Management and Supervision Prospektus Awal Soechi Lines Versi Inggris FINAL
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Board of Directors: President Director
: Go Darmadi
Director :
Hartono Utomo Director
: Pieters Adyana Utomo
Director :
Paula Marlina Independent Director
: Liem Joe Hoo
The appointment of the Company’s Board of Directors and Commissioners was conducted in conformity with Rule No. IX.I.6, Annex to the Decree of Chairman of Bapepam No. Kep-45PM2004 dated 29 November 2004
concerning Board of Directors and Commissioners of Issuers and Public Companies. The appointment of Independent Director was conducted in conformity with Decree of the Board of Directors of
PT Bursa Efek Jakarta No. Kep-305BEJ07-2004 concerning Rule No. I-A concerning Listing of Shares and Equity Based Securities other than Shares Issued by Listed Company, issued by the IDX on 19 July 2004.
The appointment of Independent Director was conducted in conformity with PT Bursa Efek Indonesia Rule No. 1- A concerning Listing of Shares and Equity Based Securities other than Shares Issued by Listed Company, as
Annex I of the Decree of the Board of Directors of PT Bursa Efek Indonesia No. KEP—00001BEI01-2014 dated 20 January 2014.
Presented below are the short descriptions of each member of the Board of Commissioners and Directors: Board of Commissioners
Paulus Utomo, President Commissioner Indonesian citizen. Presently 66 years old.
He has been serving as the Company’s President Commissioner since 2010. In addition, he also serves as President Commissioner of PT Soechi Group 2010-
present, President Commissioner of PT Multi Ocean Shipyard 2007-present, Commissioner of PT Sukses Osean Khatulistiwa Line 1999-present, President
Commissioner of PT Tria Sumatera Corporation 1992-present, and President Director of PT Armada Bumi Pratiwi Lines 1980-present. He graduated from
Chung Wen High School in Indonesia in 1965.
Johanes Utomo, Commissioner
Indonesian citizen. Presently 31 years old. He has been serving as the Company’s Commissioner since 2013. In addition, he
also serves as Director of Success International Marine Pte Ltd 2012-present, Commissioner of PT Armada Maritime Offshore 2012-present, Director of PT Multi
Ocean Lines 2011-present, Commissioner of PT Inti Rezeki Energi 2008-present, Commissioner of PT Rezeki Putera Energi 2007-present, Commissioner of PT
Putera Utama Line 2006-present, Commissioner of PT Inti Energi Line 2006- present, Director of PT Tria Sumatera 2004-present. He graduated with a
Bachelor of Science Degree majoring in Computer Science from University of Southern California in the United States of America in 2004.
Edy Sugito, Independent Commissioner Indonesian citizen. Presently 49 years old.
He has been serving as the Company’s Independent Commissioner since August 2014. In addition, he also currently serves as Independent Commissioner of several
public companies, among others, PT Wismilak Inti Makmur Tbk 2012-present, PT PP London Sumatra Indonesia Tbk 2012-present, PT Astra Otoparts Tbk 2012-
present, PT Dharma Satya Nusantara Tbk 2012-present, PT Trimegah Securities Tbk 2012-present, PT Hero Supermarket Tbk 2012-present and President
Commissioner of PT Gayatri Kapital Indonesia 2012-present. Previously served as Listing Director of PT Bursa Efek Indonesia 2005-2012, Director of PT Kliring
Penjaminan Efek Indonesia 2002-2005, Director of PT Kustodian Sentral Efek
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51 Indonesia 1998-2000, Head of Operations – Associate Director of PT Bahana
Securities 1997-1998, Operation Manager of PT ABN Amro Asia Securities Indonesia 1994-1997, Finance and Administration manager of PT KOLL IPAC-
Property Consultant Management 1993-1994, Corporate Accounting Manager of Barito Pacific Group – Non Timber Division 1989-1991, Senior Auditor in Arthur
Andersen Drs. Prasetio, Utomo Co. 1989-1991, Auditor in Ernst and Whinney Drs. Johan, Malonda Partners 1987-1988. He graduated with Bachelor Degree
in Accounting from Trisakti University, Jakarta in 1991.
Board of Directors Go Darmadi, President Director
Indonesian citizen. Presently 56 years old. He has been serving as the Company’s President Director since 2010. In
addition, he also serves as President Director of PT Soechi Group 2010- present, President Commissioner of PT Rezeki Putra Energi 2007-present,
Director of PT Multi Ocean Shipyard 2007-present, President Director of PT Sukses Osean Khatulistiwa Line 1999-present, Commissioner of PT Tria
Sumatra Corporation 1993-present, and Commissioner of PT Sumaputra Anindya 1987-present, Director of PT Armada Bumi Pratiwi Lines 1980-
present. He graduated with Bachelor Degree in Civil Engineering from Trisakti University in 1983.
Hartono Utomo, Operational Director –Shipyard Indonesian citizen. Presently 65 years old.
He has been serving as the Company’s Director since 2013. In addition, he also serves as Director of PT Soechi Group 2010-present, Director of PT Multi
Ocean Shipyard 2007-present, Commissioner of PT Sukses Osean Khatulistiwa Line 1999-present, Director of PT Tria Sumatera 1992-present, Commissioner
of PT Sumaputra Andindya 1987-present, Commissioner of PT Armada Bumi Pratiwi Lines 1980-present. He graduated from Andalas High School in Medan,
Indonesia, in 1967.
Paula Marlina, Finance Director Indonesian citizen. Presently 37 years old.
She has been serving as the Company’s Director since 2013. In addition, she also serves as Director of Success Marlina, Pte, Ltd 2013-present, Chief
Finance Officer of PT Sukses Osean Khatulistiwa Line 2005-present, and previously served as General Manager of PT Sumatera Anindya 2003-2005,
Senior Tax Consultant in KPMG 2000-2003, Internship in Novotel Hotel Soechi Medan 1999-2000, Deloitte 1999 and Accounting in Ramada Inn 1997-1998.
She graduated with a Master Degree in AccountingMBA from Northeastern University in the United States of America in 1999 and Business of Administration
degree from University of Oregon in the United States of America in 1997.
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Pieters Adyana Utomo, Operational Director - Shipping Indonesian citizen. Presently 26 years old.
He has been serving as the Company’s Director since 2013. In addition, he also serves as President Director of P Sukses Maritime Line 2013-present,
Commissioner of PT Armada Maritime Offshore 2011-present, President Commissioner of PT Utama Raya Abadi 2009-present, President Commissioner
of PT Rezeki Sumber Gas 2008-present, President Commissioner of PT Putra utama Line 2006-present, and Commissioner of PT Inti Energi Line 2006-
present. He graduated with a Bachelor degree in Business Administration from University of Wisconsin-Madison, United States of America, in 2009.
Liem Joe Hoo, Independent Director Indonesian citizen. Presently 52 years old.
He has been serving as the Company’s Independent Director since 2014. Previously served as Commissioner of PT Global Multimedia Optima Dec 2012-
present, General Manager Business Development of PT Sukses Osean Khatulistiwa Line 2006- Dec2012, General Manager Finance Accounting of
PT Sukses Osean Khatulistiwa Line 1999-2006, Finance Accounting Manager of PT Armada Bumi Pratiwi Lines 1994-1999, Accounting Manager of PT
Sumaputra Anindya 1991-1994, Vice Director of PT Taruna Mekar Sakti 1990- 1991, Accounting Finance Manager of PT Ekamitra Jayatama 1988-1990,
Chief Accountant of PT Harum Inti Manis 1984-1988, and Cost Accounting Supervisor in PT Djayanti Group 1982-1984. He graduated with a Bachelor
Degree in Accounting from Universitas Kristen Indonesia, in 1992.
Remuneration of the Board of Commissioners and Board of Directors The Board of Commissioners and Board of Directors receive the remuneration set forth by the shareholders in the
annual GMS. The aforementioned remuneration is paid on a monthly basis. The Board of Commissioners and the Board of Directors do not receive any service fee for their attendance in the meetings of Board of Directors or
Board of Commissioners.
in Rupiah Total Remuneration
30 June 2014 31 December
2013 2012
2011
Board of Directors 946,437,350
2,235,960,450 67,202,050
Board of Commissioners 382,358,800
972,235,900 67,340,650
Total 1,328,796,150
3,208,196,350 134,542,700
: No remuneration of the Board of Commisioners and Board of Directors
Corporate Secretary By virtue of Decision Letter No. 11SLLGLVIII2014 dated 21 August 2014, the Company has appointed Paula
Marlina as the Company’s Corporate Secretary. The duties of a Corporate Secretary as defined in Rule No. IX.I.4, Annex to the Decree of Chairman of Bapepam No. Kep-63PM1996 dated 17 January 1996 concerning the
Establishment of a Corporate Secretary, are as follows: -
Monitor the developments in the capital market, particularly the regulations prevailing in the capital market; -
Serve the Public by providing any information required by investors with regard to the Company’s condition; -
Provide advice to the Company’s Board of Directors with regard to the compliance of the provisions of the Capital Market Law and its implementing regulations;
- Act as the liaison or contact person between the Company, FSA and the Public.
Address of Corporate Secretary : Plaza Marein, Lt. 21, Sudirman Plaza, Jl. Jend. Sudirman Kav. 76-78
Jakarta 12910, Indonesia.
Telephone No. : +62 21 5793 6883
Facsimile : +62 21 5793 6833
E-mail address : corsecsoechi.com
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e 2014 2
2011
6,437,350 ,960,450
,202,050 oners
2,358,800 2,235,900
,340,650 ,796,150
,196,350 4,542,700
53
Audit Committee The Company’s Audit Committee was established in accordance with the prevailing law and regulations, based
on the Letter of Establishment and Appointment of Audit Committee of PT Soechi Lines Tbk dated 21 August 2014 No. 13SLLGLVIII2014 and Audit Committee Charter of PT Soechi Lines Tbk dated 21 August 2014,
headed by Edy Sugito, assisted by the following members: Drs. Herbudianto, AK
Indonesian citizen. Presently 58 years old. He has been serving erving as a member of the Company’s Audit Committee since 2014. In addition, he also
serves as Audit Committee of PT Wismilak Inti Makmur Tbk 2013-present, Audit Committee of PT. Lippo Karawaci Tbk 2013-present, Audit Committee of PT Bekasi Fajar Industrial Estate Tbk November 2012-
present, Audit Committee of PT Supra Boga Lestari Tbk November 2012-present, Independent Commissioner of PT Lippo Securities Tbk 2013-present, Independent Commissioner of PT Sarana Meditama Metropolitan Tbk
November 2012-present. Dumaria Louise Togina Pohan, CPA
Indonesian citizen. Presently 38 years old. She has been serving as a member of the Company’s Audit Committee since 2014. In addition, she is currently a
partner of Auditor Independent Consultant 2013-present and previously served as Audit Manager of Morison International 2010-2013, Finance Manager of Lutheran World Relief January 2006-April 2009, Senior Auditor
in Ernst Young August 1999-January 2006. Internal Audit Unit
The Company has established the Internal Audit Charter, which was approved by the Board of Commissioners and was later enacted by the Company’s Board of Directors Decision Letter No. 003DIRSLIX13 on 1
September 2013. Based on Decision Letter of the Company’s Board of Directors No. 002DIRSLVIII13 dated 30 August 2013
concerning the designation and appointment of Head of Internal Audit, the composition of the Internal Audit Unit is as follows:
Head
: Stephanie Anindya Utomo The functions of Internal Audit Unit are as follows:
1. Assist the president director in conducting inspectionaudit, review, presentation, evaluation, providing recommendation for improvements and consultation to work units in order to carry out their tasks and
responsibilities in effective and efficient manners in accordance with the policies set by the Company. 2. Conduct analysis and evaluation on the effectiveness of internal control system on the management and
implementation of the Company’s activities. The tasks and responsibilities of Internal Audit are as follows:
1. Conduct inspectionaudit on the implementation of internal control system in accordance with the Company’s policiesregulations.
2. Conduct analysis and evaluation on the effectiveness of systems and procedures. 3. Conduct monitoring and inspection and activities related to the following:
a. Finance and Administration b. Operational and Marketing
c. Investment d. Human Resources
e. Other Company activities
4. Conduct testing and review on periodical reports issued by the Company’s work units to ensure: a. Critical information is safeguarded properly
b. Information control is implemented effectively c. Presentation of the reports is in compliance with the company regulations and the prevailing
law and regulations. 5. Conduct monitoring and evaluation on audit findings and provides recommendations for improvement on
business activities and systempoliciesregulations that are in keeping with the Company’s development. 6. Provide reports on completed audit to the President Director with a copy to the Audit Committee.