Nomination & Remuneration Committee

In addition to Audit Committee, the Company’s Board of Commissioners is also assisted by Nomination and Remuneration Committee which provides professional opinions and input to Board of Commissioners related to determination of amounts of remunerations, bonuses, and allowances for the Company’s Board of Commissioners, Board of Directors and employees including structure, requirements and long-term incentives for Board of Directors.

According to the Decision of Board of Commissioners No. 002/MNCKI/LEGAL/VII/2018 dated July 20, 2018, the Nomination and Remuneration Committee consists of 5 (five) persons, led by a chairman. The composition of Nomination and Remuneration Committee of PT MNC Kapital Indonesia Tbk is as follows:

Chairman          : Benny Mokalu

Anggota            : 1. Darma Putra
                            2. Tien
                            3. Susanty Tjandra Sanusi
                            4. Angelina Anggraeni

Profile

Benny Mokalu (Chairman)

The profile can be seen in the profile section of the Company's Board of Commissioners.
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Darma Putra (Member)

The profile can be seen in the profile section of the Company's Board of Commissioners.
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Tien (Member)

The profile can be seen in the profile section of the Company's Board of Commissioners.
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Susanty Tjandra Sanusi (Member)

Indonesian citizen holds a Banking Diploma from Emile Woolf & Associates, London, UK in 1986. Prior to joining the Company, she had a career with PT CIMB Niaga Tbk since 2010, with the last position as Head of HR Strategic Business Partner and Recruitment. Besides that as Training Officer at Citibank N.A. Indonesia (1987-1990); Head of Training Development and General Administration PT Bank Danamon Indonesia Tbk (1996- 1997); HR Head PT Unibank Tbk (1997-2000); HR Head Citibank, N.A. Indonesia (2000-2008), and Regional HR Head Citibank Regional Asia Pacific located in Singapore (2008-2010).

Angelina Anggraeni (Member)

Indonesian citizen obtained a Bachelor's degree from Bina Nusantara University in 2009 and Magister of Management degree from Budi Luhur University in 2012. She started her career in the Company since 2014 and currently serves as an HR Compensation Benefit. Prior to joining the Company, she had a career as HR Payroll of PT Berkat Satria Jaya (2011-2013) and HR System Procedure of PT Golden Energy Mines (2009-2011).

 

The Nomination and Remuneration Committee is a committee that is formed by and responsible to the Board of Commissioners to assist them in implementing the function and duties of the Board of Commissioners related to the Nomination and Remuneration for the Board of Directors and Board of Commissioners.

DUTIES AND RESPONSIBILITIES

The Committee duties and responsibilities to the  Board of Commissioners are as follow:

  1. Recommend the composition of the Board of  Commissioners  and/or Board of Directors position;
  2. Recommend the policy and criteria needed in the nomination and Remuneration process.
  3. Give suggestions for a candidate that fulfills the requirement as a member of the Board of  Commissioners and/or Board of Directors, the suggestion has to be submitted through the General Meeting of Shareholders.
  4. Recommend the performance evaluation policy for the Board of Commissioners and/or the Board of Directors. 
  5. Assist the Board of Commissioners to evaluate the  Board of Commissioners and/or the Board of Directors members’ performances, based on the evaluation benchmark that has been arranged.
  6. Give recommendations about the skill development program for the Board of Commissioners and/or the Board of Directors.

COMPOSITION AND MEMBERSHIP STRUCTURE

a. The Committee at least consist of 3 (three) members.

b. The minimum member requirement of the Committee are consist of:

1) Committee Chairman, concurrently serve as a member of the committee, which has to be an Independent Commissioner.

2) The other Committee members:

a) The Board of Commissioners members.

b) External party from outside the Company;

c) The party that holds a managerial position under the Directors in the area of human resources.

c. Other member on item b. 2), majority of the member can not from the party which held a managerial position under Directors in the area of human resources.

d. The other Committee members which is come from outside the Company, are required:

1) To not have any affiliation with the Company, Board of Directors, Board of Commissioners, or the shareholders;

2) To have experience related to Nomination and/or Remuneration;

3) To not doing concurrently post as a member of other Committees in the company.

e. The Board of Directors members can not be the Committee members.

f. The Committee members is appointed and dismissed base on the Board of Commisioners decision meeting result. The decision result is mandatorily being documented.

g. The Committee member is appointed for certain length of service and could be reappointed, but the length of service is not more than the Board of Commisioners length of service as it is regulated in the Corporate articles association.

h. The replacement of Committee member, which does not come from the Board of Commissioners, it has to be replaced in maximum 60 (sixty) days since the Nomination and Remuneration members do not perform as the committee members.

MEETINGS

  1. The Committee meetings are held periodically according to the Company needs, at least 3 (three) times in a year;
  2. The minimum participants in the Committee meeting is 51% (fifty-one) percent;
  3. One of the member as mention in point b. is the Committee’s Chairman;
  4. The decision in the Committee meeting is taken base on deliberation principles;
  5. Every Committee meeting is being noted in the minutes of the meeting, well-documented, signed by every Committee member that participates in the meetings, and submitted to the Board of Commissioners;
  6. The dissenting opinions in the meetings and the reasons for the dissenting opinion have to be stated clearly in the minutes of the meeting.

DUTIES AND RESPONSIBILITIES

  1. The Committee must report their duties, responsibility, and procedures that have been done to the Board of Commissioners;
  2. The Nomination and Remuneration function implementation has to be stated in the Company Annual Report and Website.