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Corporate Governance

It is important for the Company in order to achieve its vision and mission to implement Good Corporate Governance by applying the principles of good corporate governance (GCG) and management regulation tools as also arrangements in the form of manuals, guidelines and charters. All of them have been developed and applied in the Company’s operations through the following means, and can be accessed on the Company’s website:

Good Corporate Governance (GCG) had been laid as the base of operation activities lines of the Company. It is the Company’s commitment to strive for the highest level of GCG. In line with this, i.e. to materialize the business value and principle in all of the activities, the Company respectfully correlates with all stake holders, e.g. shareholders, employees, business partners, the civil society and other third parties.

In the implementation, the Company always applies sufficient corporate governance system and has them to be updated regularly. Accountability, supervision and in-dependency play the most important role in assuring the good governance practices in the Company. Various supports from the Internal Auditors and the Risk Management, both assisting the Board of Directors and the support of Audit Committee, assisting The Board of Commissioners and nonetheless, the Public Accountant as the external auditor, certainly facilitate the Company in practicing GCG. The set-up of clear report and supervision channels, complement them. PT Pyridam Farma Tbk’s exists with the objective to operate with integrity and respectfulness to the civil society and organizations correlating with the Company, which forms the corporate culture of the Company. The creation of positive values in various ways is the Company’s continual efforts to interact and actively mingle in the civil society; by means of trustworthy brand image, honest and business like commercial operations, sound business relations and volunteering in social contributions and other contributions and efforts

GCG Principle

Corporate Governance or commonly abbreviated as GCG is a process and structure to be used by any corporation to get added value and sustain ability in long term in order to protect the interests of the Shareholders and other Stake-holders on the basis of the applicable laws, regulations and norms. The Company should be assertive in the implementation of GCG in all business aspects and at all levels of the Company’s organization.

The principle of Good Corporate Governance (GCG) are:

1. Transparency

Basic Principle:

The Company should maintain its objectivity in its business undertakings and provide material and relevant information’s in such a way that they are easily accessible to its Shareholders, Creditors and its Stakeholders. The information’s should not only those, which are provided in accordance with the laws and regulations, but also information’s, in which the Company discloses other important business issues for the Shareholders’, Creditors’ and Stake-holders’ decision making

Implementation Guidelines:

A. The Company should provide the information’s in timely manner, relevant, proportional, accurate and comparable, as well as easily accessible to all Stakeholders according to their rights;

B. The information’s should include vision, mission, business plans and strategies, financial condition, organization structure, and remunerations of Board members including Majority Shareholders. The same should also apply to shareholding by Executive and Commissioners as Board members also their relatives or family members in the Company. The same rule shall also apply to shareholding in other Companies. Of not less importance are risk management system, internal audit system, GCG implementation and its compliance level as also remarkable happenings that are influential to the Company’s operation should also be included;

C. The transparency and openness principle that is adopted by the Company should, in no event, be contradicting to the secrecy policy as set by the laws and regulations, job secrecy and proprietary rights;

D. Company policies should be made in written form and released proportionally to all Stake-holders.

2. Accountability

Basic Principle:

The Company’s should always be able to be responsibility for its performance in transparent and appropriate manner. For this purpose, the Company has to be well managed, measurable, and at once, it should always protect its Stakeholders interests. Accountability, on the other hand, is absolutely required for the consistent achievement of good performance.

Implementation Guidelines:

A. The Company should define detailed job description and responsibilities of all departments and all employees in accordance with the vision, mission corporate values and Company’s strategies;

B. The Company should ensure that all employees have their adequate competencies in conjunction with their individual assignments and their roles within the Company organization;

C. The Company should ensure the existence of an effective internal control system. Operating system and control should also be established;

D. The Company’s performance should be measurable and comparable to its business targets at all level for which the Company implements reward and punishment system.

E. All employees in all parts of the Company’s organization should comply with the available business ethics and code of conduct In the execution of their job assignments and responsibilities.

3. Responsibility

Basic Principle:

All laws and regulations should be strictly followed and the Company should implement corporate social responsibility which is essential for the Company to have a long-term sustainability and recognition as a good corporate citizen.

Implementation and Guidelines:

A. Prudence, strict compliance to the laws and regulations should be maintained at all times and in all undertakings, the Company should adhere itself to the Company’s article of association;

B. The Company should implement corporate social responsibility to the people living in the Company’s surrounding and keep the environment sound and healthy.

4. Independency

Basic Principle:

In order to ensure the proper implementation of GCG principles the Company should be independently managed and each of the part of the organization structure should not be predominant to one another. Interference by other party whether from inside or outside of the Company should be prevented.

Implementation Guidelines:

A. Each part of Company organization structure, in any case, should avoid being predominant to other parts of the Company organization structure. On the other hand, the Company should also be free of pressure and vested interests as also free of conflicts of interests. In so doing, decisions can be taken objectively;

B. Each of the part of the organization structure should be responsible for its activities and achievement and should not shift its responsibilities to other part of the organization structure.

5. Fairness and Equality

Basic Principle:

The Company should at all times protect the interests of its Shareholders and Stakeholders based on equality and fairness.

Implementation Guidelines:

A. The Company should be accommodative to its Stakeholders for their feedback and suggestions for the good sake of the Company and provide them with information’s access following the transparency principle;

B. The Company should fairly treat its Stakeholders equally but in proportion to their contributions and their merit to the Company;

C. In terms of employee recruitment, the Company should give equal chance. The same treatment should be given in their jobs and career development, free of discrimination concerning their race, religion, social class, gender and physical condition of the candidates as also those already employed.

GCG Guidelines