SUMMARY

INTRODUCTION

 

 

Good Corporate Governance

 

 

The implementation of the principles of Good Corporate Governance is the foundation for the formation of a flexible and adaptive system, structure and corporate culture to changes in the competitive business environment and is able to build a reliable Internal Control and Risk Management System.

 

 

The principles of Good Corporate Governance in accordance with the Regulation of the Minister of State-Owned Enterprises Nbr. PER-01/MBU/2011 dated 1 August 1 2011 regarding the Implementation of Good Corporate Governance in State-Owned Enterprises, includes:

 

 

  • Transparency, namely openness in carrying out the decision-making process and openness in disclosing material and relevant information about the company;

 

  • Accountability, namely clarity of functions, implementation and accountability of people so that the management of the company is carried out effectively;

 

  • Accountability, namely conformity in the management of the company to the laws and regulations and sound corporate principles;

 

  • Independence, which is a condition in which the company is managed professionally without conflict of interest and influence/pressure from any party that is not in accordance with the laws and regulations and sound corporate principles;

 

  • Fairness, namely justice and equality in fulfilling the rights of Stakeholders that arise based on agreements and statutory regulations

 

The implementation of Good Corporate Governance is believed to be able to strengthen the company's competitive position on an ongoingbasis, manage resources and risks more efficiently and effectively, increase basic corporate values and investor confidence.

 

 

PT Terminal Petikemas Surabaya is committed to implementing and maintaining Good Corporate Governance practices with high quality and standards. The implementation of Good Corporate Governance at PT Terminal Petikemas Surabaya is intended to make it part of the corporate culture, whose implementation is supported by the corporate core values inherent in every employee of PT Terminal Petikemas Surabaya.

 

 

To achieve this requires a high commitment to apply the principles of Good Corporate Governance to all people and levels of the organization in a planned, directed, and measurable manner so that the implementation of Good Corporate Governance can take place consistently and in accordance with the best practices of implementation of Good Corporate Governance.

 

 

PT Terminal Petikemas Surabaya initially started the implementation of Good Corporate Governance at the end of 2020 by issuing several internal regulations which are the basis for implementing Good Corporate Governance principles, applicable laws and regulations, cultural values adopted, vision and mission, and practices. - best practices for the implementation of Good Corporate Governance.

 

 

In connection with the merger of PT Pelabuhan Indonesia (Persero) as the holding company as stated in Government Regulation Nbr. 101 of 2021 dated 1October 2021 regarding the Merger of Company (Persero) PT Pelabuhan Indonesia I, Merger of Company (Persero) PT Pelabuhan Indonesia III, Merger of the Company (Persero) PT Pelabuhan Indonesia IV, into the Merger of Companies (Persero) PT Pelabuhan Indonesia II, PT Terminal Petikemas Surabaya has updated and re-established the primary documents of Good Corporate Governance.

 

 

The documents are as follows:

1.    Code of Corporate Governance.

2.    Board Manual.

3.    Code of Conduct.

4.    Guidelines of Gratification Control.

5.    Guidelines of Whistle-Blowing System.

 

 

Code of Corporate Governance

 

 

The Code of Good Corporate Governance are the crystallization of the principles of Good Corporate Governance, the prevailing laws and regulations, the cultural values adopted by the Company, the Company's Vision and Mission as well as the best practices of Good Corporate Governance.

 

 

As a form of the Company's commitment to implementing Good Corporate Governance, PT Petikemas Surabaya has re-established the Code of Good Corporate Governance which was issued on 22 August 2022 and signed by the Board of Commissioners and Directors of PT Terminal Petikemas Surabaya.

 

 

Along with changes in the business environment and regulations that may occur in the future, this Good Corporate Governance Guidelines will be regularly reviewed and updated (Download)

 

 

Board Manual

 

 

Board Manual is a work guideline for the Board of Commissioners and the Directors in carrying out their functions and roles as bearers of the Company's mandate in accordance with the Articles of Association and applicable laws and regulations.

 

 

Board Manual of PT Terminal Petikemas Surabaya has been re-established on 22 August 2022. The Board of Commissioners and Directors have agreed and are committed to carrying out the provisions stipulated in the Board Manual in carrying out their daily duties.

 

 

Along with changes in the business environment and regulations that may occur in the future, the Board Manual will be regularly reviewed and updated (Download)

 

 

Code of Conduct

 

 

The Code of Conduct is a set of commitments consisting of the Company's business ethics and the work ethic of the Company's employees which are prepared with the aim of regulating the Company's procedures or behavior towards stakeholders and regulating how employees behave in interacting with fellow workers and stakeholders.

 

 

The Code of Conduct of PT Terminal Petikemas Surabaya has been re-established on 22 August 2022. The Board of Commissioners and Directors of PT Terminal Petikemas Surabaya have agreed and are committed to implementing the provisions stipulated in the Code of Conduct.

 

 

Along with changes in the business environment and regulations that may occur in the future, this Code of Ethics and Conduct will be regularly reviewed and updated (Download)

 

 

Board of Commissioners Integrity Pact (Download)

 

 

Directors Integrity Pact (Download)

 

 

Guidelines of Gratification Control

 

 

Gratification Control is a series of activities aimed at controlling the acceptance of gratification through increasing understanding and awareness of transparent and accountable gratification reporting in accordance with the laws and regulations.

 

 

In carrying out gratification control activities, there are a number of main principles, namely: transparency, accountability, legal certainty, expediency, public interest, independence and protection for whistleblowers.

 

 

To be able to carry out gratification control activities in accordance with the applicable laws and regulations, the Guidelines of Gratification Control has been re-established on 29 August 2022. The Board of Commissioners and the Directors have agreed and are committed to implementing the provisions stipulated in this Guidelines of Gratification Control.

 

 

Along with changes in the business environment and regulations that may occur in the future, this Gratification Control Manual will be regularly reviewed and updated 

(Download)

 

 

Form for Gratification Report (Download)

 

 

Guidelines of Whistle-Blowing System

 

 

The Guidelines of Whistle-Blowing System is the systems and procedures designed to receive, review and follow up on complaints or reports of violations submitted by PT Terminal Petikemas Surabaya personnel or other parties.

 

 

The violation in question can be in the form of unlawful behavior, unethical actions or other violations that cause material or non-material losses for PT Terminal Petikemas Surabaya Personnel, the Company and/or other parties.

 

 

Each complaint or report that comes in will be analyzed based on the facts obtained which will be the basis for decision making or further action.

 

 

The Company provides protection for parties who complain or report violations through the mechanism established by the Company.

 

 

The Guidelines of Whistle-Blowing System has been re-established on 29 August 2022 and signed by the President Director of PT Terminal Petikemas Surabaya.

 

 

Along with the development of the business environment and regulations that may occur in the future. This Guidelines of Whistle-Blowing System will be regularly reviewed and updated (Download)