General Meeting of Shareholders (GMS)
GMS is a forum for shareholders in deciding the direction of the company and is also a forum for the board of commissioners and directors to report their responsibilities for future implementation of duties and performance to shareholders.
The General Meeting of Shareholders (GMS) is Pelindo's highest institution and a forum for shareholders to make imperative decisions whose authority is not given to the board of directors and board of commissioners, as stipulated in the articles of association and applicable laws and regulations. The implementation of the GMS is carried out through the process of announcement and summons for the GMS which is carried out in accordance with applicable regulations. Since the publication of the announcement and the summons for the meeting, all materials to be discussed at the GMS have been available at the Pelindo office. Thus, the stakeholders who are participants in the meeting can take the material. The GMS consists of the RUPS Tahunan and RUPS-LB (Luar Biasa).
RUPS Tahunan is held by Pelindo annually, which includes the Pelindo Annual Report and the Annual GMS regarding the Company's Work Plan and Budget (RKAP). Meanwhile, the Extraordinary GMS can be held at any time based on the need for Pelindo's interests. The implementation of the GMS is preceded by an invitation to the GMS which is carried out in accordance with applicable regulations.
Shareholders' Rights
- The right to request a GMS to be held
- The right to request information regarding the agenda of the GMS
- The right to submit proposals for discussion at the GMS acara
- The right to attend and vote in the GMS
- The right to obtain information about the company, in a timely and regular manner
- The right to receive a portion of the company's profits that are beneficial to shareholders in the form of dividends and other profit sharing.
Board of Commissioners
The board of commissioners is a Pelindo organ in charge of supervising management policies, the general course of management, both regarding Pelindo and Pelindo's business, and providing advice to the directors for the benefit of Pelindo, in accordance with the aims and objectives of Pelindo. The main reference for the board of commissioners is Law No. 40 of 2007 concerning Limited Liability Companies and Law no. 19 of 2003 concerning State-Owned Enterprises. In carrying out their duties, the board of commissioners is assisted by the supporting organs of the board of commissioners, namely the secretary of the board of commissioners, the audit committee, the risk management monitoring committee, and the nomination and remuneration committee.
Audit Committee
The audit committee is a supporting organ under the board of commissioners. This committee was formed to assist the board of commissioners in supervising the management of Pelindo in accordance with GCG principles. Audit committee members are appointed and dismissed by the Board of Commissioners and reported to the GMS.
Nomination and Remuneration Committee
The Nomination and Remuneration Committee (NRC) is a supporting organ for the commissioners that oversees the implementation of the nomination and remuneration policies for directors, management team, and employees.
Risk Management Monitoring Committee
Risk Management Oversight Committee (KPMR) was established to improve the quality of supervision and advisory board of commissioners in the risk management of the company (Enterprise Risk Management/ ERM).
Directors
The Board of Directors is a company organ that has the responsibility to ensure that all Pelindo management activities such as Corporate strategy, Internal Control, Corporate Secretary Activities, Commercial, Engineering, Operations, Finance, HR, Transformation, Business Development and others run efficiently and effectively and according to GCG principles. The Board of Directors is also a representative of the Company both internally and externally. The board of directors always carries out business management as well as the management and protection of company assets, management, strategy, and budget plans on a regular basis. in particular, the board of directors continues to implement the strategies that have been set in an effort to achieve the vision, mission, corporate values, and corporate roadmap. The board of directors also ensures that all Pelindo components work within the corridor of the Company's values consistently.
Corporate Secretary
The corporate secretary is a corporate governance organ that plays an important role as a compliance officer who assists the board of directors in implementing GCG principles and complying with the provisions of GCG practices. The Corporate Secretary of Pelindo is directly responsible to the president director and is tasked with carrying out the mission to support the creation of a good corporate image consistently and continuously through effective communication management to all stakeholders.
Internal Supervision Unit
The Internal Supervision Unit is one of Pelindo's work units that carries out and carries out internal supervision of the company, in accordance with the mandate of Law no. 11 of 2003, concerning State-Owned Enterprises and Regulation of the Minister of SOEs No. PER-01/MBU/2011 of 2011 concerning the Implementation of Good Corporate Governance in State-Owned Enterprises, which has been updated by Regulation of the Minister of State for State-Owned Enterprises Number PER-09/MBU/2012 dated 6 July 2012 concerning Amendments to the Regulation of the Minister of State for State-Owned Enterprises Number PER-01/MBU/2011 concerning the Implementation of Good Corporate Governance in State-Owned Enterprises.