FAIRNESS THE PRINCIPLES OF GOOD CORPORATE GOVERNANCE

1 C HA P T E R I IN T R O D U C T IO N C HA P T E R I I T H E PR IN C IPL ES O F G O O D C O R PO R A T E G O VER N A N C E C HA P T E R I I I T H E C O MP A N Y O R G A N S C HA P T E R I V T H E C O MP A N Y’ S PR IN C IP A L PO L IC Y C HA P T E R V I MA N A G EMEN T O F R EL A T IO N - SH IP W IT H ST A K EH O L D ER S C HA P T E R V I I IMPL EMEN T A T IO N O F G U ID EL IN ES C HA P T E R V I I I C L O SI N G C HA P T E R V MA N A G EMEN T O F SU B SI D IA R IES 17 17

CHAPTER III THE ORGANS OF THE COMPANY

Organ of the Company, which consists of the General Meeting of Shareholders, the Board of Commissioners and the Board of Directors of the Company, has an important role in the GCG implementation effectively. Organ of the Company shall perform its functions in accordance with the prevailing provisions based on the principle that each organ of the Company is independent in carrying out its duties, functions and responsibilities solely for the benefit of the Company.

A. SHAREHOLDERS

Perusahaan Perseroan PERSERO PT Superintending Company of Indonesia or abbreviated as PT SUCOFINDO PERSERO was established in Jakarta based on Notarial Deed Johan Arifin Lumban Tobing Sutan Arifin, SH dated October 22 1956 number 42 announced in the supplement to Republic of Indonesia Official Gazette on 18 April 1958 Number 31, as last amended by Deed No. 10 dated August 8 th , 2008 made before Indah Prastiti Extensia, Notary in South Jakarta and has been received by the Minister of Justice and Human Rights of the Republic of Indonesia Letter No. AHU-80823.AH.01.02 2008 October 31 st , 2008. 1

1. Shareholder Composition

The percentages of the authorized capital of each Shareholder based on the supplement to Official Gazette No. 97 dated 212-2008, are: a. The Republic of Indonesia = 95 ninety five percent. b. Societe Generale de Surveillance Holding S.A. SGS = 5 five percent.

2. Position of the Shareholders

Position of Shareholders represented in the General Meeting of Shareholders GMOS based on the Articles of Association of the Company and in accordance with the prevailing legislation is as: 2 1 Articles of Association of the Company 2 Law No.40 year 2007 1 18 18 a. The highest authority. b. Holds all authority that is not granted to the Board of Commissioners and Board of Directors. c. Represents the Owners of the Business Entity that determines direction of the Company. Ministry of SOEs acts as the shareholder and can provide the authority of Substitution Rights to individuals or legal entity to represent it in the GMOS. 3

3. Interests of the Shareholders

One of the interests of the Shareholders is to increase the value of the Company and to gain profit.

4. Obligation of the Shareholders, comply with the:

a. Articles of Association; b. GMOS resolutions; and c. Prevailing legislation.

5. Responsibility of the Shareholders

4 Minority shareholders have the same responsibility as the majority shareholders. Shareholders must not misuse their rights and be in accordance with the legislation and the Articles of Association of the Company.

6. Rights of the Shareholders

Shareholder rights that must be protected, among others are: 5 a. Attending and voting in GMOS with the provisions of one share entitles its holder to cast one vote. b. Obtaining reliable material information concerning the Company in an accurate, timely, measurable and orderly manner. c. Receiving profit distribution from the Company that is intended for the shareholders in the form of dividends and remaining assets of liquidation proceeds proportionately to the number of shares owned. d. Other rights set forth in the Articles of Association and prevailing legislation . 3 Law No.19 year 2003 4 Law No.40 year 2007, Law No.19 year 2003 jo the Company Article of Association 5 Regulation of Minister of SOE No.PER-09MBU2012 Article 5 Paragraph 1