Related to Subsidiaries Duties and Obligations of the Board of Directors

1 31 candidates long list consisting of 5 five prospective candidates for each position of the members of the Board of Directors and 3 three times of the number of the Commissioners vacant position for the Commissioner position and then submit it to the Board of Directors of the Company for approval. 3 The evaluation team conducts assessment towards the candidates who are included in a list of prospective candidates that has been approved by the Board of Directors of the Company. 4 The assessment results of the evaluation team is determined in the list of candidates which consists of 3 three persons for each position of the Board of Directors’ members the short list with the best score rating, and consists of 2 two times of the number of the Board of Commissioners vacant post with best score rating. 5 In the event that the assessment is conducted by the appointed expert or professional agencies, the evaluation team will evaluate the candidates based on the results of the assessment conducted by the expert or professional agencies. 6 The evaluation team submits the list of candidates the short list to the Board of Directors of the Company for the determination of the selected candidate members of the Board of DirectorsBoard of Commissioners of the Company’s subsidiaries. 7 The Board of Directors conducts final evaluation on the assessment results to determine each selected candidate of members of the Board of Directors and Board of Commissioners for each position of members of the Board of Directors and Board of Commissioners of the Company’s Subsidiary. 8 The Board of Directors of the Company submits to the Board of Commissioners of the Company the selected candidates of the Board of Directors and Board of Commissioners members of Subsidiary accompanied with the explanation regarding the selection process, assessment process and the process of determination of the selected candidates of members of the Board of Directors and Board of Commissioners of the Company’s subsidiary, no later than 30 thirty days before the 31 CHAPTER I INTRODUCTION CHAPTER II BOARD OF DIRECT ORS BOD CHAPTER III BOARD OF COMISSIONERS BOC CHAPTER IV ACTIVITY AMONG COMP ANY’S ORGAN CHAPTER V CLOSING 1 32 meeting of the Board of Commissioners of the Company is held.

m. Other Duties

Perform other obligations in accordance with the provisions regulated in the Articles of Assocation or defined by the GMOS and legislations. 66

2. Authorities of the Board of Directors

a. General authority of the Board of Directors of the Company: 67 1 Determine the policy management of the Company. 2 Arrange for the delegation of authority of the Board of Directors to one or several members of the Board of Directors to take decisions on behalf of the Board of Directors or represent the Company inside and outside the Court. 3 Arrange for the delegation of authority of the Board of Directors to one or several employees of the Company, either individually or jointly, or to other person, to represent the Company inside and outside the Court. 4 Arrange for the provisions related to the Company personnel planning, recruitment, promotion, transfer, rotation, personnel evaluations, including the determination of the salary, pension funds, or severance payment and other income for the employees based on the prevailing legislation. 5 Appoint and dismiss the Company employees based on the Company’s employment regulations and prevailing legislation. 6 Perform all other acts and deeds concerning the management or ownership of the Company’s property, binding the Company with other parties andor other parties with the Company, and represent the Company inside and outside Court concerning all issues and occurrence, with the limitations as set forth in the legislation, the Articles of Association andor the GMOS. b. The Board of Directors is authorized to perform the following deeds after obtaining written approval from the Board of Commissioners: 1 Accept and provide mediumlong term loans, except loans debt or receivable arising due to business transactions, and 66 Article of Association of PT SUCOFINDO PERSERO Article 11 Paragraph 2.b.18 67 Article of Association of PT SUCOFINDO PERSERO Article 11 Paragraph 2.a 32 1 33 loan granted to a subsidiary company with the condition that the loan to Subsidiary is reported to the Board of Commissioners. 2 Pledge the fixed assets for drawdown of short term credit. 3 Release the movable fixed assets with economical life up to 5 five years. 4 Write off bad debts. 5 Establish cooperation with other business entity or other party in the form of licensing cooperation, contract management, asset leasing, joint operations KSO, Built Operate Transfer BOT, Built Own Transfer BowT, Built Transfer Operate BTO and other cooperation with specific value or time period determined by the GMOS. 6 Prepare and establish the organizational structure up to 1 one level below the Board of Directors. 7 Appoint the Corporate Secretary and the Head of Internal Audit Unit IA The decision of the Board of Commissioners towards the Board of Directors proposal, is submitted or notified to the Board of Directors within a period of 30 thirty days as regulated in Articles of Association from the receipt of the recommendation proposals or explanation and completed documents from the Board of Directors. However, if the Board of Commissioners does not provide any decision within the time frame, then the Board of Commissioners is considered approving the proposal of the Board of Directors. c. The Board of Directors is authorized to perform the following deeds after obtaining a written response from the Board of Commissioners and approval of the GMOS 68 . i. Pledge fixed assets for drawdown of mediumlong term loans ii. Bind the Company as a guarantor borgavalist. iii. No longer collect bad debts that have been written off iv. Conduct capital investment in other company. v. Establish subsidiaries andor joint ventures. vi. Release equity in subsidiaries andor joint ventures. 68 Article of Association of PT SUCOFINDO PERSERO Article 11 Paragraph 10 33 CHAPTER I INTRODUCTION CHAPTER II BOARD OF DIRECT ORS BOD CHAPTER III BOARD OF COMISSIONERS BOC CHAPTER IV ACTIVITY AMONG COMP ANY’S ORGAN CHAPTER V CLOSING