As part of the Company’s responsibility to its stakeholders, we are fully committed to upholding the principles of Good Corporate Governance (GCG).
In every step and decision we take, we consistently prioritize the principles and values of GCG—transparency, accountability, responsibility, independence, and fairness—as the foundation for achieving our goal of becoming a sustainable State-Owned Enterprise (SOE) and delivering added value to the nation.
Information on the Acquisition of Shares in PT Danareksa Sekuritas and PT Danareksa Investment Management
Information on the Principal and Interest Payment of Danareksa Sustainable Bonds I Phase II Year 2014 Series B
Whistleblowing System Policy
2020 Integrated Governance Annual Report of PT Danareksa (Persero)
Functions and Roles of the Board of Commissioners
The Rules of Procedure for the Board of Commissioners are stipulated in the Board of Commissioners’ Decree No. KEP-01/DK-DR/VI/2018 dated June 6, 2018, concerning the Rules of Procedure for the Board of Commissioners of the State-Owned Company PT Danareksa (Persero). These Rules of Procedure govern, among others, the Duties, Authorities, and Obligations of the Board of Commissioners, Supporting Organs of the Board of Commissioners, and Board Meetings. The division of duties among Commissioners is outlined in a separate decree, namely Board of Commissioners Decree No. KEP-03/DK-DR/VIII/2018 dated August 8, 2018.
The Duties, Authorities, and Obligations of the Board of Commissioners are also stated and explained in the aforementioned decrees, as follows:
Duties of the Commissioners
The Board of Commissioners is responsible for supervising the management policies and the overall management process of the Company, including the business operations carried out by the Board of Directors. It also provides advice to the Board of Directors, including oversight of the implementation of the Company’s Long-Term Plan, Work Plan, and Budget, as well as compliance with the Articles of Association, resolutions of the General Meeting of Shareholders, and applicable laws and regulations, all for the interest of the Company and in accordance with its purpose and objectives.
In carrying out these duties, each member of the Board of Commissioners must:
- Comply with the Articles of Association, laws and regulations, and adhere to the principles of professionalism, efficiency, transparency, independence, accountability, responsibility, and fairness;
- Act in good faith, with prudence, and take full responsibility in supervising and advising the Board of Directors in the best interest of the Company and in line with its purpose and objectives.
Authorities of the Commissioners
- To review books, correspondence, and other documents; to examine cash and other valuable documents for verification; and to inspect the Company’s assets;
- To enter the premises, buildings, and offices used by the Company;
- To request explanations from the Board of Directors and/or other officers regarding matters concerning Company management;
- To be informed of all policies and actions taken or to be taken by the Board of Directors;
- To summon the Board of Directors and/or other officers under the Board’s knowledge to attend Board of Commissioners meetings;
- To appoint and dismiss the Secretary of the Board of Commissioners if deemed necessary;
- To temporarily dismiss members of the Board of Directors in accordance with the Articles of Association;
- To establish committees other than the Audit Committee if deemed necessary, taking into account the Company’s capacity;
- To engage experts for specific matters and for a specific period at the Company’s expense, if deemed necessary;
- To undertake management actions in exceptional circumstances for a limited time in accordance with the Articles of Association;
- To attend Board of Directors’ meetings and provide input on matters discussed;
- To exercise other supervisory powers as long as they do not conflict with prevailing laws and regulations, the Articles of Association, and/or resolutions of the General Meeting of Shareholders.
Obligations of the Commissioners
- To advise the Board of Directors in managing the Company;
- To review and sign the Company’s Long-Term Plan and Work Plan and Budget as prepared by the Board of Directors, in accordance with the Articles of Association;
- To provide opinions and recommendations to the General Meeting of Shareholders regarding the Company’s Long-Term Plan and Work Plan and Budget, including reasons for signing them;
- To monitor the Company’s activities and offer opinions and suggestions to the General Meeting of Shareholders on matters deemed significant to the Company’s management;
- To report immediately to the General Meeting of Shareholders should there be signs of declining performance;
- To review and assess periodic and annual reports prepared by the Board of Directors, and to sign the annual report;
- To provide clarifications, opinions, and suggestions to the General Meeting of Shareholders regarding the Annual Report, upon request;
- To prepare the Board of Commissioners’ annual work plan and budget to be included in the Company’s Work Plan and Budget;
- To establish the Audit Committee;
- To propose a Public Accountant to the General Meeting of Shareholders;
- To prepare minutes of the Board of Commissioners’ meetings and keep a copy;
- To report their shareholdings and those of their family in the Company and other companies;
- To report to the General Meeting of Shareholders on supervisory duties carried out during the previous fiscal year;
- To perform other obligations related to supervisory and advisory duties as long as they do not conflict with laws and regulations, the Articles of Association, and/or resolutions of the General Meeting of Shareholders.
Information
Danareksa remains consistently committed to implementing transparency and information disclosure for its customers, shareholders, and other stakeholders — as long as it does not conflict with matters related to customer confidentiality and the applicable laws and regulations, as mandated by the Law of the Republic of Indonesia No. 14 of 2008.
To enable stakeholders to make informed decisions regarding the risks and benefits of their investments, the Company provides adequate and accurate information. This includes, among others, details on operational policies, financial conditions, and business risks.
The following media channels are used to access and disseminate information about Danareksa and its activities:
Company Website
Through the website www.danareksa.co.id, the public can access general information about Danareksa, including available products and services, financial reports, and customer service information.
Annual Report
Danareksa discloses information about the Company’s condition over the past year in its annual report. This includes corporate performance, business development, management information, social responsibility activities, and other key matters. The report is available for download on the Company’s official website.
Print and Electronic Media
In addition to regular updates in print media such as newspapers, magazines, and brochures, Danareksa actively uses modern communication channels to disseminate information and engage with customers, potential clients, and other stakeholders. These include SMS broadcasts and social media platforms such as Facebook and Twitter.
Call Center
Danareksa is committed to building long-term relationships with its customers. To support this, a two-way communication channel has been established in the form of a Call Center, allowing customers to contact Danareksa during working days and hours.
Press Releases
Danareksa also periodically issues press releases to disseminate information about the Company’s activities to the public.
Commitment to Ethical Standards
The Board of Directors of PT Danareksa (Persero) has established a management policy concerning ethics, which governs the Company’s relationship with its stakeholders to maintain the company’s reputation and integrity. These ethical standards also reflect PT Danareksa (Persero)’s and its subsidiaries’ determination to consistently and sustainably implement Good Corporate Governance (GCG) practices.
In line with the establishment of these Ethical Standards, PT Danareksa (Persero) and its subsidiaries acknowledge that the acceptance and giving of gifts, entertainment, or assistance in the course of work may result in conflicts of interest and diminish public trust in the company’s integrity.
Therefore, all parties involved with PT Danareksa (Persero) and its subsidiaries—including partners, suppliers, consultants, customers, or other third parties—are hereby informed that PT Danareksa (Persero) and its subsidiaries do not tolerate the giving of money, goods, commissions, credits, gifts, entertainment, valuable items, or any form of special offerings to company employees. The company urges that any inappropriate payments requested by internal parties of PT Danareksa (Persero) and its subsidiaries be reported via email to: cs@danareksa.co.id
ANNOUNCEMENT TO ALL CUSTOMERS AND BUSINESS PARTNERS
In upholding the principles of Good Corporate Governance and Good Conduct, the Board of Commissioners, Board of Directors, and all employees of PT Danareksa (Persero) and its subsidiaries (hereinafter referred to as “Company Personnel”) are committed to not accepting any gifts or presents in any form, either directly or indirectly, from the company’s customers, business partners, or other third parties.
In connection with this, we kindly ask customers, business partners, and other third parties to support this commitment by refraining from giving gifts or presents in any form, either directly or indirectly, to Company Personnel or their family members up to the second degree, both vertically and horizontally.
Should any Company Personnel request gifts or presents, whether personally or on behalf of the company, from customers, business partners, or other third parties, please report it to the Company via email at : cs@danareksa.co.id We highly appreciate the cooperation of all customers, business partners, and other third parties in supporting this commitment.
PT Danareksa (Persero)
Board of Directors
Role and Function of the Board of Directors
Code of Conduct
The Code of Conduct for the Board of Directors is outlined in Director’s Decree No. KD-37/029/CS-DIR dated July 25, 2013, regarding Guidelines and Rules of Procedure for the Board of Directors of PT Danareksa (Persero), as amended by Director’s Decree No. KD-38/025/DIR dated August 6, 2014. These guidelines include the following provisions:
- Number, composition, criteria, and independence of the Board of Directors
- Family relationships between Directors and Commissioners
- Concurrent positions held by Directors
- Share ownership by Directors
- Duties, Authorities, and Responsibilities of the Board of Directors
- Procedures for conducting Board meetings
- Conflict of interest
- Corporate induction program, work ethics, and working hours of Directors
- Leave policies and acting Directors
Duties and Authorities
In accordance with Article 11 of the Articles of Association of PT Danareksa (Persero), published in the Supplement to the State Gazette of the Republic of Indonesia No. 71 dated September 3, 2010, the duties, authorities, and obligations of the Board of Directors are outlined as follows:
Duties of the Board of Directors
To manage the company in the best interest of the company and in accordance with its purposes and objectives. To represent the company both inside and outside of court, subject to limitations as governed by laws, the Articles of Association, and/or decisions of the General Meeting of Shareholders.
Authorities of the Board of Directors
- Determine the Company’s management policy.
- Regulate the transfer of the Board of Directors’ authority to one or several members of the Board of Directors to make decisions on behalf of the Board of Directors or to represent the Company in and out of court.
- Regulate the transfer of the Board of Directors’ authority to one or several employees of the Company, either individually or together or to other persons, to represent the Company in and out of court.
- Regulate provisions regarding the Company’s personnel, including the determination of salaries, pensions or old-age security and other income for the Company’s employees based on applicable laws and regulations, with the provision that the determination of salaries, pensions or old-age security and other income for employees that exceed the obligations stipulated in laws and regulations must first obtain approval from the General Meeting of Shareholders.
- Regulate employment terms, salaries, pensions, retirement benefits, etc., with shareholder approval if exceeding legal requirements
- Appoint and dismiss employees and the Corporate Secretary
- Carry out all actions and other deeds regarding the management and ownership of the Company’s assets, bind the Company with other parties and/or other parties with the Company, and represent the Company inside and outside the court regarding all matters and all events, with limitations as stipulated in laws and regulations, the Articles of Association and/or Decisions of the General Meeting of Shareholders.
Obligations of the Board of Directors
- Strive for and ensure the implementation of the Company’s business and activities in accordance with the intent and purpose and its business activities.
- Prepare in a timely manner the Company’s Long-Term Plan, the Company’s Work Plan and Budget, and its amendments and submit them to the Board of Commissioners and Shareholders to obtain approval from the General Meeting of Shareholders.
- Provide an explanation to the General Meeting of Shareholders regarding the Company’s Long-Term Plan and the Company’s Work Plan and Budget.
- Create a List of Shareholders, Special List, Minutes of the General Meeting of Shareholders, and Minutes of the Board of Directors’ Meeting.
- Create an Annual Report as a form of accountability for the management of the Company, as well as the Company’s financial documents as referred to in the Law on Company Documents.
- Prepare Financial Reports based on Financial Accounting Standards and submit them to a Public Accountant for audit.
- Submit an Annual Report including Financial Reports to the General Meeting of Shareholders for approval and ratification, as well as a report on the Company’s rights that are not recorded in the books, including as a result of the write-off of receivables.
- Provide an explanation to the General Meeting of Shareholders regarding the Annual Report.
- Submitting the Balance Sheet and Profit and Loss Statement that have been approved by the General Meeting of Shareholders to the Minister in charge of Law and Human Rights in accordance with the provisions of laws and regulations.
- Submitting a report on changes in the composition of Shareholders, Directors and Board of Commissioners to the Minister in charge of Law and Human Rights.
Whistleblowing System
Reference
The whistleblowing system is based on a joint decision of the Board of Directors and Commissioners No. KD-37/039/DIR and PER-01/DK-DR/XI/2013 dated November 29, 2013, regarding “Reporting Policy on Alleged Violations at PT Danareksa (Persero) and Subsidiaries.
Channels for Reporting Violations
Reporting of deviations can be done using the following media:
Written Letters
A written letter is sent to the Ombudsman. This letter can only be opened by the Ombudsman Team or the Ombudsman.
E-mail
The email used is a special email (ombudsman@danareksa.com) for receiving reports and not a personal email with the aim of maintaining the confidentiality of the Reporter and preventing the Employee’s reluctance to report. The email can only be opened by the Ombudsman Team or the Ombudsman. Neither the Ombudsman Team nor the Ombudsman are allowed to delete any emails in this special email address.
Protection
Facilities and protection that can be provided to the Reporter are:
- Reporting media facilities that guarantee the confidentiality of the Reporter’s identity and the reported case.
- To the Reporter who provides clear identity and information regarding the reported case, the Reporter’s identity confidentiality protection can be provided.
- Protection from retaliation by the Reported Party which includes protection from pressure, postponement of promotion, dismissal, defense from lawsuits and detrimental records in his/her personal data file.
- The Company can provide immunity from internal administrative sanctions to Reporters who act in good faith. This immunity is given to Reporters who are involved voluntarily or “forced” in the Deviation, but then act in good faith to report the Deviation.
- Deviations, but then have good intentions to report the Deviations.
- Information on the implementation of follow-up actions, including when and how and to which institution the follow-up actions are submitted.
Handling of Complaints
Handling of evidence or documents and maintenance of databases related to WBS are as follows:
- All reporting documents, supporting data and evidence found during the investigation process are confidential and must be stored and administered properly for further examination by the authorities or for evidence in court.
- Documentation and evidence of the Deviation case can only be accessed by authorized parties and placed in a secure location. This is to prevent theft, alteration and deletion of all related evidence.
- The storage and maintenance of evidence and documentation related to the reporting of this WBS policy is the responsibility of the Ombudsman.
Number of Complaints and Follow-Ups
In 2018, there were no violation reports submitted within PT Danareksa (Persero) and its subsidiaries.
Socialization
WBS socialization is carried out through:
- Employee Gathering
- Helpdesk – providing information to all e-mail users on the Danareksa network
- Attention of the Board of Commissioners
For questions or reports related to the Whistleblowing System, you may fill out the form at the following link:
Implementation of GCG Principles
Commitment
The Board of Commissioners and Board of Directors are committed to building a healthy and strong corporate system so that it can grow sustainably by implementing the principles of Good Corporate Governance (GCG) in its management. The implementation of strong GCG principles will increase investor confidence and become added value for other stakeholders.
The implementation of the principles of Good Corporate Governance (GCG) in Danareksa is as follows:
Transparency
- Danareksa clearly and timely discloses all information that can be accessed by all Stakeholders in accordance with its authority while still paying attention to personal rights based on laws and regulations.
- Danareksa implements transparency of financial conditions to the public by following the disclosure provisions (openness of information) set by the Financial Services Authority with reference to applicable accounting standards.
- Danareksa publishes an Annual Report containing Danareksa’s financial condition and transparency of non-financial conditions.
Accountability
Danareksa applies the principle of responsibility in the Danareksa organization which is clear in accordance with the vision, mission and target objectives of Danareksa. Danareksa applies this Accountability principle by considering the following aspects:
- Completeness of Danareksa governance structure both at the Board of Directors and Board of Commissioners level, including risk management system, internal control system, internal supervision system, reporting mechanism for alleged irregularities in Danareksa (whistle blowing system), information technology governance and ethical behavior guidelines (code of conduct).
- Clarity of duties and responsibilities of each function and organizational unit of Danareksa in accordance with Danareksa’s objectives.
- Determination of Danareksa’s corporate plan and Company Work Plan and Budget (“RKAP”) which are passed down to the organizational unit level and conducting evaluations of achievement of results periodically.
- Determination of a reward and sanction system that is able to support the achievement of RKAP and Danareksa’s corporate plan.
Responsibility
- Danareksa is committed to continuing to implement prudent practices and ensuring compliance with laws and regulations.
- Danareksa has a responsibility and commitment to environmental conservation efforts and social awareness efforts.
- Danareksa has formed a Compliance Work Unit to always ensure compliance with applicable laws and regulations.
- Danareksa forms independent units such as the Risk Management Work Unit and the Internal Audit Work Unit to ensure that risk management and implementation of internal control are carried out in all Danareksa activities.
- Danareksa follows up on findings from external parties such as audit results from the Audit Board of Indonesia (“BPK”), the Financial and Development Supervisory Agency (“BPKP”) and recommendations from external auditors and other external supervisors.
- Danareksa follows up on customer complaints and immediately takes the necessary actions to maintain customer satisfaction.
Independence
- Danareksa in carrying out its activities and in making decisions is done professionally, free from influence/pressure from any party.
- Each Danareksa organ must avoid domination by any party, not be influenced by certain interests and avoid conflicts of interest.
- In order for there to be a check and balance in the implementation of Danareksa operations, the portion of Independent Parties appointed to occupy positions at the Board of Commissioners level is at least 20% (twenty percent) of the total number of Board of Commissioners. Independent Commissioners have competence in auditing, finance and accounting and understand Danareksa’s Business activities.
- The Board of Directors, Board of Commissioners and all Division Heads ensure that there is no conflict of interest in decision making in every Danareksa transaction.
Fairness and Equality
- Danareksa applies the principle of justice and equality in fulfilling the rights of Stakeholders arising from agreements and laws and regulations.
- Danareksa provides opportunities for Stakeholders to provide input and express opinions for Danareksa to improve its contribution and quality of service and open access to information in accordance with the principle of transparency.
- Danareksa provides fair treatment to Stakeholders in accordance with the benefits and contributions provided to Danareksa.
- Danareksa provides equal treatment to employees to pursue a career and carry out their duties professionally without discrimination based on gender, religion, ethnicity or physical disabilities.
All forms of transactions, purchases, or other important decisions must be carried out with due regard to the principle of fairness.
Company Code of Ethics
Code of Ethics Principles
The Code of Ethics is an internal regulation of the Company that contains a system of values, business ethics, work ethics, commitments, and the enforcement of company rules applicable to the Board of Commissioners, the Board of Directors, employees of the Company, its subsidiaries, and affiliates in conducting business and other activities, as well as in interacting with stakeholders.
This regulation was updated through the Board of Directors’ Decree No. KD-38/027/DIR dated August 29, 2014, concerning the “Danareksa Code of Ethics.” The main contents of the Danareksa Code of Ethics are as follows:
- The Danareksa Code of Ethics serves as an internal guideline of the Company containing values, business ethics, work ethics, commitment, and enforcement of corporate regulations for Danareksa personnel in carrying out business and other activities, as well as in their interactions with stakeholders.
- The Danareksa Code of Ethics outlines general principles of corporate ethics, while the more detailed and operational elaboration of these principles is regulated under other internal Danareksa policies and regulations in force.
- The Danareksa Code of Ethics applies to all individuals acting on behalf of Danareksa, its subsidiaries and affiliates under control, shareholders, and all other stakeholders or business partners conducting business transactions with Danareksa.
- Danareksa continuously promotes compliance with the Code of Ethics and is committed to its implementation. The Company requires all levels of leadership to be responsible for ensuring that the Code of Ethics is adhered to and properly implemented within their respective areas.
Socialization
Information regarding the Code of Ethics is communicated to all Danareksa personnel through the Danareksa Code of Ethics book, the Company’s website, email distribution, and other announcement channels. Every Danareksa personnel member is required to sign the Danareksa Code of Ethics book, comply with its contents, and uphold the commitments stated therein as part of efforts to enhance and optimize work performance for the advancement of Danareksa.
Efforts to Enforce the Code of Ethics
All Danareksa personnel are expected to uphold the Danareksa Code of Ethics in the execution of their duties.
Any Danareksa personnel, at any level, who is proven to have violated the Code of Ethics will be subject to sanctions in accordance with the provisions set forth in Danareksa’s Internal Regulations and the applicable laws and regulations.
Commitment
Leaders of each work unit are responsible for ensuring the proper implementation of the Danareksa Code of Ethics. Therefore, each unit leader must monitor and review the application of this Code of Ethics. In addition, the implementation of the Danareksa Code of Ethics is also periodically reviewed through the GCG Assessment.
Obligation to Submit State Officials' Wealth Report (LHKPN)
Chart
Total Reporters
Compliance map:
Number of mandatory reporting: 39
Those who have reported: 39
Applicable Regulations
In accordance with applicable regulations, PT Danareksa (Persero) has issued a Board of Directors Decree (KD) concerning the Obligation to Submit Reports on the Wealth of State Officials within PT Danareksa (Persero) and Subsidiaries.
Article 1
Definitions in this decision, what is meant by: :
- Company is PT Danareksa (Persero),
- Subsidiary is a subsidiary of Persero whose shares are owned by Persero at least 90% (ninety) percent of the paid-up capital of the Subsidiary. The Subsidiary of Persero currently consists of (i) PT Danareksa Sekuritas, (ii) PT Danareksa Investment Management, (iii) PT Danareksa Finance and (iv) PT Danareksa Capital, as well as companies to be established by Persero in the future if any).
- Komisi Pemberantasan Korupsi, hereinafter referred to as “KPK”, is a state commission/institution formed to carry out its duties and authorities independently, free from the influence of any power, as regulated in Law Number 30 of 2002 concerning the Corruption Eradication Commission.
- The assets of a State Administrator are assets owned by the State Administrator and his wife and children who are still dependents, whether in the form of movable property, immovable property, or other rights that can be valued in money obtained by the State Administrator before, during and after holding office.
- The State Officials’ Wealth Report, hereinafter referred to as LHKPN, is a list of all State Officials’ Wealth, which is stated in the LHKPN form stipulated by KPK.
- The LHKPN form as referred to in Paragraph (5) consists of:
- LHKPN Form Model KPK-A, filled in by State Administrators who are reporting their assets for the first time;
- The KPK-B Model LHKPN Form is filled out by State Officials who have held their position for 2 (two) years, State Officials who have undergone a transfer and/or promotion, State Officials who have ended their position and/or retired, certain State Officials at the request of the KPK in the context of examining the LHKPN.
Article 2
Officials Required to Submit LHKPN
Determining Officials of the Company and Subsidiaries who are required to submit LHKPN to the KPK, namely:
- Board of Directors of the Company & Subsidiaries.
- Board of Directors of the Company & Subsidiaries.
- All Heads of Divisions of the Company.
- Other officials/employees in the Company and/or Subsidiaries who hold strategic functions, who will be determined by the Board of Directors of the Company.
Article 3
Obligation to Submit LHKPN
- The obligation to submit LHKPN consists of:
- Officials of the Company and Subsidiaries are required to submit their first LHKPN using the LHKPN Model KPK-A form no later than 2 (two) months after the Officials of the Company and/or Subsidiaries occupy the positions as referred to in Article 2 Paragraph (1) of this Decree.
- The final report using the LHKPN Model KPK-B form must be submitted by the Company Officials and Subsidiaries if the Company Officials and/or Subsidiaries no longer hold the position as referred to in Article 2 Paragraph (1), including but not limited to due to the end of their term of office and/or retirement, resignation or transfer of position and the report must be submitted no later than 2 (two) months after the Company Officials and/or Subsidiaries end their term of office or retire or resign or hand over of position.
- Officials of the Company and Subsidiaries are required to submit a copy of the receipt for submission of the LHKPN to the Human Capital Division as the LHKPN Management Coordinator no later than 7 (seven) days from the date of submission of the LHKPN.
Article 4
Officials of the Company and Subsidiaries are required to guarantee the accuracy of the data in the LHKPN submitted to the Corruption Eradication Committee.
Article 5
Sanctions
- Members of the Board of Commissioners and Board of Directors of the Company who do not comply with the provisions of Article 3 Paragraph (1) may be subject to administrative sanctions in accordance with applicable statutory provisions.
- Members of the Board of Commissioners and Board of Directors of Subsidiaries who do not comply with the provisions of Article 3 Paragraph (1) may be subject to sanctions in the form of dismissal as members of the Board of Commissioners and/or members of the Board of Directors of Subsidiaries through a General Meeting of Shareholders.
- The Head of the Company Division who does not comply with the provisions of Article 3 Paragraph (1) may be subject to sanctions in the form of:
- Delay in salary increases; and/or
- Postponement of grade increase;
- Officials of the Company and Subsidiaries are declared not to have submitted the LHKPN as referred to in Article 3 Paragraph (1) if the Officials of the Company and Subsidiaries have not submitted the LHKPN after 30 (thirty) days from the final deadline for submitting the LHKPN.
Article 6
At the time this Board of Directors’ Decision comes into effect, the Board of Directors’ Decision of PT Danareksa (Persero) Number KD-34/03/CS-DIR dated 31 March 2010 concerning the Obligation to Submit Reports on the Wealth of State Officials within PT Danareksa (Persero), as amended by the Board of Directors’ Decision of PT Danareksa (Persero) Number KD-37/001/DIR dated 31 January 2013 concerning Amendments to the Board of Directors’ Decision of PT Danareksa (Persero) Number KD-34/03/CS-DIR dated 31 March 2010 concerning the Obligation to Submit Reports on the Wealth of State Officials within PT Danareksa (Persero) is revoked and declared null and void, except for the provisions concerning Attachments 1 and 2 as referred to in Article 1 Paragraph (3) of the Board of Directors’ Decision of PT Danareksa (Persero) Number KD-37/001/DIR dated 31 January 2013.
Article 7
This Decision of the Board of Directors shall come into force on the date of its stipulation, with the provision that if at a later date there are any errors in this Decision, corrections will be made as necessary.
PT Danareksa (Persero) Management LHKPN Report for 2022
Board of Commissioners
- Robert Pakpahan (LHKPN Report 2022)
- Barita Simanjuntak (LHKPN Report 2022)
Directors
- Yadi Jaya Ruchandi (LHKPN Report 2022)
- Chris Soemijantoro (LHKPN Report 2022)
- M. Teguh Wirahadikusumah (LHKPN Report 2022)
- R.Muhammad Irwan (LHKPN Report 2022)
Anti-Bribery Policy
To stipulate: JOINT DECISION OF THE BOARD OF DIRECTORS AND BOARD OF COMMISSIONERS OF PT DANAREKSA (PERSERO) CONCERNING ANTI-BRIBERY POLICY.
Article 1
The provisions regarding the Anti-Bribery Policy are as set forth in the Appendix, which is an integral part of this Joint Decree.
Article 2
The Anti-Bribery Policy referred to in Article 1 serves as a guideline for Danareksa Personnel on how to recognize, report concerns, and handle acts of bribery.
Article 3
The Compliance Function is assigned as the party responsible for implementing the Anti-Bribery Policy as referred to in this Joint Decree.
Article 4
This Joint Decree shall come into force on the date of its enactment, provided that any errors in this Joint Decree may be corrected accordingly.
Guidelines for Gratification Control within PT Danareksa (Persero)
To stipulate: DECISION OF THE BOARD OF DIRECTORS OF PT DANAREKSA (PERSERO) CONCERNING GUIDELINES FOR CONTROL OF GRATIFICATION IN PT DANAREKSA (PERSERO).
Article 1
The provisions regarding the Gratification Control Guidelines within PT Danareksa (Persero) are as set forth in the Appendix, which is an integral part of this Decree.
Article 2
The Gratification Control Guidelines referred to in Article 1 serve as a reference framework for Danareksa Personnel to understand, prevent, and handle gratifications in the execution of their duties and functions, thereby protecting themselves and their families from the risk of being accused of bribery offenses.
Article 3
- In order to support the effectiveness of Gratification control within PT Danareksa (Persero), a Gratification Control Unit (“UPG”) has been formed, which is located in a work unit that has duties and functions in the field of internal compliance.
- Assigning the Gratification Control Unit as the person in charge of implementing the Gratification Control Guidelines within PT Danareksa (Persero) as referred to in this Board of Directors Decree.
Article 4
This Decree of the Board of Directors shall come into force on the date of its enactment, provided that any errors in this Decree may be corrected accordingly.
Guidelines for Handling Conflicts of Interest within PT Danareksa (Persero)
To stipulate: DECISION OF THE BOARD OF DIRECTORS OF PT DANAREKSA (PERSERO) CONCERNING GUIDELINES FOR HANDLING CONFLICTS OF INTEREST WITHIN PT DANAREKSA (PERSERO).
Article 1
The provisions regarding the Conflict of Interest Handling Guidelines within PT Danareksa (Persero) are as set forth in the Appendix, which is an integral part of this Decree.
Article 2
The Conflict of Interest Handling Guidelines referred to in Article 1 serve as a reference framework for Danareksa Personnel to identify, prevent, and manage conflicts of interest in the performance of their duties and functions.
Article 3
Direct supervisors of Danareksa Personnel are responsible for overseeing and guiding the implementation of the Conflict of Interest Handling Guidelines as referred to in Article 1.
Article 4
Upon the enactment of this Decree, the Decree of the Board of Directors Number KD-39/019/DIR dated August 21, 2015, regarding the Conflict of Interest Handling Guidelines within PT Danareksa (Persero), Subsidiaries, and Affiliates is revoked and declared null and void.
Article 5
This Decree of the Board of Directors shall come into force on the date of its enactment, provided that any errors in this Decree may be corrected accordingly.
Integrated Governance Committee
TThe Board of Commissioners establishes the Komite tata Kelola Terintegrasi (“Komite TKT”) which assists and facilitates the Board of Commissioners in carrying out the following duties and functions:
- Supervising the implementation of governance in each Financial Services Institution (FSI) within the Danareksa Financial Conglomeration Group (DFCG) to ensure alignment with the Integrated Governance Guidelines;
- Supervising the duties and responsibilities of the Board of Directors of Danareksa, and
- Providing direction or advice to the Board of Directors of Danareksa regarding the implementation of the Integrated Governance Guidelines; and
- Evaluating the Integrated Governance Guidelines, including providing guidance for improvement in accordance with prevailing laws and regulations.
Komite TKT works collectively and independently in carrying out its duties and in reporting, and is directly accountable to the Board of Commissioners.
Duties and Responsibilities
Danareksa applies the principle of responsibility within the organization in alignment with its vision, mission, and target objectives. Danareksa implements the principle of accountability by considering the following aspects:
Evaluation of Integrated Governance Implementation through assessment of:
Adequacy of Integrated Internal Control.
- Evaluating whether Danareksa and its Subsidiaries have an integrated internal control system in place that aligns with prevailing best practices through a review of the Integrated Governance Guidelines enforced at Danareksa.
- Monitoring and evaluating the effectiveness of the integrated internal control implementation through a review of Periodic Reports and Audit Reports issued by the Integrated Internal Audit Unit.
- Holding regular meetings with the Integrated Internal Audit Unit to discuss matters related to the integrated internal control system and its implementation.
- Monitoring and evaluating the follow-up actions by the Board of Directors of Danareksa and its Subsidiaries regarding findings from the Integrated Internal Audit Unit, Public Accountants, and the Financial Services Authority concerning weaknesses in the integrated internal control system and implementation.
- Reporting periodically on monitoring results and providing input on matters related to integrated internal control that require attention from the Board of Commissioners of Danareksa and its Subsidiaries.
Implementation of Integrated Compliance Function:
- Monitoring and evaluating Danareksa and its Subsidiaries’ compliance with applicable capital market laws and regulations, as well as regulations issued by the Financial Services Authority and other relevant rules related to the company’s business, securities, and financing, in coordination with the Integrated Compliance Unit.
- Reviewing periodic reports and audit reports related to compliance with internal and external regulations issued by the Integrated Compliance Unit and external auditors.
- Holding regular meetings with the Integrated Compliance Unit to discuss matters concerning compliance by Danareksa and its Subsidiaries with internal and external regulations.
- Monitoring and evaluating the follow-up actions by the Board of Directors of Danareksa and its Subsidiaries regarding findings from the Integrated Compliance Unit, Public Accountants, and the Financial Services Authority concerning weaknesses in the system and implementation of the integrated compliance function.
- Reporting periodically on monitoring results and providing input on matters regarding compliance by Danareksa and its Subsidiaries with internal and external regulations that require attention from the Board of Commissioners of Danareksa and its Subsidiaries.
Providing recommendations to the Board of Commissioners of Danareksa for improvements to the Integrated Governance Guidelines.
Membership
Piagam Komite Tata Kelola Terintegrasi Charter is established by the Board of Commissioners as a reference and guideline for the IGC framework in carrying out its duties and responsibilities independently, objectively, and autonomously, based on the following provisions:
Komite Tata Kelola Terintegrasi membership consists of at least:
- One Independent Commissioner serving as Chair of one of Danareksa’s committees, acting as Chair and member;
- One Independent Commissioner representing and appointed from a Subsidiary within the DFCG, as a member;
- One independent party, as a member;
- A member of the Sharia Supervisory Board from an FSI in the DFCG as a member, if the DFCG offers sharia-based services.
- The number and composition of Independent Commissioners in the Komite Tata Kelola Terintegrasi is adjusted according to the needs of the Financial Conglomeration, considering efficiency and effectiveness in the IGC’s execution of duties, with at least one representative from each financial services sector.
- Independent Commissioner membership at Komite Tata Kelola Terintegrasi, may be permanent or non-permanent, as needed by the Financial Conglomeration.
Term of Office
During this period, the Chairperson and members of the Integrated Governance Committee concurrently serve as Independent Commissioners and members of Danareksa’s Audit Committee. Thus, their term of office in the IGC continues as long as they serve in those roles and may be reappointed for one (1) additional term only, without prejudice to the Board of Commissioners’ authority to dismiss them at any time (in accordance with the Minister of State-Owned Enterprises Regulation No. PER-12/MBU/2012).
Working Mechanism
The working mechanism of Komite TKT is as follows:
- The Committee Chair is responsible for coordinating all activities of Komite Tata Kelola Terintegrasi to fulfill the committee’s purpose as originally established, including:
- Leading Komite Tata Kelola Terintegrasi meeting.
- In case the Chair is unable to attend, their presence may be represented by another Committee Member who is an Independent Commissioner of Danareksa.
- The Chair and Committee members are responsible for:
- Issuing written meeting invitations to all participants; in urgent situations, verbal invitations are allowed.
- Preparing necessary facilities and infrastructure for the meetings.
- Recording and administering meeting minutes.
- Delivering minutes of meetings to all members of the Integrated Governance Committee.\Making notes and monitoring the follow-up of the minutes of meetings and submitting a report on the follow-up to the Board of Commissioners.
- Report the frequency of meeting activities and the attendance of each.
- Maintain the confidentiality of all information, documents and data related to the implementation of the Committee’s duties.
In the event that a Committee Member is unable to attend for any reason, the Committee Member’s attendance at the Integrated Governance Committee meeting cannot be delegated.
Secretary of Tata Kelola Terintegrasi
Duties and Responsibilities of Secretary
- Issuing written meeting invitations to all participants; in urgent situations, verbal invitations are allowed.
- Preparing necessary facilities and infrastructure for the meetings.
- Recording and administering meeting minutes.
- Submit meeting minutes to all members of Komite Tata Kelola Terintegrasi.
- Make notes and monitor the follow-up of the minutes of the meeting and submit a report on the follow-up to the Board of Commissioners.
- Report the frequency of meeting activities and the attendance of each.
- Maintain the confidentiality of all information, documents and data related to the implementation of the Committee’s duties.
If necessary, Komite TKT may invite resource persons from members of the Board of Commissioners, Board of Directors, or other parties, both internal and external to the Main Entity and Financial Services Institutions that are members of the financial conglomerate.
Komite Tata Kelola Terintegrasi meeting
Arrangements regarding meetings of Komite TKT adalah as folow:
- Komite TKT meeting held at least once every 3 (three) months.
- Komite Tata Kelola Terintegrasi meeting is considered valid if attended by at least 51% (fifty one percent) of the total number of members including an Independent Commissioner of Danareksa and an Independent Party.
- The meeting was chaired by the Chairman of the Komite TKT.
- Meeting recommendations are made based on consensus.
- Any dissenting opinions that occur in committee meetings must be clearly stated in the minutes of the meeting along with the reasons for the dissenting opinions.
- Komite TKT meetings must be recorded in meeting minutes signed by all members present and properly documented.
RKAP
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RJPP
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Procurement Policy
DECIDE:
To stipulate: DECISION OF THE BOARD OF DIRECTORS OF PT DANAREKSA (PERSERO) CONCERNING THE POLICY FOR PROCUREMENT OF GOODS/SERVICES.
Article 1
Provisions regarding the Goods/Services Procurement Policy are stipulated as stated in the Attachment which is an integral part of this Board of Directors’ Decision.
Article 2
The Goods/Services Procurement Policy as referred to in Article 1 must be followed and complied with by all employees, procurement implementers and goods/services procurement teams within PT Danareksa (Persero) as a reference in carrying out the duties and functions of goods/services procurement activities in accordance with the provisions of laws and regulations.
Article 3
At the time this Board of Directors’ Decree comes into effect, the Board of Directors’ Decree Number KD-44/005/OSS dated April 1, 2020 concerning the Implementation Policy for Procurement of Goods/Services is revoked and declared invalid.
Article 4
This Board of Directors’ Decision shall come into effect on the date of its stipulation, with the provision that if at a later date there are any errors in this Board of Directors’ Decision, corrections will be made as necessary.
