Nomination and Remuneration Committee

The Board of Commissioners established the Nomination and Remuneration Committee to support its oversight over the development and implementation of policies on the nomination and remuneration of the Board of Directors, Board of Management and employees. The nomination and remuneration of the Board of Commissioners itself, as well as the criteria and rules for the appointment of members of the Nomination and Remuneration Committee, are discussed and decided by the Board of Commissioners’ Meetings.

The Company is compliant with OJK Rule No. 34/POJK.04/2014, dated December 8, 2014, regarding the Nomination and Remuneration Committee.

a. Structure and Membership
The Company has adjusted the composition of Nomination and Remuneration Committee to comply with OJK Rule No. 34/ POJK.04/2014, dated December 8, 2014, regarding the Nomination and Remuneration Committee. As at 22 June 2020, the Nomination and Remuneration Committee comprises an Independent Commissioner as the chairman, one other member of the Company’s Board of Commissioners, and a Human Resources Manager.
The current members of the Nomination and Remuneration Committee are as follows:
Chairman : John Bellis (Independent President Commissioner)
Member : Ishak Kurniawan (Commissioner)
Member : Jenny (Head of Compensation Benefit and Personel Recruitment)

b. Duties and Responsibilities
As stated in the Nomination and Remuneration Committee Charter dated 22 June 2020, the duties of the Nomination and Remuneration Committee include the following:
1. Related to the Nomination function:
    a. To carry out the following procedures:
        1) Prepare the nomination process of the members of the Board of Directors and/or Board of Commissioners;
        2) Prepare policies and criteria required for the nomination process of candidates for the Board of
            Directors and/or Board of Commissioners;
        3) Assist the Board of Commissioners to evaluate the performance of the Board of Directors and/or
            Board of Commissioners;
        4) Prepare competence development programs for members of the Board of Directors and/or Board of
            Commissioners; and
        5) Review and propose candidates who meet the requirements as members of the Board of Directors and/or
            Board of Commissioners to the Board of Commissioners for submission to the General Meeting of
            Shareholders (“GMS”).
    b. To give recommendations to the Board of Commissioners on the following matters:
         1) Composition of the members of the Board of Directors and/or Board of Commissioners;
         2) Policies and criteria which are required for the nomination process;
         3) Performance assessment policies with respect to members of the Board of Directors and/or
             Board of Commissioners.
     c. To assist the Board of Commissioners in assessing the performance of members of the Board of Directors
         and/or Board of Commissioners based on the agreed criteria;
     d. To give recommendations to the Board of Commissioners on competence development programs for members of
         the Board of Directors and/or Board of Commissioners; and
     e. To propose candidates who meet requirements as members of the Board of Directors and/or Board of
         Commissioners to the Board of Commissioners for submission to the GMS.

2. Related to the Remuneration process:
    a. To carry out the following procedures:
        1) Prepare the remuneration structure for members of the Board of Directors and/or Board of Commissioners;
        2) Prepare policies on remuneration for members of the Board of Directors and/or Board of Commissioners;
        3) Calculate the amount of remuneration for members of the Board of Directors and/or Board of Commissioners.
    b. To give recommendations to the Board of Commissioners on the following matters:
        1) Remuneration structure;
        2) Remuneration policies; and
        3) Amount of remuneration.
    c. To assist the Board of Commissioners in assessing the conformity between performance and the remuneration
        received by each member of the Board of Directors and/or Board of Commissioners;
    d. In recommending remuneration policies, the Committee must consider at least the formula based on the performance,
        market competitiveness and financial capacity of the Company.