the risk management system.
Insurance Risk
BCA's Compliance Risk Management strategy involves the necessary policies to ensure compliance with applicable laws and regulations, which means proactively taking preventive measures (ex-ante) to minimize the possibility of violations and curative actions (ex-post) for improvement. The control function is implemented by the Risk Management Unit (SKMR), Legal Group (GHK), Compliance Unit (SKK), Credit Risk Analysis Group (GARK) and Internal Audit Division (DAI).
Pillars of Anti-Fraud Strategy
- InfoBCA
- MyBCA
- Plasma TV
- Microsoft Lync
- Internal Events
- Corporate Identity Manual
- Facebook Semua Beres
- HaloSDM
- Quarterly Published Financial Reports
- Monthly Published Financial Reports
Sensitization and Implementation of the Code of Ethics Pursuant to the Decree of the Board of Administration no. SK/DIR/95, the BCA Code of Ethics applies to members of the Board of Commissioners and the Board of Directors, as well as to BCA employees.
Principle 2
Improving the value of the General Meeting of Shareholders (GMS) Convention 1.1 The public company has technical procedures for open or closed voting that they promote. Improving the quality of work and performance of the responsibility of the Board of Commissioners 4.1 The Board of Commissioners has a self-evaluation policy to evaluate the performance of the Board of.
