The Company’s Audit Committee is an independent committee established by the Board of Commissioners and is responsible to the Board of Commissioners. The primary function of the Audit Committee is to assist the Board of Commissioners in carrying out the oversight responsibility of the financial reporting process, internal control system, audit process, and the Company’s processes for monitoring compliance with the laws and regulations, and code of conduct.

The Company’s Audit Committee consists of three people from Independent Commissioners of the Company and external parties. The Audit Committee is chaired by an Independent Commissioner. The office term of members of the Audit Committee shall not be longer than the office term of the Board of Commissioners as stipulated in the Articles of Association and can only be re-elected for one term.

The membership composition of the Company's Audit Committee is as follows:
Chairman : Agung Firman Sampurna
Member   :
1. Darma Putra
2. Raden Rudy Irwanto
 
The profile of the Chairman of Audit Committee/ President Commissioner (Independent) Agung Firman Sampurna and the profile of a member of the Audit Committee/ Vice President Commissioner Darma Putra are already presented in the Profile of Board of Commissioners section on this website; while the profile of Raden Rudy Irwanto is as follow:

RADEN RUDY IRWANTO

Indonesian citizen, obtained a Diploma of Accounting degree from Yayasan Administrasi Indonesia (YAI), Jakarta in 1992. He served as Senior Stock Keeper PT Citra Nurrahayu International, Jakarta (1993-1994), Jr. Accountant PT Mercantile Athletic Club, Jakarta (1994-1995), Sr. Assistant Accounting & Regulatory Control PT Bank Bali Tbk, Jakarta (1995-2001), Sr. Tax Control PT Bank Bali Tbk, Jakarta (2001-2002), Finance & Accounting Manager PT Rahayu Arumdhani International, Jakarta (2002-2006), Finance & Accounting Manager PT Kriya Mandiri Rasa, Jakarta (2006-2007), Finance & Accounting Manager PT United Entertainment International, Jakarta (2007-2010).

Raden Rudy Irwanto is not affiliated with other members of the Board of Commissioners, and Board of Directors.

Duties and Responsibilities

Based on the Audit Committee Charter of PT MNC Asia Holding Tbk, the duties and responsibilities of the Company’s Audit Committee are as follows:

a. Financial Report or Information

Reviewing the Company’s financial information that will be issued by the Company to the public and/ or the authorities, among others, financial statements, financial projections, and other statements relating to the Company’s financial information.

b. Internal Audit

Review the audit implementation of internal auditors and oversee management’s/Director’s follow-up toward Internal Audit findings.

c. External Audit

- Provide recommendations to the Board of Commissioners regarding the appointment of external auditor based on independence, the scope of work, and fees.

- Provide independent opinion in the event of disagreements between the management and the external auditor for services rendered.

d. Risk Management and Internal Control

Overseeing the implementation of risk management activities and internal controls performed by the management/ Board of Directors.

e. Laws and Regulations

Overseeing the Company’s adherence to laws and regulations relating to the activities of the Company.

f. Complaint

Overseeing complaints received by the Company in relations to the Company’s accounting and financial reporting.

g. Conflict of Interest

Overseeing and providing recommendations to the Board of Commissioners in relations to the potential conflicts of interest of the Company.

h. Confidentiality

Maintaining the confidentiality of documents, data and information of the Company.

Download PDF:  Audit Committee

The Company has established the Nomination and Remuneration Committee (N&R Committee) to assist the Board of Commissioners in performing a supervisory function and ensuring that the nomination process for strategic management positions and remuneration setting process run objectively, effectively and efficiently. The N&R Committee provides professional opinions and recommendations to the Board of Commissioners related to the determination of the amount of salary/honorarium, bonus, and allowances for the Board of Commissioners, Board of Directors and employees of the Company, including structure, terms, and execution of long-term incentives for Board of Directors. The N&R Committee also provides recommendations to the Board of Commissioners on matters related to the implementation of management and employee stock option program (MESOP).

Currently, members of the Company’s N&R Committee consist of 3 (three) members with an Independent Commissioner as a Chairman.

Membership

The N&R Committee members have educational backgrounds and expertise in economics, finance, and human resources.

Composition and Profile of N&R Committee 

The composition of the N&R Committee is as follows:

Chairman: Ricky Herbert Parulian Sitohang
Member: 1. Liliana Tanoesoedibjo
                2. Rully Rakhmatullah

The profile of the Chairman of the N&R Committee/ Independent Commissioner Ricky Herbert Parulian Sitohang and the profile of a member of the N&R Committee/ Commissioner Liliana Tanoesoedibjo are already presented in the Profile of Board of Commissioners section on this website; while the profile of Rully Rakhmatullah is as follows:

RULLY RAKHMATULLAH

Indonesian citizen, obtained a Bachelor of Economics degree from the Indonesia Open University, Bogor, in 1996 and a Master of Operations Management degree from the Universitas Mercubuana, Jakarta in 2011. His work experiences include, among others, as Officer of PT Jasa Marga, Jakarta (1991-1994), PT Marga Mandalasakti, Jakarta with his last position as Division Head of HR, GA & Procurement (1995-2012), Director of PT Pejagan Pemalang Tol Road (2013-2014), Director of PT Trans Jabar Tol (2013-2015), President Director of PT Trans Jawa Paspro Toll Road (2013-2015), Vice President HR, GA & Procurement PT MNC Tol Road (2013-2015), HR & GA Director PT MNC Land Tbk (2017-2018), and Senior Vice President Corporate Human Capital & General Service PT MNC Asia Holding Tbk (2016-present).

Rully Rakhmatullah has no affiliation with members of the Board of Commissioners and other members of the Board of Directors.

Nomination & Remuneration Charter

In performing its supervisory functions and responsibilities, the N&R Committee has been equipped with its work guidelines defined in the N&R Charter, which has been ratified dated September 18, 2018. The N&R Charter among others regulates the following: Duties and Responsibilities, Composition, Membership Structure, Meetings, and Implementation, and Disclosure and Reporting.

The Risk Oversight Committee is established by the Company as an effort to ensure risk management by the Board of Directors may be performed as expected.

The Risk Oversight Committee was established in 2017, of which the members are appointed and dismissed by the Board of Commissioners. The Committee currently has 3 (three) members, which is chaired by an Independent Commissioner. Members of the Risk Oversight Committee shall have skills in risk management and finance.

Composition of the Risk Oversight Committee
The composition of the Risk Oversight Committee is as follows:

Chairman: Ricky Herbert Parulian Sitohang
Member:  1. Darma Putra
                2. Valencia Herliani Tanoesoedibjo

For the profile of all members of the Risk Oversight Committee, see the profile of the Board of Commissioner members on this website.

Risk Oversight Committee Charter

In performing its supervisory functions and responsibilities, the Risk Oversight Committee has in place a set of work guidelines provided in the Risk Oversight Committee Charter.

The Charter was stipulated on September 18, 2018. The Charter among others regulates the following: Organization, Accountability, Membership Requirements, Independence, Duties and Responsibilities, Authority, Work Ethics, Meetings, Minutes of Meetings and Reports, Reporting Responsibilities, and Term of Office.

The Company established the Corporate Governance Committee which has the function to review and evaluate the implementation of CG in the Company. This Committee is directly responsible to the Board of Commissioners. As such, a member of the Corporate Governance Committee is appointed and dismissed by the Board of Commissioners.

Currently, members of the Company’s Corporate Governance Committee consist of 3 (three) members with an Independent Commissioner as a Chairman, and 2 (two) Commissioners as a member.

Composition of the Corporate Governance Committee

The composition of the Corporate Governance Committee is as follows:

Chairman: Ricky Herbert Parulian Sitohang
Member:   1. Agung Firman Sampurna
                 2. Valencia Herliani Tanoesoedibjo 

For the profile of all members of the Corporate Governance Committee, see the profile of the Board of Commissioner members on this website.

Corporate Governance Committee Charter

The Corporate Governance Committee has been complemented with the work guidelines stipulated under the Corporate Governance Committee Charter, which has been ratified dated September 18, 2018.

The Corporate Governance Committee Charter among others regulates the Objectives, Accountability, Membership Structure, Term of Office, Duties, and Responsibilities, Authority, Meetings and their Implementation, and Reporting.