Committees dan Officer under Board of Director

Pursuant to the Financial Services Authority Regulation No. 33/POJK.04/2014 on the Board of Directors and Board of Commissioners of Issuers or Public Companies, the Board of Directors may establish organs that can assist in performing its duties of managing the Company. The Board of Directors may create ad hoc or structural organs.

During 2022, Indocement’s Board of Directors has established three ad hoc organs, namely the Safety Committee, Ethics Committee, and ESG Committee. The Board of Directors views the fields of safety, ethics, and sustainability as crucial matters to ensure the Company’s sustainability. In addition, to ensure the application of GCG principles and its compliance with the applicable laws and regulations, the Board of Directors is assisted by Corporate Secretary and Internal Audit Division.

Indocement Safety Committee (I-SC) is established by the Board of Directors as a form of the Company’s commitment to managing occupational safety. The Safety Committee is under the supervision of the Board of Directors, with the main objective to determine strategies to prevent occupational accidents and diseases, to support and ensure that the strategy, initiation, and occupational health and safety programs in all activities of the Company are well implemented.

Legal Basis

  1. Law of the Republic of Indonesia Number 13 of 2003 concerning employment mandates the obligation to protect occupational safety and health through the implementation of an occupational health and safety management system that is integrated with the company’s management system.
  2. Law of the Republic of Indonesia Number 1 of 1970 concerning occupational safety mandates the obligation to fulfill safety requirements, guidance as an effort to prevent accidents and fires as well as the establishment of an Occupational Safety and Health Development committee.
  3. Government Regulation No. 50 of 2012 on Guidelinesfor Implementing Occupational Health and Safety Management Systems (OHSMS);
  4. HeidelbergCement Group occupational health and safety guidelines.

Safety Committee Duties and Responsibilities

  1. Setting up direction and formulating effective strategies and workable action plans among management lines.
  2. Setting up a harmonized safety system, as well as aligning objectives and targets, to oversee the organization.
  3. Helping build a uniform spirit and culture for improving safety performance in line with group safety objectives.
  4. Providing the necessary support to line management to ensure implementation of Company-wide safety improvement programs.
  5. Providing oversight for overall safety performance and determining possible improvement.

Security Committee Term of Service
Membership and tenure Committee are attached to the position held, so there is no time limit on membership in the Committee.

The Board of Directors establishes the Ethics Safety Committee to ensure that the Code of Conduct has been implemented properly at every level of the organization. The Ethics Committee is under the supervision of the Board of Directors, with the main objective to supervise and collect information on the implementation of Code of Conduct.

Legal Basis

  1. Company’s Articles of Association;
  2. Board of Directors’ Decision No. 007/Kpts/ITP/V/2006 dated 30 May 2006 on Employees Code of Conduct;
  3. Board of Directors’ Decision No. 019/Kpts/Dir/ITP/ XI/2018 dated 1 November 2018 on Indocement Code of Conduct;
  4. Board of Directors’ Decision No. 020/Kpts/Dir/ITP/ XI/2018 dated 1 November 2018 on Ethics Committee.

Structure and Composition of the Ethics Committee
As of December 31, 2022, the structure and composition of the Ethics Committee are as follows:

Non-permanent members are determined by the Chairperson of the Ethics Committee for a certain term of office.

Duties and Responsibilities of the Ethics Committee

  1. Monitor and collect information on the implementation of Code of Conduct.
  2. Determine the alleged violation of the Code of Conduct.
  3. Invite the party suspected of committing an offense, the party providing information and/or witness, or other party participating in the investigation/ prosecution process.
  4. Conduct investigation and carry out prosecution/trials to decide and resolve cases of violation of the Code of Conduct.
  5. Determine sanction from the Ethics Committee, which is given through the highest leadership in the Directorate, or Operation Unit/Plant/Division to those who violate the Code of Conduct in accordance with the applicable regulations.

The ESG Committee was established as a form of the Company’s commitments to sustainable development in social, economic, environmental, and governance aspects. The ESG Committee, which was established based on the Board of Directors’ Decision Letter No. 020/Kpts/DIR/ITP/ XI/2021, has a duty to ensure the alignment of Indocement’s business practices with the vision of environmental preservation, particularly in increasing long-term corporate values and promoting strategic ESG management.

Legal Basis

  1. Indonesia’s 2030 SDGs roadmap published by the Ministry of National Development Planning/ National Development Planning Agency.
  2. Sustainable Finance roadmap in Indonesia published by the Financial Services Authority.
  3. Indonesian Corporate Governance roadmap published by the Financial Services Authority.
  4. HeidelbergCement Group’s 2030 SDGs roadmap.
  5. The Company’s Board of Directors meeting on 22 October 2021.
  6. Board of Directors' Decision Letter No. 020/Kpts/Dir/ITP/XI/2021 dated 30 November 2021 on Environmental Social Governance Committee.

Composition ESG Committee Structure