Board of Commissioners 4.3 2010 Sustainability Report

24 KPC n Sustainability Report 2010 The framework that we adopt to fulfill the good company management and organization includes legal compliance, a sustainable development policy, good corporate governance and a code of conduct employee ethics, annual target planning and its parameters, procedures, guidelines and instruments, auditing and inspection, risk management, training and awareness, assignments, annual performance reviews, management reviews, acknowledgement and awards. To carry out the commitment, we have an organization structure which matches each responsibility in the fields of economic, social, and environmental. Besides that, we also have a reasonably clear system to monitor the mining operations activities which fulfills the three fields mentioned above, and the process of decision making by the management which refers to the framework of reference mentioned above. Management Structure 4.1 General Meeting of Shareholders General Meeting of Shareholders GMS is the highest agency which has the authority, according to the stipulation of the statutes and the laws. GMS is a place for the shareholders to act equally in important decision making dealing with the investment that they have deposited in the Company. Through the GMS, the shareholders can utilize their rights and give their opinions and votes to make important decisions equally.

4.4 Board of Commissioners

In accordance with the Limited Corporation Act No. 422007, the Company implements a two board system on the peak management level, i.e a Board of Commissioners responsible for supervising the compliance of the Company with all relevant regulations in Indonesia and a Board of Directors responsible for carrying out the operational duties. However, the company does not have Independent Commissioners.

4.2, 4.3

The compostion of the Board of Commissioners during the reporting year is as follows: Commissioner President : Ari Saptari Hudaja Commissioner : Kenneth Patrick Farrell Commissioner : Raden Ajeng Sri Dharmayanti Commissioner : Prasad Raghava Menon Commissioner : Banmali Agrawala Board of Directors The Company’s Board of Directors consists of four Directors headed by a President Director, each one responsible for their own field. The compostion of the Board of Directors is as follows: President Director : Nalinkant Amratlal Rathod Director : Evan William Ball Director : Robert Bismarka Kurniawan Director : Sowmyan Ramakhrisnan Director : Minesh Shri Krishna Dave Monthly Board Meetings 4.10 The Company holds the meetings of the Board of Directors and Board of Commissioners once a month to review the Company’s performance in the fields of economic, social, and environment to compare them with the planning. This meeting is also to discuss proposals outside the business plan. The planning is prepared by inviting suggestions from all divisions of the Company. At present, the annual business plan has become the basis to compare the Company’s performance every month. We have operational management and organization strategies in the fields of economic, social, and the environment to secure the Company from violations committed by employees resulting in work accidents, conflicts of interest, and also to maintain the performance of the Company in the fields of environment and social. In the document of the Company’s policy for sustainable development, it is clear how we will carry out the vision and mission for all three strategies. Sustainability Report 2010 n KPC 25 Election and Evaluation of the Board of Commissioners and Directors The election of the Board of Directors and Board of Commissioners is determined in the General Meeting of Stakeholders GMS. Generally, the qualification for the election of the Board of Directors and the Board of Commissioners is seniority, educational background, and work experience. The evaluation of the performance of Board of Directors and Board of Commissioners is carried out in the General Meeting of Stakeholders GMS by looking at the Company’s performance in the fields of economic, social, environment, and occupational health and safety 4.10 . To improve the competence in deciding strategic aspects, the Company conducts training periodically on the concepts of the balance of social, economic, and environmental development triple bottom line to the peak management members.

4.7 Compensation and remuneration given