Remuneration and Nomination Function

REMUNERATION AND NOMINATION FUNCTION GUIDELINES BY THE BOARD OF COMMISSIONERS OF PT IMPACK PRATAMA INDUSTRI TBK

Duties and Responsibilities of the Company’s Board of Commissioners in carrying out the Remuneration and Nomination function Referring to the Financial Services Authority Regulation Number 34 / POJK.04 / 2014, the duties and responsibilities are as follows.
In the Nomination policy:

  1. Provide recommendations to the Board of Commissioners regarding:
  2. Composition of positions of members of the Board of Directors and / or members of the Board of Commissioners;
  3. Policies and criteria needed in the Nomination process; and
  4. Performance evaluation policy for members of the Board of Directors and / or members of the Board of Commissioners;
  5. Assist the Board of Commissioners in evaluating the performance of members of the Board of Directors and / or members of the Board of Commissioners based on benchmarks prepared as evaluation material;
  6. Provide recommendations to the Board of Commissioners regarding the capacity building program for members of the Board of Directors and / or members of the Board of Commissioners; and
  7. Provide proposals for candidates who qualify as members of the Board of Directors and / or members of the Board of Commissioners to the Board of Commissioners to be submitted to the GMS.In the remuneration policy:
  8. Evaluate the Company’s remuneration policy;
  9. Provide recommendations to the Board of Commissioners regarding:
  10. Remuneration policy (including facilities and benefits) for the Board of Commissioners and Directors to be submitted to the General Meeting of Shareholders of the Company, taking into account financial performance, individual work performance, fairness with peer groups, added value for shareholders, consideration of goals and strategies the long term of the Company;
  11. Remuneration policy for executive officers and employees in general to be submitted to the Directors through the Board of Commissioners;
  12. Carry out other tasks assigned by the Board of Commissioners relating to the remuneration policy in accordance with applicable regulations. In the nomination policy:
  13. Prepare and provide recommendations regarding the structure, number, system and procedures for the selection and / or replacement of members of the Board of Commissioners and / or Directors to the Board of Commissioners;
  14. Provide recommendations for prospective members of the Board of Commissioners and / or Directors to the Board of Commissioners to be submitted to the General Meeting of Shareholders of the Company;
  15. Provide recommendations regarding independent parties who will become members of the Nomination and Remuneration Committee to the Board of Commissioners;
  16. Evaluate the individual and collective performance of the Directors;
  17. Carry out other tasks assigned by the Board of Commissioners relating to the remuneration policy in accordance with applicable regulations.

In carrying out the Nomination function, the Board of Commissioners must carry out the following procedures:

  1. prepare the composition and process of Nomination of members of the Board of Directors and / or members of the Board of Commissioners;
  2. prepare policies and criteria needed in the process of nominating candidates for members of the Board of Directors and / or members of the Board of Commissioners;
  3. assist in evaluating the performance of members of the Board of Directors and / or members of the Board of Commissioners;
  4. formulate a capacity building program for members of the Board of Directors and / or members of the Board of Commissioners; and
  5. examine and propose candidates who qualify as members of the Board of Directors and / or members of the Board of Commissioners to the Board of Commissioners to be submitted to the GMS.

In carrying out the Remuneration function, the Board of Commissioners must carry out the following procedures:

  1. arrange the Remuneration structure for members of the Board of Directors and / or members of the Board of Commissioners;
  2. formulate policies on Remuneration for members of the Board of Directors and / or members of the Board of Commissioners; and
  3. formulate the amount of Remuneration for members of the Board of Directors and / or members of the Board of Commissioners.

Remuneration structure can be:

  1. salary;
  2. honorarium;
  3. incentive; and / or
  4. fixed and / or variable benefits.

In carrying out its duties and responsibilities as a function of Remuneration and Nomination, the Board of Commissioners holds regular Meetings at least 1 (one) time in 4 (four) months.