CONTENTS
3. COMPANY PROFILE 33
Company’s Name and Address 35
PGN’s Group Structure 36
Company History in Brief 38
Lines of Business 38
Business Activities 38
Product or Services Produce 39
Business Unit 44
Organization Structure 46
Vision and Mission 47
Corporate Culture 50
Proiles of The Board of Commissioners 52
Proiles of The Board of Directors 54
Human Resources 54
Proile and Number of Employees 54
Number of Employees Based on Employment Status
54 Number of Employees By
Organizational Level 55
Number of PGN and Subsidiary Employees by
Education Level in 2015 56
Competency Development 60
Expenses 61
Composition of Shareholders 62
5 or More Shares Ownership as per December 31, 2015
62 Information of Majority Shareholders
62 Shares Ownership by The Members of
Board of Commissioners and The Board of Directors as per
December 31, 2015 63
Information of Subsidiary and Afiliated Companies
65 PT Saka Energi Indonesia
66 PT Gagas Energi Indonesia
67 PT PGN LNG Indonesia
68 PT PGAS Telekomunikasi Nusantara
69 PT Transportasi Gas Indonesia
70 PT PGAS Solution
70 PT Permata Graha Nusantara
71 PT Kalimantan Jawa Gas
71 PT Nusantara Regas
72 Stock Listing Chronology
74 Chronology of Other Securities Listing
and Securities Rating 76
Name and Address of Institution and Capital Market Supporting Professionals
76 Securities Administration Bureau
76 Public Accountant Firm
76 PT Pemeringkat Efek Indonesia
PEFINDO 76
Standard Poor’s Rating Services 76
Moody’s Investors Services Singapore Pte. Ltd. Sdf
76 Fitch Ratings Singapore Pte. Ltd.
76 Indonesia Stock Exchange
76 PT Kustodian Sentral Efek Indonesia KSEI
78 Awards and Certiications
82 Name and Address of Area Sales, Subsidiaries
and Afiliates Ofices 84
Signiicant Events 2015
4. MANAGEMENT ANALYSIS AND DISCUSSION 91
Review of The Operations per Business Segment 91
Proitability per Business Segment 93
TransmissionTransportation Business Segment
94 TransmissionTransportation
Business Segment Operating Performance
95 TransmissionTransport
Business Segment Revenue 95
DistributionTrading Business Segment 96
Category of Gas Commercial or Distribution Customer
97 DistributionTrading Business
Segment Operating Performance 99
Customer Proile 99
Number of Customer 100
Gas Price Adjustment 101
DistributionTrading Business Segment Revenue
101 Oil and Gas Business Segment
Operating Performance 101
Oil and Gas Business Segment Operating Performance
102 Oil and Gas Business
Segment Revenue 103
Other Business Segment 103
Other Business Segment Operating Performace
106 Description of The Financial Performance
106 Net Revenue
107 Cost of Revenue
109 Gross Proit
109 Distribution and Transmission Expenses
109 General and Administrative Expenses
109 Other Income
109 Other Expenses
110 Impairment of Oil and Gas Properties
110 Operating Proit
111 Finance Income
111 Finance Cost
111 Impairment on Goodwill
111 Loss on Foreign Exchange - net
111 Loss on Change in Fair Value of
Derivative - net 112
Share in Proit of the Joint Venture 112
Proit Before Income Tax Beneit Expense 112
Tax Expense - Net 112
Other Comprehensive Income After Tax 113
Proit for Year Attributable to The Owners of The Parent Entity
113 Proit for The Year Attributable to Non-
controlling interests 113
Total Comprehensive Income for The Year Attributable to Owners of The Parent Entity
113 Total Comprehensive Income for The Year
Attributable to Non-controlling Interest 114
Asset 114
Current Assets 116
Short Term Investments 117
Trade Receivables 117
Other Receivables 1-11
Intro Page
1. PERFORMANCE OVERVIEW 12
Financial Highlight 12
Consolidated Statement of Comprehensive Income
13 Consolidated Statement of
Financial Position 13
Financial Ratios 13
Stock Data 12
Financial Ratios 12
PGAS Share Price Movement 2011 – 2015 14
PGAS Share Price 2015 14
PGAS Share Price 2014
2. REPORT TO THE SHAREHOLDERS 19
Report From The Board of Commissioners
23 Report From The Board of Directors
31 Statement Letter of The Members of
The Board of Commissioners and The Board of Directors on Annual
Report 2015
117 Current Maturity of Advances
118 Trade Receivables Long-Term
118 Other Long-Term Receivables
118 Investment in Shares of Stock
118 Fixed Assets
118 Exploration and Evaluation Assets
118 Oil and Gas Properties
118 Estimated Claims for Tax Refund
118 Goodwill and Other Intangible
Assets 119
Liabilities 119
Trade Payables 119
Accrued Liabilities 120
Other Payables 120
Deferred Tax Liability 120
Long-Term Loans 121
Bonds Payables 121
Assets Abandonment and Restoration Obligations and
Other Provisions 121
Equity 122
Cash Flow 122
Cash Flows From Operating Activities
122 Cash Flows From Investing
Activities 122
Cash Flows From Financing Activities
123 Debt Service Ratio
123 Receivables Collectability
123 Capital Structure
124 SEI’s Syndicated Loan
124 Management Policy on Capital Structure
124 Material Commitments for Capital Investments
124 Realization of Capital Investment
124 Target Achievement in 2015
126 Next Year target
128 Material Information After the Reporting Year
128 Business Prospect
130 Marketing Aspects
130 Market Shares
130 Marketing Strategies
133 Dividend Distribution Policies
133 Employee Stock Ownership Program andor
Management Stock Ownership Program ESOPMSOP 134
Public offering Use of Proceeds 134
Information on Material Transaction With A Conlict of Interests and Transaction With Afiliates
135 Change in Legislative Regulations
136 Change in Accounting Policies
137 Information on Business Sustainability
5. GOOD CORPORATE GOVERNANCE 140
Implementation of Corporate Governance 140
Corporate Governance Structure 141
General Meeting of Shareholders GMS 142
Implementation of Annual General Meeting of Shareholders 2015
143 Resolution and Realization of AGMS 2015 In
April 6, 2015 147
Information of Major Shareholder and Control 148
Board of Commissioners 148
Responsibilities of Board of Commissioners 148
Board of Commissioners Guidelines and Code of Conduct
149 Training Program to Improve The Board of
Commissioners Competencies 150
Independent Commissioners 150
Requisites Criteria of Independent Commissioners
150 Independency of Individual Members of
Independent Commissioners 150
Board of Directors 151
Scope of Work and Responsibilities of The Individual Member of The Board
of Directors 151
President Director 152
Director of Technology and Development
152 Director of Commerce
152 Director of Finance
153 Director of Human Resources
and General Service 153
Director of Investment Planning and Risk Management
154 Board of Directors Guidelines and Code of
Conduct 154
Training Programs to Improve The Board of Directors Competencies
155 Assessment of Boards of Commissioners and Board of
Directors 155
Assessment Procedure for Board of Commissioners and Board of Directors
Performance 155
Assessment Criteria for Board of Commissioners and Board of Directors
Performance 155
Assessor 156
Good Corporate Governance Assessment 158
Diversity of Board of Commissioners and Board of Directors Composition
158 The Board of Commissioners and Board of Directors
Remuneration Policy 158
Board of Commissioners Remuneration Determination Procedures
158 Board of Directors Remuneration
Determination Procedures 158
Board of Commissioners Remuneration Structure
160 Board of Directors Remuneration Structure
161 Indicators for Board of Directors
Remuneration Determination 161
Member Attendance Frequency of Board ofCommissioners Meeting, Board of Directors
Meeting, and Board of Commissioners and Board of Directors Join Meeting
168 Afiliated Relationships Among The Members
of Board of Commissioners, Board of Directors, and Major Shareholders andor Controlling
Shareholders 169
Committees 169
Audit Committee 169
Composition of Audit Committee Members
170 Proile of Audit
Committee Members 171
Independency of Audit Committee Members
172 Duties and Responsibilities of
Audit Committee Members
172 Authority of Audit Committee
173 Audit Committee Activities
173 Audit Committee Member
Meeting Attendance Frequency
174 Nomination, Remuneration and Good
Corporate Governance Committee 174
Composition of The Nomination, Remuneration and Good
Corporate Governance Committee Members
174 Proile of Nomination,
Remuneration and GCG Committee Members
177 Independency of Nomination,
Remuneration and GCG Committee Members
177 Duties and Responsibilities of
Nomination, Remuneration and GCG Committee
177 Authority of Nomination,
Remuneration and GCG Committee
177 Nomination, Remuneration and
GCG Committee Activities 178
Nomination, Remuneration and GCG Committee Meetings
Attendance Frequency 178
Board of Directors Succession Policy
179 Risk Management and Business
Development Monitoring Committee
179 Composition of Risk
Management and Business Development Monitoring
Committee Members 180
Proile of Risk Management and Business Development
Monitoring Committee Members 181
Independency of Risk Management and Business
Development Monitoring Committee Members
181 Duties and Responsibilities of
Risk Management and Business Development Monitoring
Committee 181
Authority of Risk Management and Business Development
Monitoring Committee 181
Risk Management and Business Development Monitoring
Committee Activities 182
Risk Management and Business Development Monitoring
Committee Meeting Attendance Frequency
183 Board of Commissioners
183 Legal Basis and Services Period
183 Proile of Board of Commissioners Secretary
183 Duties of Board of Commissioners Secretary
184 Corporate Secretary
184 Legal Basis and Service Period
184 Function of Corporate Secretary
184 Duties of Corporate Secretary
185 Corporate Secretary Activities in 2015
185 Proile of Corporate Secretary
185 Training Program to Improve Corporate
Secretary Competencies 186
Information Disclosure 186
Internal Audit Division 186
Proile of Division Head Internal Audit 186
Internal Audit Division Personnel Numbers 187
Internal Audit Certiications and Trainings 187
Internal Audit Authority, Duties and Responsibilities as In Accordance With
Internal Audit Charter Audit Charter 187
Authority of Internal Audit Division
188 Duties of Internal Audit Division
188 Responsibilities of Internal Audit
Division 188
Position of Internal Audit Division in Company’s Structure
189 Organizational Structure and Position of
Internal Audit Division 189
Internal Audit Division Activities in 2015 189
Implementation of Regular Audit and Shareholder’s Audit to
Subsidiaries 189
Assistances to External Auditor 189
Appointment and Discharge of Division Head Internal Audit
190 Internal Control System
190 Conformity of Internal Control
System and COSO 190
Evaluation to Internal Control System Effectiveness
190 Preparation of Company’s Financial Statement
191 Public Accountant
192 Risk Management
192 Organizational Structure of Division Risk
Management 193
Duties of Risk Management 193
Implementation of Company Risk Management System
193 Information System of Company Risk
Management 194
Evaluation of Risk Management System Effectiveness
194 Company Risks and Risk Management
195 Improving Risk Awareness Culture
196 Material Cases Involving PGN
201 Information on Administrative Sanctions
201 Access to Company’s Data and Information
202 Code of Conduct
202 Code of Conduct Principles
207 Code of Conduct Application to All
Organizational Level 207
Dissemination of Code of Conduct 207
Implementation and Enforcement of Code of Conduct
207 Good Corporate Governance
Guideline 207
Business Ethic and Work Ethic Guideline
207 Board Manual
207 Sanction for Violation of Code
of Conduct 207
Violation of Code of Conduct and Sanctions on 2015
208 Whistleblowing System
209 Violation Reporting
210 Protection to Whistleblowers
211 Report Handling
212 Parties Managing Violation Report
213 Results of Report Handling
213 Reporting Through Whistleblowing System
in 2015
6. CORPORATE SOCIAL AND ENVIRONMENTAL RESPONSIBILITY 218