Decision Making in Circular

1 89 dissenting opinion, all members of the Board of Commissioners remain obliged to follow and implement the resolutions of the meeting. 3 The Board of Commissioners is fully responsible personally, jointly and severally, if they are found guilty or negligent in executing their duties for the Companys interests, unless the member of the Board of Commissioners who performs dissenting opinion can prove that he has taken the action to prevent such arising or continuing loss. 4 Dissenting opinions that are listed in the decision and the minutes of meeting can become evidences that the concerned member of the Board of Commissioners has committed the actions to prevent such losses or accidents incurred by not approving the results of the meeting. This means that the concerned member of the Board of Commissioners can be released from prosecution over such losses or accidents occurred as a result of the implementation of the meeting decision. 5 Dissenting opinion caused by the addition of meeting agenda outside the agenda included in the call of meeting which is not acknowledged by the endorser, becomes the responsibility of the endorsee.

h. The Minutes of Meeting

1 Every meeting of the Board of Commissioners must produce minutes of the meeting that contains issues discussed including the dissenting opiniondissenting Member of the Board of Directors, if any and the matters that were decided. 190 2 The minutes of the meeting must describe the proceedings, to the minutes of the meeting must include: a The place and date of the meeting held, b Agendas which were discussed, c List of attendees, d Evaluation of previous meeting results if any, e Duration of meetings, f Opinions in the meeting, g Who expressed the opinion, 190 Article of Association of PT SUCOFINDO PERSERO Article 16 Paragraph 3 89 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