Audit Committee
Audit Committee is a committee established by the Company to assist the implementation of duties of the Board of Commissioners related to the supervisory of financial reporting, internal control, and internal audit.
Members of the Audit Committee are appointed and dismissed by the Board of Commissioners. Audit Committee membership ends if a member of the Audit Committee is disqualified based on statutory provisions, resigns, retires, or is not re-elected as a member of the Audit Committee. The service period of the Audit Committee is the same as the service period of the Board of Commissioners and can only be re-appointed for the next 1 (one) period.
Based on the Charter of the Audit Committee, the Audit Committee consists of at least 3 (three) members from the Independent Commissioners and external parties, whereas 1 (one) Independent Commissioner acting as the chairperson.
The Audit Committee works collectively and independently in carrying out its duties. The Audit Committee may cooperate with other units within the Company, and may employ experts and/or consultants, for areas where the Internal Audit Unit has no expertise to assist the Audit Committee, with the approval of the Board of Commissioners and at the expense of the Company.
Duties of the Audit Committee of the Company are as follows:
Internal Audit
- Review the Charter of the Internal Audit, before the charter is submitted for the approval of the Board of Commissioners and enacted by the Board of Directors
- Enhance the independency of internal audit functions from undue management pressures
- Review and provide inputs on the annual audit plan prepared by the Internal Audit Unit
- Review the activities, organizational structure, and the personal qualifications of the Internal Audit Unit to ensure that the Internal Audit Unit can work independently, effectively, objectively, and adequately resourced to carry out functions in accordance with applicable auditing standards
- Review the adequacy, independency, and effectiveness of the internal audit functions
- Review the internal control system and suggest improvements to overcome the weakness of the internal control
- Review the report summary prepared and provided by the Internal Audit Unit to management as well as management’s response to the report summary
- Hold regular meetings with the Internal Audit Unit to discuss internal audit findings and/or follow-up actions taken by the Board of Directors on the internal audit findings
External Audit
- Provide recommendations to the Board of Commissioners regarding the appointment, reappointment and/or termination of the external auditor by considering the legality, competency, independency, quality, and cost
- Review non-audit services that can be provided by the external auditor to the Company based on prevailing regulations
- Review the audit plan, including the scope, procedures, and audit provisions, to ensure completeness of coverage, reduction of redundant efforts, and the effective use of audit resources
- Monitor the discussion of the audit findings by the external auditor with management
- Review the adequacy, independency, effectiveness, quality, and fees of the external auditor
- Review the significant changes needed in the external auditor’s audit plan, any difficulties encountered during the audit and its completion, and other matters relating to the audit
- Provide an independent opinion in the event of disagreement between management and external auditor for the services rendered
Financial Statements
- Review accounting and reporting principles and practices applied by the Company in presenting the financial statements to ensure compliance with applicable accounting standards
- Review the financial statements to be issued by the Company to IDX, OJK, or other institutions
- Discuss with the Board of Commissioners and management regarding important or material information that will be disclosed to the public
Compliance
- Review the Company’s compliance with laws and regulations related to the operations of the Company and the applicable laws and regulations in the capital market
- Ensure that management has implemented GCG
Risk Management
- Review the systems of risk management covering key risks (taking into account financial, operational, compliance, and information technology risks)
- Review the process of risk identification and risk management practices conducted by the management as well as the plans to minimize those risks
- Ensure that the Internal Audit Unit and the external auditor in their audit plan, have paid attention to the highrisk activities of the Company
- Ensure that the Company operates within a reasonable level of risk tolerance
Related Party Transactions and Conflict of Interest Transactions
- Review transaction with related party which has the potential of conflict of interest
- Review any potential conflicts of interest that may arise in connection with transactions between the Company and subsidiaries, directors and/or controlling shareholders
- Provide advice to the Board of Commissioners in relation to any potential conflict of interest
- Do not involve themself in discussing transactions with related parties, in the event that the relevant Audit Committee member has a conflict of interest in the transaction being discussed
Complaint Handling
- Review third party complaints relating to accounting and financial reporting processes, as well as forwarding the complaint to the interested parties
- Monitor the follow-up of complaints to the Company regarding accounting, internal controls, fraud, and dishonourable management behavior, that could disrupt the Company’s operations such as dishonesty, unethical actions, conflict of interest, or provide inaccurate or misleading information to public, and disobedience against laws and regulations
- Call for an audit investigation based on complaint in collaboration with management or other parties if necessary
- Report the result of the review to the Board of Commissioners and monitor the progress and follow-up when requested by the Board of Commissioners
Others
- Carry out other supervisory duties as requested by the Board of Commissioners
- Conduct a review of the Charter of Audit Committee as necessary and propose updates to the Board of Commissioners for approval