Furthermore, GCG also encourages CIMB Niaga to create maximum value for the Bank (shareholder value). In 2018, CIMB Niaga maximized the effectiveness of GCG implementation as part of the Bank's oversight and management function.
Main Bodies
In accordance with applicable laws and regulations, the governance structure of CIMB Niaga is designed with the aim of creating clarity in the distribution of tasks and responsibilities, the mechanisms and flow of decision-making and reporting in the bank's bodies.
Supporting Bodies
Infrastructure
Executive Committees
Special Committees
4 (four) out of 7 (seven) persons, or more than 50% (fifty percent) of the Board of Commissioners members must be Independent Commissioners. 4 (four) out of 7 (seven) persons, or more than 50% (fifty percent) of the members of the Board of Commissioners must be Indonesian citizens.
Policy and its Implementation
- Citizenship
- Gender
- Independence
- Independency
- Remuneration Packages and Other Facilities Received
- Variable Remuneration for the Board of Commissioners
- Remuneration Package and Other Facilities Received Type of Remuneration and Other Facilities
- Variable Remuneration for the Board of Directors
- Variable Remuneration for the Sharia Supervisory Board
Member of the board of directors of national and multinational financial and non-financial institutions. Gender There are 6 (six) female Directors, out of a total of 11 (eleven) members of the Board of Directors. Diversity policy regarding the composition of the Supervisory Board and the Executive Board and its implementation.
Composition of the Diversity Policies of the Board of Commissioners and the Board of Directors and its Implementation. All members of the Board of Commissioners (including the Independent Commissioners) of CIMB Niaga did not receive any shares or remuneration. GMS determines the remuneration for the Sharia Supervisory Board, which will be further implemented by the Board of Directors.
Board of Commissioners with Board of Directors Joint Meetings
Reports of the Committees under the Board of Commissioners, namely the Audit Committee, Risk Review Committee and Nomination and Remuneration Committee.
Board of Commissioners with Board of Directors Joint Meetings
The Board of Directors calls meetings of the Board of Commissioners at least once every 4 (four) months or at least 3 (three) times a year. Board members must attend at least 75% (seventy-five percent) of the meetings in a year and must be physically present. Decisions at board meetings are based on consultation to reach consensus.
Such circular decisions shall have equal force as the validly passed resolutions in the Board of Directors Meetings. The Board of Directors Meetings were held in the Kalimantan Meeting Room, Graha CIMB Niaga 14th floor, Jl. Confirmation of Board of Directors Minutes of Meeting dated 30 January 2018 and Board of Directors Invitation Board of Commissioners Meeting dated 1 February 2018.
Confirmation Board of Directors Invitation Supervisory Board Minutes of meeting of July 3, 2018 and Board of Directors of July 4, 2018.
Ultimate and Controlling Shareholders
Most of the members of the Board of Commissioners and the Board of Directors of CIMB Niaga do not have any kinship or financial connections with other members of the Board of Commissioners, the Board of Directors and the controlling shareholders. The Board of Commissioners and the Board of Directors of CIMB Niaga are fair and independent and have no conflicts of interest that could compromise their ability to perform their duties in a professional and objective manner. Related relationship between board member and board members.
Connection between a member of the Supervisory Board and other members of the Supervisory Board; And. Affiliate relationship between a member of the Supervisory Board and the Ultimate and/or Controlling Shareholder. The Audit Committee is a committee established to assist the Supervisory Board in the effective and independent performance of its supervisory functions, duties and responsibilities, in particular for the performance and reporting of financial data, the adequacy of risk management, the effectiveness and independence of internal controls, and effectiveness of audits performed by external and internal auditors.
Commissioners Committees
She was appointed as a member of the Audit Committee from March 2013 and was reappointed at the AGM on 15 April 2016. Training for Independent Parties in the Audit Committee in 2018 Name Type of Training/Seminar/Workshop/Part. The prevailing regulation stipulates that the Audit Committee's term of office will not be longer than the term of office of the Board of Commissioners, in accordance with OJK Regulation No.
Preparation of regular reports on audit committee activities and related matters for the board of commissioners. Involvement of independent parties outside the audit committee who must assist in the performance of their duties (if necessary). The audit committee regularly reports on its activities and recommendations to the board of directors.
In addition to the meetings, the audit committee regularly reports on activities and makes recommendations to the board of commissioners.
Napitupulu
Commercial (Conventional & Sharia)
Decided that the quality of export-oriented productive assets, valuation of residential collateral within a certain value should be carried out by independent appraisers (external appraisers), determined the legal lending limit (LLL) to SOEs for tourism development purposes and exceptions to the LLL for Indonesian Export Finance Institutions that meet certain criteria. Required documents in the loan proposal may include the company registration number or business registration number. Determined that the working capital credit period can be set up to 2 (two) years under certain criteria.
DA Holder & Policy Management, including changes to the commissioners' terms of reference and NPL credit committee. Trade Finance Product, among others, related to iB Trade Finance (KPTF) policy for Import L/C, Local L/C and Trust Receipt. Value chain products which, among other things, are related to the lending model for factoring, lending model for BPR, lending model for distributor financing e-rebate and delegation of authority for lending program for distributor financing.
MSME-Micro Linkage which inter alia relates to periodic reconciliation provisions for micro linkage debtors in Rural Bank, Regional Development Bank and Employee Cooperatives segments.
Consumer
- Regulatory Socialization Program
- Compliance Test Program
- Compliance Monitoring Program
- Programs and Activities in the Compliance Status Report
- Implemented Deepening Data Analytics
- Thematic Audit
- Demerit Audit Rating
- High Risk Validation
- Guest Auditor Program
- Business Monitoring
February 6, 2018 Disclosure of Information: Confirmation Regarding Funds for the 1st Interest Payment of Bank CIMB Niaga Phase III, 2017 Shelf Recorded Notes II. February 12, 2018 Disclosure of Information: Confirmation regarding Funds for the 2nd Interest Payment of on Bank CIMB Niaga Phase II Shelf Registered Bonds II, 2017. April 24, 2018 Disclosure of Information: Confirmation regarding funds for the 2nd interest payment of Bank CIMB Niaga Phase III Shelf Registered Bonds II, 2017.
26 April 2018 Disclosure of Information: Confirmation regarding Funds for the 2nd Interest Payment of Shelf-Registered Securities II of Bank CIMB Niaga Phase III, 2017. 7 May 2018 Disclosure of Information: Confirmation regarding Funds for the 3rd Interest Payment of Shelf-Registered Securities II of Bank CIMB Niaga Phase II, 2017. 9 July 2018 Disclosure of Information: Confirmation Regarding Funds for the 7th Interest Payment of Shelf-Registered Bonds II of Bank CIMB Niaga Phase I, 2016.
9 July 2018 Disclosure of Information: Confirmation of Funds for the 3rd Interest Payment of Shelf-Registered Bonds II of Bank CIMB Niaga Phase III, 2017.
Counter-Terrorist Financing (AML & CFT)
- Established a special organization with a Anti- Money Laundering (AML) Sub-Directorate to
- Risk-based AML and CFT policies and procedures in accordance with the Bank’s business complexity
- Management Information System in the framework of implementing AML and CFT
- Screening of watchlist
- AML and CFT Risk Assessment
- Internal Controls to evaluate the AML and CFT program adequacy and effectiveness
- Compliance test and opinions given related to AML and CFT
- AML and CFT training for employees
- Reporting and data submission to regulators/
- Improvements Initiatives in 2018
The Third Line of Defense is a supervisory function of the implementation of the LPP and CFT programs carried out by the first and second lines of defense. Staff in the LPP Sub-Directorate must have adequate banking knowledge and experience regarding risk assessment and mitigation related to the implementation of LPP and LFT programs. AML and CFT Risk Control and Management performed through the implementation of Customer Due Diligence (CDD) or Extended Due Diligence (EDD) processes to identify customer profiles and analysis of compliance of transactions with Customer Profiles/WIC and dissemination of policies and procedures, training for all Bank employees, assessments of LPP and CFT implementation in Branches through a Risk Control Self-Assessment (RCSA).
Bank AML Risk Rating (BARR) is the bank-wide AML and CFT risk assessment determined based on inherent risk indicators and the bank's AML and CFT risk management levels. Based on our assessments, the bank's overall AML and CFT compliance risk profile at the end of H2 2018 was "Low-Medium". Internal controls to evaluate the adequacy and effectiveness of the AML and CFT program.
To ensure the implementation of money laundering and terrorist financing prevention programs in accordance with established policies, the bank conducts self-assessments in branches using the risk self-assessment method.
Control Environment
Risk Assessment and Risk Management
Control Activities
Information and Communication
Monitoring
CIMB Niaga realizes that the role of social media is very effective as a communication tool to convey information about the bank's performance. Therefore, CIMB Niaga continues to increase the role of social media in conveying the bank's messages or to receive input from the general public. In addition, CIMB Niaga's Code of Ethics and Conduct is uploaded to the bank's internal website (e-manual) for easy access by employees.
CIMB Niaga constantly monitors the implementation of the Code of Ethics and Employee Conduct and strictly punishes employees who violate the provisions. The procurement policy of CIMB Niaga is a manifestation of the corporate governance process based on transparency in terms of procurement. CIMB Niaga's Anti-Fraud Policy is part of the bank's internal control system to build a culture of compliance and to create a higher level of risk awareness of the potential and consequences of fraud at all levels within the organization.
CIMB Niaga has implemented a whistleblowing system in a comprehensive manner in all aspects of the bank's business activities.
Public Companies
The total number of members of CIMB Niaga's Supervisory Board complies with applicable regulations and takes into account the bank's needs, condition and capabilities. Since December 2018, the total number of members of the Supervisory Board consists of 7 (seven) persons, of which 4 (four) (>50%) are independent supervisory directors. The total number of members of the Supervisory Board is lower than the total number of members of the Executive Board.
The Nomination and Remuneration Committee prepares the succession policy in the nomination process of the Board of Directors. The total number of members of the Executive Board is more than the total number of members of the Supervisory Board. 5.2 Determining the composition of. The evaluation policy for the Board of Directors is set out in the appendices to the Charter of the Nomination and Remuneration Committee, which can be accessed via CIMB Niaga's website (www.cimbniaga.com).
The evaluation policy for the board is laid down in the annexes to the nomination and remuneration committee's charter, and the results of the evaluation are disclosed in the GCG report in this annual report.
