PT Temas Lestari PT. Pelayaran Tempuran Emas Tbk

TABLE OF SHAREHOLDERS’ COMPOSITION SHAREHOLDERS COMPOSITION SHARE LISTING CHRONOLOGY Shareholding Amount Rp 80.84 0.0 Ò Ó Ô Ó Õ Ó Ô ÓÒ Ó Ô Ö Ó Ò× Ô 7 Õ Ò ÓÓ 115.306.619.500 8.687.500 30.816.500 13.872.500 565.443.125 26.703.310.875 142.628.750.000 Shareholders Par value of Rp125 Non Management PT Temas Lestari Management Wong Chau Lin Harto Khusumo Teddy Arief Setiawan Ganny Zheng Public TOTAL Shares Issued and Fully Paid 922,452,956 69,500 246,532 110,680 4,523,545 213,626,787 1,141,030,000 Operational Status Number of Additional Shares Ownership Number of Accumulative Shares Operating Operating Operating Operating 99,00 99,69 99,67 99,80 Subsidiary Description PT Perusahaan Bongkar Muat Olah Jasa Trisari Andal PT Pelayaran Tirtamas Express PT Escorindo Stevedoring Anemi Maritime Co. Ltd. Line of Business Listing Date Depot Management Services Shipping Management Stevedoring Services Container Leasing 55.000.000 396.000.000 45.100.000 496.100 000 148.830.000 55.000.000 451.000.000 496.100.000 992.200.000 1.141.030.000 Initial Public Offering Listing Bonus Share Stock Split Stock Dividend 9 Juli 2003 9 Juli 2003 19 Juli 2005 17 Maret 2006 3 Juli 2006 41 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk I Ø ÙÚØÛ ÜÚÝÞ ÝÞÛ ß àáâã Ø ä å æ çè æ ÚØÛ æ æ éê à ÜÝÞ á ã êë Ûì ç ä ÚØíê Û ãæ ÚØ é Ø èáçÛ ê àî îÙÛÛ Ý ã Ø ì shipping lines, TEMAS Line is constantly working to organize and manage reliable and professional human resources HR in order that the whole business unit’s activities can operate optimally. Thus, the productivity and effectiveness of TEMAS Line performance will continue to grow and increase. Consistently, the Company continues the development program and performance improvement, especially in providing a satisfactory operational excellence to all customers. The operational excellence can only be provided by reliable, loyal, competent and highly dedicated manpower. Not only as the Company’s human capital to achieve the vision and mission, the Company’s employees are also the Company’s major asset in improving competitiveness in the middle of business dynamics and challenging tighter competition. HUMAN RESOURCES DEVELOPMENT In order to develop its employees, the Company has set competence standards and qualifications for each key function in the Company’s organization as a shipping company. In general, the competence standards applied in the Company include Core Competence, as the basic competence the entire employees should own; Functional Competence, as a competence with specific roles and functions; and Leadership Competence, which should be owned by leaders in the organization of the Company. All competence standards are the elaboration of the Company’s business requirement and objectives in short, medium and long terms. For the implementation of Human Resources development program, during 2016 the Company has allocated a total of Rp363 million, covering for various forms of training, such as managerial training, soft skill training and technical training. Until the end of December 2016, the total of the Company’s employees who participated training or development program reached to 134 persons, or about 18 of the overall Company’s employees. 42 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 2016 At Office ï ð ñ 47 59 364 250 737 In Vessels 62 185 309 55 611 Total 15 2 109 59 364 250 185 309 55 1,348 2015 At Office 14 5 35 54 246 295 - - - 649 In Vessels 46 132 220 42 440 Total 14 5 81 54 246 295 132 220 42 1,089 Directors’ Management General Manager ManagerEqual to Manager SupervisorEqual to Supervisor Staff Non-Staff OfficerEngineer Rating Trainee Total Position 2016 17 211 70 404 35 737 56 185 17 350 3 611 73 396 87 754 38 1,348 2015 13 174 58 369 35 649 30 43 84 280 3 440 43 217 142 649 38 1, 089 Master Degree Bachelor Degree Diploma Senior High or Equivalent Senior High Total Education 2016 410 327 737 611 611 410 938 1,348 2015 367 282 649 440 440 367 722 1,089 Permanent Temporary Total Employement Status COMPOSITION OF THE EMPLOYEES Based on Education Based on Employement Status Employee Turnover Rate Employee turnover rate shows the Company’s effort in creating a conducive work environment for the whole employees. Through the following table, the total of employee turnover rate during the year 2016 amounted to 135 employees, or 10.01 of the total Company’s employees. Total 4 130 1 135 Percentage 0.5 17.6 0.1 18.3 Retired Resigned Passed Away Total Reasons At Office At Office In Vessels In Vessels Total Total In Vessels In Vessels Total Total 43 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk òó ôõõôö÷ ø ùúôûôúü ó ø ý ø ùþ ÿ ý S S þ ø úô ÿ ö t ôú ó ÿ ù ù c õ ø úô ÿ ö ø þ óS ø þú ó ø ö ý ø S úü ø ùú ÿ ú ó ø ú ôý û S ü ô e õ ÿ ú ø ö ú ú ÿ ú óS ý c ù ù S ý ý ÿ ø ù ÿe õ ø ö ü y ý bc ý ôö S ý ý ÷ ÿ t ú ó ø ö ý c ý ú ø ôö øb ôþôúü . ö ÿ S ú ÿ S ø þô S ôúý ù ÿee ôú eS ö ú ø ö S ú S e ôöø úô ÿ ö TEMAS Line continually strives to improve the productivity of their employees through the implementation of a management system for Occupational Health and Safety OHS. The Company applies the OHS provisions based on the rules contained in the International Safety Management ISM Code issued by the International Maritime Organization IMO, an agency under the United Nations. The Company has also been certified with the Document of Compliance DOC and Safety Management Certificate SMC for each of its owned vessels. In every shipping activity, the Company always applies strict procedures as an effort in preventing potential and possibly detrimental incidents. The OHS procedure is implemented through various activities in regular basis, such as fleet inspection and supervision, provision and distribution of protective tools, installation of safety marking in ships, safety equipment against fire accident, as well as preparation and anticipation for emergency situations. Periodically, the Company also conducts OHS training and crew assistance. Beside the application of standard safety procedures, the ISM Code also requires that the crews in charge are in good physical and mental condition all the time. Therefore, medical examination is always carried out for every crew to acquire notification letter of health that must be updated within a certain period. Thanks to the application of standard safety procedures, the number of work accidents or incidents that can harm the Company’s shipping operation can be reduced. As the result, throughout 2016 TEMAS Line has never suffered work accident or harmful incident in its shipping operation. OCCUPATIONAL HEALTH AND SAFETY OHS 44 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk INFORMATION TECHNOLOGY The Company’s business success could not be apart from a reliable information technology support. For the Company as a services provider, information technology becomes one of the main keys in accelerating information and performing effectiveness that leads to increase the level of customer satisfaction. Therefore, the utilization of latest, appropriate, and integrated information technology becomes the Company’s priority in the information technology sector in relation with the shipping industry. Currently, TEMAS Line has activated “TEMAS Accurate” system that serves to closely monitor an operated container’s position. By applying this system, the movement of a container can be monitored in real time. Also, forecast calculation for container availability can be measured precisely, and estimation on demurrage, detention, and storage can be more accurately to reduce the risk of losses. More than that, this container tracking system has been applied into mobile version so it can be accessed online through various gadgets. The development of the Company’s information technology is also implemented to the financial services system through the application of Oracle- based “I-FAST” program for accounting and finance recording system that enables to produce more integrated and efficient financial statements. Maintenance process for vessels will also be more measured and controlled withShip Management System. In addition, customers are also facilitated with monitoring feature towards container movement and automation in transaction of renting container from email and sms notification. The internal development of information technology is implemented through upgrading EDI Electronic Data Interchange in the entire branches of the Company, and ERP system that integrates commercial, operational, management, and human resources sections with the finance division towards the whole activities of the Company and Subsidiaries so that the consolidation of Temas Group becomes faster and easier. In addition, we enhance the VOIP quality to increase efficiency in communication costs. 45 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Share Registrar PT ADIMITRA JASA KORPORA Rukan Kirana Boutique Office Jl. Kirana Avenue III Blok F3 No. 5 Kelapa Gading Jakarta Utara 14250 Notary Office HERDIMANSYAH CHAIDIRSYAH, S.H. Jl. Pelepah Elok 1 Blok. QA 2 No. 12 Kelapa Gading Jakarta Utara 14240 SRI ISMIYATI, SH., M.Kn Rukan Artha Gading Niaga, Blok B, No. 7-8 Jl. Boulevard Artha Gading, Kelapa Gading Barat, Jakarta Utara ESTER A. FERDINANDUS, SH Jl. Boulevard Barat Raya Blok C-67 Komplek Plaza Kelapa gading Ruko Inkopal, Jakarta Utara Dr. IRAWAN SOERODJO, SH. MSi Jl. K.H. Zainul Arifin No.2 Komp. Ketapang Indah Blok B-2, No. 4-5, Jakarta 11140 MYRA YUWONO Jl. Kyai Maja Blok E No. 11A Kebayoran Baru Jakarta Selatan 12120 STEPHANIE WILAMARTA, SH., MH Jl. Raya Boulevard Barat Plaza Kelapa Gading Blok G No. 5 Kelapa Gading Jakarta Utara BADARUSYAMSI, SH., MKn Komplek Ruko Mutiara Faza Blok RD4 Jl. Raya Condet No. 27, Jakarta Timur 13760 ANTONIUS WAHONO. P,SH Gedung Maspion Plaza Lt.3, Unit 3A Jl. Gunung Sahari Raya Kav. 18 Jakarta Utara 14420 RUDY SISWANTO, SH Plaza Maspion Lt. 6-H, JL. Gunung Sahari Raya Kav.18, Pademangan Barat Jakarta Utara 14420 AGUSTINA DJUNAEDI, SH Jl. Wolter Monginsidi, RT.1RW.4, Petogogan, Kebayoran Baru Jakarta Selatan 12170 ANITA ANGGAWIDJAJA, SH Jl.Genteng Kali 77A Surabaya, Jawa Timur 60275 Rating Agency KJPP Iwan Bachron Rekan Pusat Niaga Duta Mas Fatmawati Blok D1 No. 29 Jl. RS. Fatmawati Raya No. 39 Jakarta 12150 Public Accountant KAP Purwantono, Sungkoro Surja Gedung Bursa Efek Indonesia Tower II, Lantai 7 Jl. Jendral Sudirman Kav. 52-53 Jakarta Banking PT Bank Mandiri Persero, Tbk. PT Bank Syariah Mandiri Persero PT Bank Danamon Indonesia, Tbk. PT Bank Nasional Indonesia Persero Tbk SUPPORTING PROFESSIONAL INSTITUTIONS 46 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk ADDRESS OF BRANCH AND AGENCY OFFICES Ambon Gd. PT Pelabuhan Indonesia IV Ambon, LT.1 Phone. +62-911 353 055, 348 880 Fax. +62-911 34179 Banjarmasin JL. Soetoyo S, RT 1 RW 1, No.1 Kel. Telaga biru, Kec. Banjarmasin Barat Banjarmasin 70119 Phone. 0511 336 4038 Fax. 0511 336 4125 Belawan Jl. Krakatau Simpang Cemara No.A-4 Kel. Pulo Brayan Barat, Kec. Medan Utara Medan 20238 Phone. +62-61 663 1102 Fax. +62-61 663 4739 Bitung Jl. 46 S.H. Sarundajang Kel. Bitung Barat 2, Kec. Maesa Kota Bitung Sulawesi Utara 95512 Phone. +62-438 36747, 31255 Fax. +62-438 32357 Jayapura Jl. Argapura Kanon No. 8 RT. 03 RW. 01 Kel. Argapura, Kec. Jayapura Selatan 99222 Phone. +62-967 521271 Fax. +62-967 550924 Makassar Jl. Sultan Abdullah No. 75 Makassar 90212, Indonesia Phone. +62-411 457 324, 457 325, 446 153, 446 013 Fax. +62-411 446 154 Branch Offices’ Address Pekanbaru Jl. NenasUtama No. 19A-2 Kel. Jadirejo Kec. Sukajadi, Pekanbaru 28113, Indonesia Phone. +62-761 23 624 Fax. +62-761 27 291 Pontianak Jl. Gusti Hamzah No.8 Pontianak 78117, Indonesia Phone. +62-561 747 703 Fax. +62-561 746 274 Surabaya Jl. Perak Timur No 216-A Surabaya 60165 Phone. +62-31 328 2525 Fax. +62-31 328 2524 Samarinda Jl. Untung Suropati Blok C No. 3 Samarinda, Kalimantan Timur Phone. 085230100355 Sorong Jl. Ahmad Yani Kuda Laut Komp. PT. Perikanan Nusantara Ex. Usaha Mina Sorong Kota. Papua Barat 98414 Phone. +62-778 751 3899, 705 9838 Fax. +62-778 412 750 Samarinda 47 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Batam Mega Cipta Industrial Park Blok A No. 3 Batu Ampar, Batam Phone. +62-778 751 3899, 705 9838 Fax. +62-981 21608 Biak Jl. Jend. Sudirman No.6 Biak, Papua Phone. +62-981 21724 Fax. +62-981 21608 Dumai Jl. Jendral Sudirman No. 318 Dumai - Riau Phone. +62-765 439 660 Fax. +62-765 439 663 Kupang PT Taruna Kusan Kupang Jl. Sunan Gunung Jati No. 18, Nusa Tenggara Timur Phone. +62-380 832 115 Fax. +62-380 831 718 Manokwari PT. Luas LINE Jl. Siliwangi No. 11 Manokwari Phone. +62-986 212 2558 Fax. +62-986 212 906 Agency Offices’ Address Palembang Jl. AKBP Cek Agus 1344 F Palembang Phone. +62-711 369 920, 367 997 Fax. +62-711 364 451 Balikpapan PT Armada Samudera Raya Jl. Arjuna No. 9 - Samarinda Phone. +62-541 707 8452 Fax. +62-541 203 020 Timika PT. Pelayaran Tempuran Emas Tbk Jl. Hasanudin Timika, Papua Phone. +62-971 323250 Fax. +62-21 411 876 Palu PT Metta Maju Perkasa Jl. Sungai Lewara 37,Palu, Sulawesi Tengah Phone. +62-21 411 800 411 880 Fax. +62-21 411 876 Merauke PT. LUAS LINE Jl. Ermasu No. 5 Merauke, Papua Phone. +62-971 323250 Malahayati PT Pelayaran Sea Asih Lines Jl. Sultan Iskandar Muda, Punge Ujung, Kec. Meuraxa Banda Aceh 23234 Phone. 08126962990 Sampit PT Lintas Mitra Bahari Jl. A. Yani No. 12 Sampit, Kalimantan Tengah Phone. 0531-31343 Kumai PT Pelayaran Haluan Segara Line Komp. Kumai Damai, Gg. Rambutan No. 40 Kel. Sei Tendang, Kec. Kumai Kobar Kalimantan Tengah 74181 Phone. 0532-23648 Tual PT Dharma Indah BTN UN Indah Blok D23 Tual, Maluku Phone. 081343023095 Serui PT Citrabaru Adinusantara Jl. P. Dipenogoro, Serui Kab. Kepulauan Yapen, Papua Phone. 08124842543 48 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 49 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Malahayati Lhokseumawe Sampit Kumai WORK AREA AND OPERATIONAL MAP Makassar Makassar Makassar Makassar Makassar Makassar Makassar Makassar Palu Kupang Papua Ambon Bitung Surabaya Jakarta Jayapura 4x 4x 4x 4x 4x 4x 4x 4x Loading Port Unloading Port Frequency per month Surabaya Surabaya Surabaya Surabaya Surabaya Surabaya Surabaya Surabaya Surabaya Surabaya Surabaya Surabaya Banjarmasin Makassar Bitung Jayapura Balikpapan Samarinda Ambon Palu Sampit Kumai Tarakan Papua 5x 12x 4x 4x 4x 6x 4x 4x 5x 5x 2x 4x Loading Port Unloading Port Frequency per month Jakarta Jakarta Jakarta Jakarta Jakarta Jakarta Jakarta Jakarta Jakarta Jakarta Jakarta Jakarta Jakarta Jakarta Jakarta Pontianak Pekanbaru Dumai Palembang Banjarmasin Batam Balikpapan Samarinda Belawan Surabaya Makassar Bitung Papua Malahayati Lhokseumawe 8x 4x 4x 4x 4x 3x 4x 4x 8x 12x 8x 4x 4x 2x 2x Loading Port Unloading Port Frequency per month 50 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Merauke Timika Tual Dobo Serui Nabire Fakfak Palu Pendulum Service Service S4 J a w J a a a s Service A3 J a w an-Jakarta-Surabaya-Makassar-Ambon Serving 32 Ports Sumatera Malahayati Lhokseumawe Belawan Dumai Pekanbaru Batam Palembang Jawa Jakarta Surabaya Kalimantan Pontianak Kumai Sampit Banjarmasin Balikpapan Samarinda Sulawesi Makassar Palu Bitung NTB Kupang Kep. Ambon Ambon Tual Dobo Papua Sorong Manokwari Fakfak Nabire Timika Merauke Biak Serui Nabire Jayapura 51 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 52 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk MANAGEMENT ANALYSIS AND DISCUSSION TEMAS Line shall stand strong and upright to fully implement Fixed Schedule and On -time Delivery throughout Indonesia which has been longingly expected by National Logistic Industry. 53 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 54 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Review On Shipping Industry National maritime industry, particularly shipping industry, is a strategic sector as a bridge to unite the islands scattered throughout Indonesia. Therefore, the people of the national shipping believes that the Government is very aware and pays attention to the existence and contribution of shipping industry in supporting the economy development of Indonesia. And this has been realized in the progress of two main programs, namely Sea Toll and World’s Maritime Axis. According to the Indonesian National Shipowners’ Association INSA, the Government measure also includes private shipping entrepreneurs to drive interisland connectivity and encourage an initiative of one-price commodity in the entire Country. So hopefully, the people in remote areas can also enjoy the same situation as felt in major cities. In addition, the cabotage principle that requires the entire interport and interisland transportation in Indonesia to use national flag, has been applied well by national shipping companies. Based on the data of Ministry of Transportation, the population of national fleets until May 2016 amounted to 20,687 units or increased to 242 compared to 6,041 units in 2005. The number of national shipping companies until May 2016 also increased significantly, from 1,591 companies in 2005 to 3,296 companies or grew 107. However, the national shipping industry remained facing a big challenge to make Indonesia the Nation of World’s Maritime Axis. A possible effort to make is to implement ‘beyond cabotage’ for the shipping entrepreneurs to compete in international sea transportation, especially for export-import commodities transportation. It is expected that the next Government’s economic policy will give a positive impact on the national maritime industry and shipping entrepreneurs in particular. Operational Review Shipping management and stevedoring services remained the core business operation for the Company during 2016. The business development strategy of TEMAS Line increasingly emphasized on strengthening the shipping management, especially in the stevedoring services, through Subsidiary of PT Escorindo, and Depot Services Management by PT Olah Jasa Trisari Andal. While for lease of MANAGEMENT ANALYSIS AND DISCUSSION containers services and other shipping services, the Company has operated other two Subsidiaries of Anemi Maritime Co. Ltd. Anemi and PT Pelayaran Tirtamas Express. With careful, comprehensive, and integrated management and coordination between the Company and entire Subsidiaries, the Company is very confident to be able to further improve the performance optimization to obtain better business results. Operational Review On Business Segments The integrated solution with “safe and on time delivery” assurance is the TEMAS Line’s commitment to operational activities as the provider of innovative, competitive, and reliable shipping services in Indonesia. In particular, the Company is engaged in comprehensive container transportation through domestic linesfor cargo delivery of goods and commodities. Today, the mechanism of goods delivery has undergone further development on demand. • Stevedoring Services in Jakarta During 2016, the Company’s stevedoring services in Jakarta conducted by the Subsidiary of PT Escorindo Stevedoring experienced significant performance in terms of both volume and speed. The throughput increased to 6.70 from 307,319 TEUs in 2015 to 328,100 TEUs in 2016. The increase in throughput imposed to the increase of Stevedoring Services’ net income to be Rp241.7 billion or 17.50 increase from last year’s Rp205.7 billion. • Shipping Management As the Company’s Subsidiary, PT Pelayaran Tirtamas Express is entrusted to provide shipping management services including the provision of professional crews, procurement of spare parts and other vessel’s needs, conducting ship maintenance, and fulfillment of safety standards and shipping regulations. PT Pelayaran Tirtamas Express has recently implemented Ship Management System in running its operation. The system helps to monitor ship maintenance process, logistic delivery to the ship and fulfillment of prevailing shipping regulations. 55 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk • Lease of ContainersManagement As one of the preeminent TEMAS Line services, Lease of Containers Management is offered with integrated and fully containerized services. Recent available containers reached a total of 30,631 TEUs, an increase of 18 from 25,916 TEUs in 2015. • Container Terminal The Company owns container terminals in some national ports, such as in Tanjung Priok of Jakarta, Tanjung Perak of Surabaya, Makassar, Belawan, Bitung, and Pontianak. Review of Investment Performance in 2016 Investment activity has been the Company’s significant strategy to improve its productivity as well as revenues. In 2016, TEMAS Line has been carrying out the investment activity through the purchase of 6 new building ships entirely delivered to the Company ASSETS TEMAS Line’s total assets in the end of December 2016 amounted to Rp2,525,662 million that came from Current Assets of Rp275,648 million and Non- Current Assets of Rp2,250,014 million. The Total Assets increased by Rp743,601 million or 41.73 compared to Total Assets of 2015 that amounted to Rp1,782,061 million. Current Assets The Company’s Current Assets in 2016 increased Rp4,496 million from previous year’s amount of Rp271,152 million, or up to 1.66. The increase was mainly due to increased inventories – net, other current assets and tax advances. Fixed Assets Fixed assets increased 48.49 in 2016 to Rp2,166,137 million compared to last year’s fixed assets that was recorded at Rp1,458,800 million due to additional fixed assets of containers, vehicles, office building, vessels, and vessel maintenance. Non-Current Assets Due to additional fixed assets of containers, vehicles, office building, vessels and vessel maintenance, as well as additional deferred tax assets, the Company increased its non-current assets of 2016 amounting to Rp739.105 million or 48.92 compared to last year’s non-current assets of Rp1,510,909 million. Total Assets Until December 31, 2016, TEMAS Line recorded an increase in total assets of Rp743,601 million or 41.73 of total assets compared to last year, as the impact of increased non-current assets. Liabilitas The TEMAS Line’s liabilities recorded an increase of Rp563,592 million at the end of 2016. The number showed a decrease of 58.26 from last year. Short Term Liabilities In 2016, the Company recorded its short-term liabilities at Rp652,010 million, showing an increase of 40.69 or about Rp188,584 million compared to 2015 with the recorded short-term liabilities at Rp463,426 million. This was due to decrease in short- term bank loans, related parties trade payables and write-off unwound derivative liability. Long Term Liabilities The total of long-term liabilities of TEMAS Line in 2016 experienced an increase of Rp375,007 million to Rp878,976 million, an increase of 74.41. Last year, the Company’s long-term liabilities amounted to Rp503,969 million. Total Liability TEMAS Line recorded total liabilities of Rp1,530,987 million in 2016. The number increased by Rp563,592 million or 58.26 compared to 2015’s total liabilities of Rp967,395 million. Equity The increase in the Company’s net profit influenced the increase in equity percentage. Until the end of 2016, TEMAS Line’s total equity was Rp994,676 million which increased Rp180,010 million or 22.1 from the period of 2015 at Rp814,666 million. Revenue TEMAS Line’s revenue was recorded increasing in line with the increase in cargo volume. If the 2015’s revenue of the Company was at Rp1,621,364 million, this year’s revenue became Rp1,671,905 million, an increase of 3.12 or Rp50,541 million. While the cargo volume of 2016 showed an amount of 321,402 TEUs, 13.1 or 37,227 TEUs increase compared to 2015 that reached the cargo volume of 284,175 TEUs. Shipping activities became the main contribution for the increase in the Company’s revenue, which contributed consolidated revenue of 69.25, anincrease of 8.69 compared to 2015. 56 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Proceeds from Non-Operational Cash Flow In 2016, proceeds from non-operational cash flow of TEMAS Line amounted to Rp385,450 million, a decline of Rp53,657 million or 12.22 from last year at Rp439,107 million. Meanwhile, net revenue became Rp1,671,905 million which increased by Rp50,541 million or 3.12 from the period of 2015 of Rp1,621,364 million. Cash Flows from Operating Activities Net cash flows generated from operating activities consist of cash received from interest, customers, and insurance claims; and cash paid to suppliers, employees and vessel crews, and payments for interest, taxes, and operating expenses. In 2016, TEMAS Line managed to obtain net cash from operating activities by Rp392,381 million or decrease to 7.98 from 2015 that obtained Rp426,429 million. Cash Flows for Investing Activities Net cash flows for investing activities are used for addition of short-term investment, fixed assets, and non-current assets. Net cash flows for investing activities in 2016 amounted to Rp795,784 million or up to 1,350.57 from 2015 that reached Rp54,860 million, due to decrease in proceeds from disposal of fixed assets and increase in acquisitions of fixed assets. Cash Flows for Financing Activities Net cash flows for financing activities is cash received from capital deposit and loan payments, which in 2016 amounted to Rp410,334 million, increasing 6.8 from 2015 that amounted to Rp384,247 million due to obtaining bank loans. INCOME STATEMENTS Gross Profit The Company’s total gross profit amounted to Rp444,055 million in 2016 as a decrease of Rp9,638 million or equivalent to 2.12 compared to 2015’s amount of Rp453,694 million. Operating Expenses Operating expenses in 2016 showed a number of Rp110,080 million which was an increase of Rp13,453 million from the last year’s amount of Rp96,627 million. The increased operating expenses was equivalent to 13.92, mainly due to increased salaries and employees benefits expenses, and rent expense. Net Income TEMAS Line managed to obtain net income in 2016 amounted to Rp231,521 million, which declined by 27 or Rp85,653 million, compared to net income for the year 2015 recorded at Rp317,174 million. The decrease was primarily due to an increase in cost of services and operating expenses. Other Comprehensive Revenue Due to exchange rate differences translation, other comprehensive expenses in 2016 decreased Rp11,887 million compared to the year 2015 which earned Rp15,750 million, or decrease by 75.47. Net Comprehensive Income of Current Year From 2015’s comprehensive income of Rp301,424 million, this year TEMAS Line managed to obtain net comprehensive income of current year amounting to Rp227,658 million. Decrease of 24.47 or equivalent to Rp73,766 million was due to exchange rates differences in financial statements translation. 57 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk SOLVENCY AND COLLECTABILITY Solvency The Company always maintains its liquidity ratio so that the ability to meet liabilities can be properly managed. While to maintain ability in fulfilling all liabilities, the Company’s solvency ratio is used by meeting entire liabilities to all assets and meeting entire liabilities toward equity.

1. Liquidity Ratio

The Company’s ability to meet Short-term Liabilities is reflected by comparing Current Assets to total Short-term Liabilities. In 2016, TEMAS Line’s Current Assets was recorded at Rp275,648 million, that if compared to 2015’s amount of Rp271,152 million, showing an increase of 1.66. Short-term liabilities of TEMAS Line and Subsidiaries in 2016 at the amount of Rp652,010 million increased 40.69 compared to 2015 at the amount of Rp463,426 million. Therefore, TEMAS Line’s liquidity ratio became 42.28 as of December 31, 2016. This liquidity ratio was lower than last year’s liquidity ratio of 58.5.

2. Solvency

Comparison of consolidated liabilities to consolidated equity with consolidated liabilities to total consolidated assets becomes a reference in determining solvency rasio that demonstrates the Company’s ability to meet all liabilities. Until the end of 2016 and 2015, comparison between total liabilities with total assets of TEMAS Line and Subsidiaries amounted to 60.62 and 54.28 respectively. Whereas, comparison of total liabilities to total equity amounted to 153.92 and 118.75 respectively.The resulting solvency ratio shows an increase reflecting the impact of additional bank loans.

3. Collectability

The Company’s effectiveness in implementing collectability policy strongly influences the level of customers’ timeliness to make payment, which in the end determines collectability level of the Company’s accounts receivables. In 2016, TEMAS Line’s collectability level showed a constant effectiveness of AR Collection Division in collecting debts with the period of 39 days. 2015 2016 Cash Flows from operating Activities Cash Flows from Investing Activities Cash Flows from Financing Activities 392.380.798.612 795.784.086.252 410.334.228.921 426.429.247.543 54.859.779.229 384.247.210.383 The Income Statements of TEMAS Line can be described as follows: Profitability TEMAS Line’s profitability or operating margin is generated from operating income divided by net sales. The Company’s profitability in 2016 was recorded at 18.17, lower than 25.16 in 2015. Payload volume as well as addition of new routes and fleet of ships that were not in pair with decrease in price, became the main factors in decreasing profitability. Shipping segment dominated the profitability for the Company by its 84.71 contribution. CASH FLOWS Cash flows as per December 31 of 2015 to 2016 can be described as follows: 58 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk CAPITAL STRUCTURE AND POLICY ON CAPITAL STRUCTURE Capital Structure Capital structure of TEMAS Line as for December 31, 2016, consisted of authorized capital of Rp570,000,000,000 with the amount of paid-up at Rp142,628,750,000. Further information of the Company’s capital structure can be seen in the following table: Material Obligation For Goods And Capital Investment TEMAS Line has conducted several material obligations in 2016, in the form of building 3 units of new ship and purchasing 4 units of used ship, along with land purchase for container terminal. Comparison Between TargetProjectionand Realization The comparison between the targetprojection established by the Company at the beginning of the year and the realization at the end of the fiscal year can be seen in the following table: Authorized Capital Unpaid Capital Paid-UP Capital Increase in Debt Securities Retained Earnings Appropriated outher Comprehensive income Unappropriated outher Comprehensive income Comprehensive income Net equity attribution to owners of the Parent Entity Non- Controlling Interests Total Equity 570.000.000.000 427.371.250.000 142,628,750,000 145,603,049,314 34,823,179,931 589,933,190,599 99,488,884,785 813,499,285,059 1,166,475,743 814,665,760,802 2016 570.000.000.000 427.371.250.000 142,628,750,000 145,603,049,314 34,823,179,931 773.660.578.307 103.349.363.063 993.366.194.489 1.309.521.748 994.675.716.237 2015 2016 REALIZATION INITIAL BUDGET Volume TEUs Service Revenue Rp Oprational Expenses Rp Net Profit Rp 350.000 1.872.000.000.000 1.514.470.270.000 250.000.000.000 321.402 1.671.905.016.010 1.227.850.405.646 231.521.148.688 DESCRIPTION 59 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Significant IncreasesDecreases from Net Sales Income The Company’s net income demonstated a significant increase throughout 2016, due to increasing payload volume of 13 after the opening of new routes, namely Timika, Merauke, Serui, Kumai, Sampit, Malahayati, and Tual, coupled with maintaining and developing Pendulum Route services already started in 2013. Subsequent Events Of Material Information And Facts During 2016, the Company has no material information and facts occurred in the business activities after accountant’s reporting date. BUSINESS OUTLOOK The potential of shipping industry remains very promising, both nationwide as well as worldwide. Interisland, even international, distribution of goods is still more effective and efficient by using ocean freight. On the other hand, regional economic growth in Indonesia is increasingly developing and providing its own potential to create interregional and interisland transactions. The establishment of the Government program in making Indonesia as one of the world’s maritime fulcrum along with the Asean Free Trade Area AFTA 2015 will provide opportunities for TEMAS Line to seize more customers from existing trade activities. However, this can only be supported by more professional system of performance management. Higher market expectation demands TEMAS Line to prioritize punctuality and safety of the goods in accordance with the Company’s commitment of ‘safe and on-time shipping delivery’. As an anticipative measure, TEMAS Line strives to prepare for the development of fleet and provision of more adequate supporting facilities. This is another implementation of strategic planning established since five years ago, which is directed at fulfilling expectation of the stakeholders through operational excellence for the achievement of the Company’s vision in the year 2017 MARKETING ASPECT In tighter business competition, the Company’s expansive marketing strategy is established to further expand cargo delivery coverage through the opening of new potentially strategic routes. Not only to boost revenue growth, this strategy is also aimed at reaching new potential customers. On the other hand, maintaining the customer’s trust with professional and personal for timely and safe delivery becomes the main basis for TEMAS Line to be the first choice in meeting the need for cargo transportation. Some challenges to deal with the marketing strategies applied by the Company, include: a. In term of price competition, TEMAS Line applies a strategy of the provision of services with guaranteed and optimal quality, either through increasing time efficiency as well as goods security. b. The Company continues to enhance cooperation in freight forwarding and strengthen other customer base, such as cargo transshipment, given the fact that freight forwarding lines provides the highestcontribution from all revenues or total goods orders. c. Service quality continues to be improved through timely and satisfactory service, provision of current information about the arrival and departure of ships,and also dedicated services. Cash Dividend Policy And Distribution Based on Minutes of Meeting of Annual General Meeting of Shareholders held on April 27, 2016 made in the Deed of Notary No. 132, the Company decided to distribute cash dividends amounting to Rp47,580,951,000from Net Income for Fiscal Year 2015 that was distributed in Cash Dividend of Rp41.70 per share excluding tax. Material Information on Investment, Business Expansion, Divestment, MergerAcquisition, or DebtCapital Restructuring Throughout the year 2016, Temas Line has no material information related to activities of investment, business expansion, divestment, mergeracquisition, or debtcapital restructuring. Transactions with Conflicts of Interest and with Affiliated Parties During 2016, there has been no transactions whatsoever containing conflicts of interest or transaction with affiliated parties Amendment in Regulations During the year 2016, there were no amendments in regulations that affected significantly to the Company’s business activities. Amendment in Accounting Standards During the year 2016, there were no amendments in TEMAS Line’s accountingstandards in 2016. GOOD CORPORATE GOVERNANCE W o o v o G G . 60 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 61 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk General Overview P + P ,- 1 2 + ,3 45 1 2 63 7 +89 :7 ; ,1 1 , = ? , A = 2 7 :7 ? , 2 A : 2 4 4 -0 :2B ?, 41: 2 A:4- , 7 = Good Corporate Governance GCG that becomes a necessity. For the Company, the consistency should be manifested in the form of discipline in complying with and carrying out various rules, such as applicable regulations, provisions, or policies, so that the Company’s business activities can be managed with optimum and transparent manner without conflicts of interest. It is not easy to apply GCG principles, given that the business situation of the Company is filled with dynamic changes in the industry market as well as stock exchange. However, the Company believes that the application of GCG principles that supported with application of the Company’s corporate values will lead the Company’s growth to the right direction in accordance with the established vision and mission. In order to make the GCG implementation come up with expected results, its application procedure and the process will always be reviewed at regular basis, either in the business activities within the Company’s environment or in conjunction with stakeholders. The review or supervision is aimed to: • Increase efficiency and effectiveness while keeping the Company’s sustainability to create benefits for shareholders, employees and other stakeholders; • Be constructive solution enabling to transform challenges into opportunities; • Increase the Company’s legitimacy as an organisation managed with transparency, fairness and reliability; • Recognize and protect the rights and obligations of all Shareholders and stakeholders Currently, the Company has formed and owned Organs of Corporate Governance in TEMAS Line’s environment, such as General Meeting of Shareholders, Board of Commissioners, Board of Directors, Audit Committee, Internal Audit, Risk Management, Corporate Secretary, as well as Code of Ethics Charter, under the application of the following five principles: • Transparency To maintain objectivity in running the business, the Company provides material and relevant information in a way that is easily accessible and understood by stakeholders. The Company also takes an initiative to disclose not only issues required by laws and regulations, but also other important things for decision making by the shareholders and other stakeholders. • Accountability The Company is fully responsible for its transparent and reasonable performance, by managing the Company in proper and measurable way, and in accordance with the Company’s interests and the interests of shareholders and other stakeholders at the same time. • Responsibility The Company shall comply with laws and regulations, as well as carry out its responsibility toward society and environment so that the business continuity could bepreserved in the long run and the Company could earn recognition as a good corporate citizen. • Independency To facilitate the implementation of GCG principles, the Company shall be managed independently and professionally so that organs of the Company do not dominate each other and cannot be intervened by other parties. As a matter of fact, it has been implemented through appointment of Independent Commissioner as much as 30, establishment of Audit Committee and disclosure of affiliated relationship to public. • Fairness In carrying out its activities, the Company applies fair conduct and pays attention to the interests of shareholders and other stakeholders based on agreement, applicable legislation, and principles of fairness and equality. GOOD CORPORATE GOVERNANCE 62 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk General Meeting of Shareholders GMS C D EDF H I K DDLM EN O Q RTH F DTO IU D F V W GMS is the highest organ with highest authority in the Structure of Corporate Governance, as stated in Regulation No. 402007 on Limited Liability Companies and the Company’s Articles of Association. GMS can be conducted in the form of Annual GMS and Extraordinary GMS where necessary. Annual GMS is organized once in a year of which the meeting agenda should be announced 14 days before its providence. While Extraordinary GMS is carried out at any time when certain changes related with laws and regulations, accounting policies or other specific issues requiring common decision from all Shareholders beyond Boards of Commissioners and Directors’ authority. In 2016, the Company conducted Annual GMS for fiscal year of 2015 and Extraordinary GMS on April 27, 2016, in Indonesia Stock Exchange Building, with the resolutions as follows: Structure of Corporate Governance GMS Board of Director Internal Audit Corporate Secretary Audit Commitee Board of Commissioner 2015 Cash Dividend Rp47,580,951,000 from Net Income for Fiscal Year 2015 was distributed in Cash Dividend of Rp41.70 per share excluding tax. 10 of Net Income for fiscal year 2014 or Rp20,324,182,893 was distributed in Cash Dividend of Rp17.81 per shareexcluding tax. 2016 DESCRIPTION Cash Dividend policy Schedules of Notification, Announcement, Invitation, Execution and Submittance of GMS Resolutions Date of 11 March 2016 Date of 5 April 2016 Date of 21 March 2016 Date of 27 April 2016 Date of 29 April 2016 Submittance of written Notification of AGMS and EGMS Plans to OJK and IDX Announced in advertisementofBisnis Indonesia Daily and in the IDX’and Company’s website via e-Reporting to IDX and OJK Announced in advertisementofBisnis Indonesia Daily and in the IDX’and Company’s website via e-Reporting to IDX and OJK AGMS was conducted at 09.10–09.40 am in Cendana Room, Holiday Inn Hotel, 2ndFloor,Jl. Griya Utama Block B No. 1, Jakarta 14350 EGMS was conducted at 09.46–10.00 am in Cendana Room, Holiday Inn Hotel, 2nd Floor,Jl. Griya Utama Block B No. 1, Jakarta 14350 Announced in advertisementofBisnis Indonesia Daily and in the IDX’and Company’s website via e-Reporting to IDX and OJK 63 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Realization X YYZ [ v \] \ _ Z \`dfd g\`d[ [ ` hi j [ k Y \ lm n X p \ ] qiY [ Z` f [ Z ` hi fd n g\] l i \Z r u x z{ d g]p _ d | ` hi j [ k Y \ lm n } Yi Z \`d [ \] qiY [ Z` { ~ p Yi Z d n [ Zl qi Y[ Z` [ f ` h i [ \Z _ [ f j [ kk dn n d [ i Zn { \ _ j [ n [ ]d _\ ì_ Xp_dì_ d \ gd \] ~ `\ì k i `n [ f ` hi j [ k Y \ l \ _ ~ pn d _ d \Zd i n f[ Z f dn g\] l i \Z r u x z \ _ |Z \ ` _ d n g h \ Z | i \ _ Z i ] i \ n i [ f Zi n Y [ n d d]d `l \g pd` i ` _i g h \Z | i ` [ ` hi [ \Z_ n [ f d Z i g` [ Zn \ _ j [ k kd n n d [ i Zn [ f ` hi j [ k Y\ l f[ Z ` hi k \ \| i k i ` \ _ n pY i Z d n [ Zl \g`d [ n g [ _ pgì_ d fd n g\] l i \Z r u 15. n `\] dn h k i ` [ f ` hi pn i [ f ` hi j [ k Y \ lm n Z [ fd ` f [ Z ` hi fd n g\] l i \Z 2015 X YY [ d `k i ` [ f p] dg X g g [ p `\ ` ` [ g\ ZZl [ p` \p _ d`d | ` hi j [ k Y \ lm n fd \ g d \] n `\ ì k i `n f[ Z ` hi l i \Z 20 x { \ _ |Z \ ` \p` h [ Zd `l ` [ _i ì Zkd i ` hi p] dg X g g [ p `\ ` ’ n h [ [ Z \ Zdpk \ _ [ ` h i Z Zi pdZ i k i `n 1 X YY Z [ v i \ _ Z \`df l ` hi j [ k Y \ lm n X p\] R iY[ Z` f[ Z ` hi fdn g\] l i \Z r u x z{ d g]p _ d | ` hi j [ k Y \ lm n } Yi Z \`d[ \] qiY [ Z` { ~ p Yi Z dn [ Zl R iY[ Z` [ f ` hi [ \Z _ [ f j [ k kd n n d[ i Zn \ _ d \ gd\] ~ `\ì k i `n [ f r u x z \p _ dì_ l p] dg X g g [ p `\ ` dZk [ f pZ \ ` [ [ { ~ p | [ Z [ ~ pZ \ \n g [ `\d i_ d d`n Zi Y[ Z` [ \Z g h rr { 20 x { [ q j -610 ~ ~ 20 x d ` h f\dZ [ Y d d[ d \]] k\ì Zd \] Z i n Yi g`n { \ _ |Z \ ` _ dn g h \Z | i \ _ Z i ] i \n i [ f Z i n Y [ n dd ]d`l \g pd ` i ` _i g h \Z | i ` [ ` hi [ \ Z _ n [ f dZ i g` [ Zn \ _ j [ kk dn n d [ i Zn [ f ` hi j [ k Y \ l f[ Z ` h i k \ \| i k i ` \ _ n p Yi Z dn [ Zl \g`d [ n g [ _ pgì_ d f dn g\] l i \ Z 20 x z ` [ ` hi i ì_ ` h \` ` h [ n i \g`d [ n \Zi Z i f] i gì_ d ` hi X p \ ] qiY [ Z` X YY Z [ v i_ _ d Z i g`]l d ` hi ii `d |\ _ \]Z i \ _ l _ dn `Zdpì_ ` [ \]] ~ h \Zih [ ] _i Zn \g g [ Z_ d | ` [ ` hi Y Zi v \d] d | Z i |p]\`d [ n \n i_ [ ` hi i `ì Z [ f X YY Z [ v \] [ f ` hi [ \Z_ [ f j [ k k dn n d[ i Zn [ 004 } ~ q T TE-JKTX20 x _\ ì_ [ }g` [ i Z { r u x { X P pZ \ ` [ [ , ~ p |[ [ Z [ ~ pZ \ \ n ` hi \ YY [ d ì_ p] dg X g g [ p `\ ` X YY Z [ v i ` hi pn i [ f ` hi j [ k Y \ l m n i ` Y Z [ f d` f[ Z ` h i f dn g\] l i \ Z r u x z{ \n f[ ] ][ w n • X [ p` qY 7,580,951, u u u [ p] _ i _ i ]d i Z i_ d ` hi f[ Zk [ f j \n h d d _ i _n f[ Z ` hi _ dn `Zd p`d[ [ f x { 141,030, u u u n h \ Z i n [ Z i p\] ` [ qY 1. Yi Z n h \Z i i f[ Zi YZ i v \d ]d | `\ • T hi Z i k \d d | [ p] _ i \n Z i `\d i _ i \ Z d |n pn i_ ` [ d gZ i \n i ` h i j [ k Y \ lm n g\ Y \gd`l \ _ pn d i n n Y pZ Y [ n i n Z \ ` Y [ w i Z \ _ \p` h [ Zd `l ` [ ` hi [ \Z _ [ f d Z i g` [ Zn ` [ k \ i \ l i gi n n \Zl \g`d [ n d Z i n Y i g ` d` h ` hi \f[ Zi n \ d _ _i gd n d [ n { d g]p _ d | \ _ d g\ZZld | [ p` g\n h _ d d _ i _ _ dn pZn i k i ` d` h ` hi n g hi _p] i \ _ Y Z [ gi_ pZi \ n Zi pdZ i_ l \ YY ] dg\] i ] i |d n ] \`d[ n Z \ ` Y [ w i Z \ _ \p` h [ Zd `l ` [ ` hi j [ k Y \ lm n [ \Z _ [ f j [ k kd n n d[ i Zn ` [ \ YY [ d ` p] dg X g g [ p `\ ` d \p _ d `d | ` hi j [ k Y \ l m n f d \ gd \] n `\ ì k i `n f[ Z ` hi l i \Z i_i_ [ i gi k i Z x { 20 x { \ _ _i ì Zkd i ` hi \ k[ p ` [ f h [ [ Z \Zdpk \ _ [ ` hi Z Zi pdZ i k i `n f[ Z ` hi \ YY [ d ì_ p] dg X g g [ p `\ ` X YYZ [ v i_ _ d Z i g`]l d ` hi i i `d | Resolution No. Agenda 2 3 Resolutions of Annual GMS 2016 64 ¡ ¢£¤¥¦§ ¨ © 16 PT Pelayaran Tempuran Emas Tbk Realization Resolution No. Agenda ª «¬ «® ¯° ¯ °± ¬ ² « ² ³ °³ ´ ¯µ ® ¶ · ´¸´ ¹ ´ °º ³ ¬ ² « ´¸¸ ³ » ´°¼ «· ½ ³ ¬ ² « ®«® ¾«· ³ ½ ¬ ² « ¿ ³ ® À´°¹ Á · Â³ ´ º ³ ½ ¿ ³ ®® ¯ · · ¯ ³ °«· ´°º Â ³ ´ º ³ ½ ª ¯ «¼¬ ³ · Ã Â ´· «º ³ ° ¸ «¬¬ « ³ ½ ´À À ³ Ä ´¸ ½ ³ ® Å ¯ °¼ ¯À´¸ Æ ² ´ « ² ³ ¸º « · Ç ´ º ¾««° « x «¼ µ ¬ « º » ¯¬ ² ¬ ² « Â³ ´ º ³ ½ ¿ ³ ® ® ¯· · ¯³ °« · Á ´À À ³ Ä ´¸ • Determine the amount of honorarium and other allowances for all members of the Company’s Board of Commissioners for the fiscal year 2016 with the maximum amount of Rp2 billionand grant authority to the MajorityPrincipal Shareholders of the Company to determine the allocation of salaries and other benefits for each member of the Board of Commissioners from the aforesaid amount. • Grant authority to the Company’s Board of Commissioners to determine the salaries and allowances for the members of the Company’s Board of Directors for the fiscal year 2016. 4 Approval on the plan to sell and purchase capital goods investment capex fleets, gears, equipment, and other supporting facilities of the Company and Subsidiaries. Grant power andor approval of the Board of Directors’ andor Board of Commissioners’particular actions for transfer, purchase of vessel andor other actions, including granting of guarantee to third parties in the form of fixed assets related with the Company’s main activities. Approve the plan to sell and purchase capital goods investmentCapex fleets, gears, equipment, and other supporting facilities of the Company and Subsidiaries with the amount of Rp550 billion for the period from the decision made in the Meeting until the closing of the Company’s Annual General Meeting of Shareholders for the fiscal year 2016. Grant power andor approval of the Directors’ particular actions upon approval of the Board of Commissioners to be implemented for transfer, purchase of vessel andor other actions, including granting of guarantee to third parties in the form of fixed assets related with the Company’s main activities. All plans had been executed during 2016. Directly approved in the Meeting. No. 1 2 Resolutions of Extraordinary GMS 2016 Realization Resolution Agenda 65 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Attendance Percentage Meeting Attendance Position Name W ÈÉÊ ËÌÍ Î Ï ÐÉ Ñ ÒÓ Í Ô Ò ÕÐ ÖÍ ÉÊ ÎÉ × È É Ê ØÙ Ú Ô Û Ò ÜÍ Ý × Ð Ô Þ Ô Û × Ð ÒÛÉÝ ËÈ Ö Ö Ð × × Ð ÈÉÛ Ô ß É Ò Û à ÛÉ Ò Û ÉÝ Ë ÈÖÖ Ð × × Ð ÈÉÛ Ô ß É Ò Û à ÛÉ Ò Û ÉÝ Ë ÈÖÖ Ð × × Ð ÈÉÛ Ô á â á á â á á â á ãä ä ãä ä ãä ä BOARD OF COMMISSIONERS å ÌÛ æ È Ö à È × ÐÝÐ È É È Ú Ö Û Ö ç Û Ô× ÈÚ ÝÌÛ Ë ÈÖ à Í É èé × ê ÈÍ Ô Ò È Ú Ë ÈÖÖ Ð × × Ð ÈÉÛ Ô× Ð × Í × Ú ÈÙÙ È Ó× ë Duties and Responsibilities ê Í × Û Ò È É ì Û ÊÎÙ Í ÝÐ ÈÉ Ü È . 40 Year 2007 on Limited Liability Companies, Board of Commissioners is responsible for supervising the company and ensures that Board of Directors is able to run its duties, as well as continually observes the effective implementation of policy, performance and decision-making process undertaken by the Board of Directors in order to be aligned with shareholders’ direction. The Board of Commissioners’ duties and responsibilities are: Meeting Agenda and Board of Commissioners’ Recommendations In all meetings conducted in 2016, the Board of Commissioners has compiled several agendas and recommendations over the course of Temas Line operation, such as: a. a. To always evaluate the study of port services; b. Ships maintenance is based on good plan of maintenance system; c. To further extend market penetration; d. To improve services of quality, cost and delivery for customer satisfaction; e. To enhance the employees’ competence and professionalism. Meeting Frequency and Attendance During 2016, the Company’s Board of Commissioners has conducted regular meeting for 6 times with average attendance of 100, as the following details: Training Program The Board of Commissioners has not participated any training programs during 2016. The Board of Commissioners’ Guidelines and Code of Conduct The Company’s Board of Commissioners has carried out its duties based on the Board of Commissioners’ Decision No. 019DEKOM-SKEPTE-JKTXII13 regarding Stipulation of the Board of Commissioners’ Annual Work Program. 1. To supervise the implementation of the Board of Directors’ duties and responsibilities; 2. To address advises and inputs to the Board of Directors to ensure that the Company’s vision and mission are properly followed; 3. To direct, monitor, evaluate and actively be responsible in strategic planning process as well as its implementation due to mitigate the Company’s risks; 4. To review the application of Good Corporate Governance principles; 5. To secure the information disclosed to Shareholders and public Name Position Wong Chau Lin Edward Simangunsong Alfred Natsir President Commissioner Independent Commissioner Independent Commissioner 66 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk BOARD OF DIRECTORS As of the end of 2016, members of the Company’s Board of Directors has not changed with the following composition: Harto Khusumo Faty Khusumo Teddy Arief Setiawan Ganny Zheng President Director Managing Director Operational and Commercial Director Finance Director Name Position Scope and Responsibility of the Members of Board of Directors The Company’s Board of Directors has duties and responsibilities to lead, manage and take control of the Company to be in line with Company’s directions, objectives, and Corporate Vision-Misson, and also to formulate strategic, well-planned and integrated measures in order that the Company can operate efficiently and effectively. Until the end of 2016, the Company’s Board of Directors consists of four members with respective duties and authorities as follows: President Director Currently, the Company’s President Director is Harto Khusumo, with duties and authorities as follows: 1. To be responsible to lead and manage the entire business operatons along with other Directors; 2. To significantly involve in making strategic decisions for the Company’s advancement; and 3. To legally act on behalf of the Company toward third parties, including to Shareholders. Managing Director The Company’s Managing Director is currently assigned to Faty Khusumo who has duties and authorities as follows: 1. To be responsible in operational management of the Company to achieve optimal results; 2. To coordinate all organization functions to maintain and improve Company’s market share as well as to achieve financial performance targeted; 3. To prepare Company’s Business Plan internally; 4. To establish the shipping line and properly manage the vessels for respective routes; 5. To develop Company organization and improve HR performance; and 6. To optimize the fleet management and other productive assets. Finance Director The Company’s recent Finance Director is Ganny Zheng who has duties and authorities: 1. To establish strategic planning in finance to support operational performance; 2. To manage financial performance effectively and efficiently; 3. To find sources of funding for the Company’s financial needs effectively and efficiently. Operational and Commercial Director Currently,Teddy Arief Setiawan is positioned as Operational and Commercial Director with duties and authorities as follows: 1. To be responsible for excellent performance of all branch offices and agents; 2. To develop effective and efficient standard operation to deliver customer satisfaction; 3. To secure Company’s position against potential claims by ensuring excellent business performance and staying compliant with proper standard procedures; 4. To supervise vessel operations, port activities and other related activities; and 5. To develop pricing strategy for all services offered to customers Board of Directors’ Meeting Board of Directors’s Meeting is a forum for all Directors’ members to coordinate and report their respective responsibilities and duties. Any issues of the Company require mandatory policies and strategic decisions shall also be discussed through Directors’ meeting. To conduct meetings of all members of the Board of Directors, the schedules were at any time if deemed necessary by one or more members of the Board of Directors, or upon written request from one or more Shareholders who commonly represent 110 or more of the total share amount with legal voting rights. President Director is entitled to lead every meeting, or in term of any absent of President Director, Managing Director shall be entitled to lead the meeting. The decisions in the meeting are taken with deliberation for consensus or by voting if not reached the consensus, on the basis of agreed votes of more than half the number of valid votes in the meeting. 67 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk In the meetings above mentioned, some major decisions have been made, as follows: 1. Opening 7 new routes, namely Timika, Merauke, Serui, Kumai, Sampit, Malahayati, and Tual; 2. Increasing the number of containers; 3. Conducting rejuvenation and increasing the number of fleets consisting of 4 new ships and 3 used ships; 4. Adding supporting facilities for the Company’s main activities in the form of heavy equipment and land for Container Terminal. Joint Meeting The Boards of Commissioners and Directors convene joint meeting in order to optimize the application of Corporate Governance and monitoring the Company operations run by the Board of Directors so that its management remains in accordance with best practices. The agenda and conditions of joint meeting include: 1. Joint meeting is organized at least once a month attended by all members of the Boards of Commissioners and Directors; 2. Every agenda of joint meeting should discuss the Company’s progress, evaluation and recommendations required to anticipate and overcome the problems; 3. Strategic decisions requiring approval of the Board of Commissioners will be discussed in an ad hoc meeting. Attendance Percentage Attendance Position Name Harto Khusumo Faty Khusumo Ganny Zheng Teddy Arief Setiawan President Director Managing Director Financial Director Financial and Commercial Director 1414 1414 1414 1414 100 100 100 100 Wong Chau Lin Edward Simangunsong Alfred Natsir Harto Khusumo Faty Khusumo Ganny Zheng Teddy Arief Setiawan President Commissioner Independent Commissioner Independent Commissioner President Director Managing Director Financial Director Financial and Commercial Director 1313 1313 1313 1313 1313 1313 1313 100 100 100 100 100 100 100 During 2016, joint meetings of the Boards of Commissioners and Directors have been held with the following frequency of attendance: Training Program Throughout 2016, members of the Board of Directors have not participated any training programs. In addition to official meetings, the Board of Directors may also hold informal meetings if necessary, with the invitation and minutes meeting sent through email to each of Directors’ members. During 2016, annual meetings of Board of Directors have been conducted for 14 times. The following table describes the frequency and attendance of Board of Directors’ members at Directors’ meetings during 2016: Attendance Percentage Attendance Position Name 68 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Assessment on the Board of Directors’ Performance í îï ðñò óô õ ö î ô ÷ ø ïùúõ ï ø ûîï üýú û ïýúô ñ ù ó ï ý ùñýòô õüï ï þ ô ÿ a ô û ú ñõ ùñý ûîï o ñ ô ý ø ñ ù dúý ï ü û ñý÷ ò ï ò ïý÷ ô ÷ ïø ñ õ óïý ù ñýòô õüï û ô ý g ïû ÷ ÷ û ô û ïø úõ ûîï ò ô õô g ï ò ïõ û üñ õ û ý ô ü û ô ÷ ï ÿ ÿ ô ÷ ûîïúý üñò òú û ò ïõ û ú õ ù a ÿ ùúÿ ÿúõ g S îô ý ïî ñ ÿ øïý÷ øúý ï ü û ú ñõ÷ e Eô ü î ñù d ú ý ï ü û ñý÷ ÷ îô ÿ ÿ ÷ ú gõ ûîï òô õô gïò ïõ û üñõ û ý ô ü û ô û ûîï û úò ï ñ ù ô ó óñúõ û ò ïõ û ô õ ø ú û úÿÿ ï ï þ ô ÿ a ô û ïø ô õõ a ô ÿÿ ö . Whereas, the Board of Directors’ performance will be evaluated annually by Shareholders in GMS based on defined criteria of performance evaluation. Formal evaluation criteria are presented openly to the Board of Directors since their appointment. The criteria include their attendance in meetings, contributions in the process of decision-making, involvement in specific assignment, commitment in advancing the Company’s interests, and fulfillment to defined performance targets. Evaluation results of entire performance of Board of Directors and individual Directors will become the material of evaluation in determining remuneration scheme for the Board of Directors. Remuneration Policy for the Board of Directors Remuneration for the Board of Directors established under Regulation No. 402007 on Limited Liability Companies and Paragraph 13 Article 6 of the Company’s Articles of Association stating that remuneration and other benefits for all members of the Board of Directors are designated through General Meeting of Shareholders, and the authority may be delegated by GMS to the Board of Commissioners based on prevailing regulations. Therefore, based on the Company’s GMS results on April 27, 2016, policy on remuneration and other benefits for the Company’s Board of Directors was authorized toward the Company’s Board of Commissioners. Assessment on the Board of Commissioners Assessment process toward the Board of Commissioners’ performance is conducted annually through GMS mechanism by Shareholders. The main objective of performance assessment is to increase the effectiveness of Board of Commissioners’ work program. In general, the performance of Board of Commissioners is assessed based on the duties and obligations set forth in applicable regulations in the Company’s Articles of Association. Formal evaluation criteria are presented openly to the Board of Commissioners since their appointment. Whereas, individual evaluation criteria include the attendance in meetings, contributions in the process of decision-making, involvement in specific assignment and commitment in advancing the Company’s interests. Evaluation results of entire performance of Board of Commissioners and individual Commissioners are inseparable part in determining remuneration scheme for the Board of Commissioners. Remuneration Policy for the Board of Commissioners Remuneration for the Board of Commissioners is established under Regulation No. 402007 on Limited Liability Companies, Paragraph 10 Article 4 and Paragraph 13 Article 6 of the Company’s Articles of Association stating that remuneration and other benefits for all members of the Board of Commissioners are designated through General Meeting of Shareholders. Based on the Company’s GMS results on April 27, 2016, total remuneration for all 3 three members of TEMAS Line’s Board of Commissioners for the year 2016 was Rp2 billion, with the remuneration consisting of honorarium, tantiem, and allowances. Yes No Yes No Yes No Affiliation Controling Shareholders Name Wong Chau Lin President Commissioner Edward Simangunsong Independent Commissioner Alfred Natsir Independent Commissioner Harto Khusumo President Director Faty Khusumo Managing Director Teddy Arief Setiawan Commercial Director Ganny Zheng Finance Director The Board of Commissioners Table of Affiliation The Board of Directors 69 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk AUDIT COMMITTEE A u tablished under the Board of Commissioners functioning to help supervising the management of the Company. Audit Committee’s members are appointed and dismissed by the Board of Commissioners, and carrying out its functions based on the Company’s Board of Commissioner Decree No. 010DEKOMSKEPTE-JKTVI14 and Charter of Audit Committee No. 018DEKOMSKEPTE-JKTXII13 containing vision and mission, authority, also duties and responsibilities of Audit Committee. Profile of Audit Committee The Company’s Audit Committee has three members consisting of 1 Chairman and 2 independent members. For the period of 2016, the composition of Audit Committee’s membership is : Currently, Chairman of the Company’s Audit Committee is assigned to Edward Simangunsong who has served since June 18, 2009. Edward Simangunsong’s profile can be found on the profile of Board of Commissioners. Alfred Natsir has served as Audit Committee member since Juni 6, 2014. He is also the Company’s Independent Commissioners, so his profile can been found on the profile of Board of Commissioners. The other member is Ardi Dharmono who has served since November 15, 2015. He completed his study at Engineering Academy of Surabaya, Faculty of Civil Engineering in 1976, with experience of more than 20 years in banking. Duties and Responsibility of Audit Committee In general, duties and responsibilities of Audit Committee is: 1. To provide independent professional opinions to the Board of Commissioners regarding the report submitted by Board of Directors; 2. To identify all matters concerned with financial statements, internal control, compliance level toward regulations, as well as potential frauds over the decisions made by Board of Directors, and other issues related with Company’s operational performance; 3. To implement principles of Good Corporate Governance Executive Report of Audit Committee Activities Throughout the year 2016, Audit Committee has executed its duties and responsibilities in assisting the Board of Commissioners’ work program for the implementation of supervisory function and GCG application, including: 1. Review of monthly financial information 2. Review of monthly operationalactivities related to the results and management 3. Selection and appointment of Independent Auditor 4. Supervision over the effectiveness of internal control 5. Discussion of risk management 6. Supervision over the compliance with regulation and legislation, and review of the implementation of Good Corporate Governance and Risk Management Meeting of Audit Committee The Company’s Audit Committee has conducted several internal meetings as an implementation of its duties and responsibility and to discuss their executed supervisory functions. In the meetings of Audit Committee, some agenda and recommendations resulted were as follows: • Review on current SOP and policies • Need for questionnaire to managers on understanding their role and functions. • Need for mentoring to each manager and head candidate of new branch Period Legal Appointment Position Name Edward Simangunsong Alfred Natsir Ardi Dharmono Chairman Mamber Mamber Decree of the Board of Commissioners No. 011DEKOM-SKEP TE-JKTXI15 16 November 2015 – GMS of 2018 Meetings of Audit Committee Percentage Attendance Position Name Edward Simangunsong Alfred Natsir Ardi Dharmono Chairman Member Member 1212 1212 1212 100 100 100 70 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Other Committees under the Board of Commissioners T h y h t t tt ee of which its functions carried out by the Board of Commissioners. CORPORATE SECRETARY Corporate Secretary has an important role in facilitating communication among organs of the Company, relationship between the Company and stakeholders, and compliance with legislation and regulations. Corporate Secretary has the mission to establish, develop, direct and formulate strategy in the implementation of Investor Relation and Corporate Communication, Good Corporate Governance and corporate secretarial administration, while paying attention to the Company’s Code of Conduct and Corporate values. The establishment of Corporate Secretary has been carried out since July 2003 at a time when the Company transformed into public company. The appointment by Board of Directors has been in accordance with Regulation of Financial Services Authority Number: 35POJK.042014 about Corporate Secretary of Issuers or Public Companies. In 2016, Corporate Secretary of TEMAS Line was assigned to Marthalia Vigita. She is Indonesian citizen, 37 years old. Served as Company’s Corporate Secretary since June 6, 2014, based on Decree of Board of Directors No. 019LGLS.Kep-DIRTE-JKT VI14 on June 6, 2014. Marthalia holds Bachelor’s degree in Financial Management, University of 17 Agustus 1945, Jakarta. She joined PT Pelayaran Tempuran Emas, Tbk. in 2003 as Secretary to Director and Commissioners until 2011, then served as Assistant to Corporate Secretary 2011-2013. Prior to join the Company, Marthalia Vigita served as Secretary to Director of PT Intraco Penta, Tbk. 2000-2003. Duties and Responsibilities of Corporate Secretary The Corporate Secretary’s duties and responsibilities are: 1. To keep updated with Capital Market development, particularly regarding with Capital Market regulations; 2. To disseminate information of the Company’s condition to public investors; 3. To provide inputs to Board of Directors to meet the conditions of Capital Market; 4. To be a liaison between the Company with Capital Market and public; 5. To prepare a special list of the Boards of Directors and Commissioners, both within Registered Company and its affiliates. 6. To be responsible for organizing General Meeting of Shareholders GMS; 7. To deliver reports of compliance, such as information disclosure of the Company’s activities, financial statements, and annual reports to OJK and Indonesia Stock Exchange. Marthalia Vigita Corporate Secretary 71 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Implementation of Duties of Corporate Secretary in 2016 I , s v + v s b - . s etary during 2016 are as follows: 1. Delivering information disclosure to the Public via online web reporting of the Indonesia Financial Services Authority and Indonesia Stock Exchange, which is also displayed in the website of Stakeholders Information section, such as: a. Information disclosure regarding the Signing of MoU in Cooperation of Pendulum Service on Time Schedule, on February 16, 2016. b. Information disclosure about Delivery of New Building Vessel KM Teluk Mas on February 16, 2016. c. Information disclosure about Delivery of New Building Vessel KM Kisik Mas on February 22, 2016. d. Information disclosure about the Sale of Vessel KM Lagoa Mas on March 17, 2016. e. Information disclosure about the Purchase of two New Vessels WZ 106 and WZ 107 on April 6, 2016. f. Information disclosure about the Signing Agreement of 2 units of New Vessels WZ 108 and WZ 109 on June 2, 2016. g. Information disclosure about Particular Shareholders on the purchase of shares by the Company’s Director Teddy Arief Setiawan on August 3, 2016. h. Information disclosure about the purchase of 1 Unit of Used Vessel KM Larentia on September 21, 2016. i. Information disclosure of Particular Shareholder on the sale of shares by the Company’s Director Teddy Arief Setiawan on October 21, 2016. j. Information disclosure about the purchase of 1 Unit of Used Vessel KM Conti Emden on November 9, 2016. k. Information disclosure about the purchase of land in Kalianak Surabaya, on December 23, 2016. 2. Delivering Periodic Reports to the Indonesia Financial Services Authority and Indonesia Stock Exchange on time, including: a. a. Report of the shareownership of the Boards of Directors, Commissioners and Shareholders above 5 every month b. Financial Statements as of 31 December 2015 audited c. Financial Statements as of 31 March 2016 unaudited d. 2015 Annual Report e. Financial Statements as of 30 June 2016 unaudited f. Financial Statements as of 30 September 2016 unaudited The submission of the periodic reports is by online through the website of OJK and IDX, and also displayed on the Company’s website. In addition to electronic submission, our periodic reports are also submitted in hardcopy to OJK and IDX. 3. Corporate Events Meetings in 2016, such as: A. Organizing General Meeting of Shareholders and Public Exposure: a. Submitting notifications of AGMS EGMS to OJK and BEI b. Publishing Ads of Notice, Invitation, and Meetings’ Decisions in Bisnis Indonesia Daily c. Preparing General Meeting’s agenda, also scenarios and list of events of GMS d. Coordinating with Notary for drafting Minutes of Meetings e. Submitting Plans and Timetable, Contents, and Results of Public Exposure to the Indonesia Financial Services Authority and Indonesia Stock Exchange f. Executing the GMS on April 27, 2016, venued in the Holiday Inn Hotel, Kemayoran, Jakarta g. Submitting Minutes of Meetings of Annual General Meeting of Shareholders Deed No. 132 and Minutes of Extraordinary General Meeting of Shareholders Deed No. 133 to the Indonesia Financial Services Authority and Indonesia Stock Exchange h. Publishing the schedule and procedure of dividend distribution for the year 2015 i. Coordinating with Share Registrar and Indonesian Central Securities Depository for the execution of Dividend distribution. B. Signing MOU of Route S4 Sea Toll on February 12, 2016, in Borobudur Hotel C. Conducting the 29th Anniversary of Temasline, located in the Head Office Jakarta, on September 17, 2016 72 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk R 012 3 4 5 678 09 : ; 6 5 3 8 3 0 = 8 6 ? C : 8 B1 D 6780 3 8 B B: D1 = 8678 0 6 4 esults of Joint Meeting of the Boards of Directors and Commissioners. During 2016, the Boards conducted 13 meetings. B. Conducting joint meetings of the Audit Committee and Internal Audit C. Conducting management meeting on April 28, 2016 4. Carrying out Corporate Social Responsibility. 5. Conducting Corporate Rating by PT PEFINDO, with the rating of “Single A” for the period of 1 September 2016 – 1 September 2017.The given rating is based on the data and information of unaudited financial statements as of June 30, 2016, and audited financial statements as of December 31, 2015. Training for Corporate Secretary During 2016, Corporate Secretary did not participate any training programs, but has attended several seminars organized by OJK and IDX as well as some socializations related to Capital Market regulations. Date Organizers Training No 1 2 3 4 5 CSR Talks for Leaders Sosialisasi Program AEI dan Issuer Gathering Quality Empowerment System Konsolidasi Laporan Keuangan dan Sistem Pelaporan Keuangan Workshop Keterbukaan Informasi atau Fakta Material, Transaksi Afiliasi, Transaksi Material, Pengungkapan Tata Kelola Emiten BEI Asosiasi Emiten Indonesia Asosiasi Emiten Indonesia Otoritas Jasa Keuangan Total Quality Indonesia 1 Februari 2016 1 Juni 2016 23-24 September 2016 27 Oktober 2016 16 November 2016 INTERNAL AUDIT The Company has undertaken the establishment of internal audit early in 2010 through Board of Commissioners’ Approval Letter No. 002BLGL SP-KOMTE-JKTI10 and Decree of Directors No. 002CLGLSKEP-DIRTEJKTI10.Based on these decrees, Board of Commissioners has the right and responsibility to appoint and dismiss theChairman of Internal Audit, who will then form teamwork to carry out the unit’s duties and responsibilities professionally and independently. Position of Internal Audit The membership of Internal Audit Unit is appointed and dismissed by and responsible directly to President Director, based on Decree of Directors No. 094LGLS.Kep-DIRTE-JKTVIII13 dated on August 26, 2013, related to Organization Structure of the Company. Profile of Head of Internal Audit Head of Company’s Internal Audit Unit is currently assigned to Susan Natalia, Indonesian citizen, 30 years old. She has been Head of Internal Audit Unit since September 2, 2013, after previously served as the Company’s Internal Auditor since September 2012. Susan Natalia holds Bachelor of Accounting from Catholic University of Atmajaya, Jakarta. Prior to joining the Company, she served as Auditor at Ernst Young Indonesia 2010-2012, and Internal Auditor on PT Karya Inti Petroleum 2012. To maintain its independence and objectivity, the Company’s Internal Audit Unit consisting of 3 members has no affiliation with Boards of Commissioners and Directors, or Shareholders of the Company 73 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk FGHJ KL MN 16, the duties and responsibilities of Internal Audit Unit can be outlined as follows: 1. Planning and draftingthe Annual Internal Audit Program; 2. Examining and evaluating the implementation of internal control and risk management systems in accordance with the Company’s policy; 3. Conducting examination and assessment on the efficiency and effectiveness in the areas of finance, accounting, operations, human resources, marketing, information technology, as well as special examinations assigned, including auditing on work flow if possible; 4. Making reports of audit results and submitting to President Director, the Board of Commissioners and Audit Committee; 5. Monitoring and evaluating over the audit findings, and providing advice or recommendations of improvementin conducting the Company’s activities to all levels of Management; 6. Visiting to the Company’s branches andor ships, either as a routine visit or sudden inspection; 7. Monitoring safety procedureson the Company’s treasures and interests in order to be implemented properly, by way of checking the correctness and accuracy of bookkeeping data and completeness of supporting documents, either by random sampling or comprehensive examination; 8. Maintainingthe confidentiality of the data examined and information obtained, and reserved only for the purposes of audit examination; 9. Providing monthly reports to Audit Committee periodically on the implementation of audit activities performed; 10. Providing evaluation of independent auditresults, maintaining the confidentiality, which can only be accessed by Management, Audit Committee, Public Accountant or other parties with the Management’s approval; 11. Drafting programme in order to evaluate the quality of the performing internal audit activities. PUBLIC ACCOUNTANT The Company has assigned KAP Purwantono, Sungkoro Surja as the Company’s Public Accountant based on Appointment Letter No. 119 SRTCORPSEC TE-JKTX2016 and Approval Letter of the Board of Commissioners No. 004DEKOM- SRTTE-JKTX2016 dated on October 7, 2016, to carry out auditing on the Company’s 2016 Financial Statements, with the fee amount of Rp1.1 billion excluding VAT. Beside duties and responsibilities as agreed, the Company’s Accountant provides no other services. RISK MANAGEMENT In each operational activity, the Company cannot avoid the incidence of business risks. However, the existence of potential risks is still manageable and the Company has a system of risk management that includes identification, evaluation and control of risks that might threaten the sustainability of Company’s business activity. By 2016, the Company has identified some possible risks that might arise and affect the growth of TEMAS Line. The risks are divided into two categories, namely operational risks and economy risks, with the following descriptions and countermeasures: Operational Risks • Fleet Risk Fleet damages are strongly influencing the Company’s operational continuity. Therefore, the Company strives to carry out maintenance, repair and docking of all vessels periodically. In this case, the Company has been working with Jurong Shipyard in Singapore and Triwarako Utama in Jakarta. • Accident Risk Risk of ship accident can lead to material losses for the Company. Therefore, the entire Company’s fleet has been equipped with Shipping Insurance. • Fuel Risk Significant increase in fuel price would be a negative impact on Company’s finance. To anticipate, the Company will continue its rejuvenation program by selling inefficient and ineffective ships and replacing them with the ones specially designed for operating in Indonesian sea and fuel-efficient. 74 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Economy Risks • Bank Interest Risk O PQ U V W X V YP Z W P [ Y P \ V U V X \ U W \ V X ] W X W YU VQ \ Yi_ W Q \ `P Q ` X \X Y PQ U V W X Vb c ] V f ` i _ W Pjk X X \U W \ V l YQ V m m ` U\ \ ` i W P W l V n ` W P YX PVl ` \Y W \Y P l with the bank and if necessary by conducting debt restructuring. • Credit Risk Losses can arise if customers fail to fulfill their obligations in the agreed contract. Therefore, the Company strives to establish good relationship with credible customers and continues to periodically monitor accounts receivable collectability. • Industrial Risk Marine transportation industry strongly depends on economic growth. As the anticipation, the Company continues to develop marketing strategies and seizes opportunities in wider areas necessary for equitable distribution logistics. • Inflation Risk Rising prices in general will lead to the rise in price of spare parts and in operating costs. Therefore, the Company strives to apply efficiency in all operational lines. The Company applies risk management system through several strategic measures, such as: 1. Active supervision by Boards of Commissioners and Directors; 2. Implementation effective and efficient policy procedures; 3. Supervision under reliable information technology system; 4. Proper insurance coverage for ship problems. The Company always evaluates and reviews risk management system to ensure its effectiveness every 3 months through periodic meetings between the Company’s Board of Directors and Board of Commissioners. INTERNAL CONTROL SYSTEM Reliable Internal Control System ICS should be established and applied in order to protect the Company’s property and performance, and also to meet regulations. To carry out ICS activities, Board of Directors has formed an Internal Control Unit and placed it evenly on each layer of human resources to improve an effective, efficient, and thorough work system at TEMAS Line. During the year 2016, Internal Control Unit has carried out its duties in assisting the Board of Directors by ensuring the Company’s achievement and business continuity, and is responsible for: 1. Conducting evaluation on implementation of Company’s initiatives; 2. Providing advices to improve effectiveness of risk control process; 3. Conducting evaluation on Company’s compliance toward GCG implementation, applicable regulations and legislations; and 4. Facilitate better audit implementation by external auditor. Legal Disputes During 2016, the Company dealt with two cases and lawsuits between the Company and PT Multi Diesel Services MDS, and between the Company and Mr. Setyo Hartono Commissioner of PT Senopati Samudera Perkasa. Until the completion of this Annual Report, both cases are still in judicial process. Both cases have no material impact on the Company’s operational continuity. Information Of Administrative Sanction The Company also did not receive administrative sanction in any forms throughout 2016, so that relevant discussion is not necessarily presented. Access To Corporate Information And Data To provide easy way for all stakeholders to receive Corporate information, TEMAS Line is constantly working to provide information updates about the Company, both through annual reports as well as official website of www.temasline.com. In addition, the Company also continuously provides E-Reporting to Indonesia Financial Services Authority and Indonesia Stock Exchange IDX in accordance with prevailing policies and regulations. Other stakeholders, such as customers, prospective customers, or business partners and all those who want to get more information about the Company, can also contact Corporate Secretary via: Email : corp.sectemasline.com Mail : Head Office Jakarta, Jl. Yos Sudarso Kav. 33, Sunter Jaya, Tanjung Priok, Jakarta 14350, Phone : 62-21 430 2388, Fax: 62-21 4393 8658. 75 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 76 pq rwxq z { q | } zq z ~ PT Pelayaran Tempuran Emas Tbk Whistleblowing System f egularities. In the mean time, the task force consists of the members of Internal Audit Unit to investigate any reports of irregularity indications. According to guideline of whistleblowing system, any form of reporting, evidence of violence, and informant identity will be secured and protected against various possibilities of intervention or threat risk. However, during the year 2016 the Company did not receive any reports related to violences or activities containing elements of fraud or irregularities. 76 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 77 ¡¢£ ¤ ¥ ¦ §¤ ¤ ¨ ©ª « PT Pelayaran Tempuran Emas Tbk 77 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk CORPORATE SOCIAL RESPONSIBILITY It has been our goals to not only base our working ethics on business matters but also we have strong emphasis to create a great benefits for our society welfare. 78 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 79 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk ¬ ®¯° ± ²³´ µ ´ ¶ ® ·¸ ¹ º » ²³´ ¼ ½ ¾¿¶ ° µ has became an integral part inits operationalsurrounding environment. Therefore, the orientation of the Company’s performance is not only for the business interests, but also aiming to create great benefits for the surrounding welfare, providing more valuesto all stakeholders, and maintaining local environment preservation. The Company’s commitment to the community through the implementation of varied CSR programs becomesan effective means in providing contributions continuously and accountably to all stakeholders, whether to the employees, consumers, shareholders, communities and environment. The Company’s annualCSR program activities include education, social, and welfare programs, and also responsibility to the employment. For the year 2016, the Company has allocated a total of Rp558 million in various forms of CSR activities as follows: CORPORATE SOCIAL RESPONSIBILITY • Community Development 1. Distribution of basic needs for local community around the Company at Kebon Bawang Village, North Jakarta; 2. Social Service to the elderly in Pemalang; 3. Participated in Eid al-Adha feast in the neighborhood around the Company’s depot 4. Participated in the event of Social Service Operation of Surya Baskara Jaya,Indonesian Navy,in Tablasupa Village, Jayapura 5. Donations to “Himpunan Peduli Kasih untuk Mimika” • Responsibility to Employment Highly dedicated, reliable and professional human resources becomes the main asset for the Company’s increasing business growth. Therefore, the demand for maximum performance of all Company’s employees should be coupled with efforts to improve manpower quality, includingthe increase of employees’ welfare in accordance with employment regulations. To realize it, the Company has established a policy regarding provision of labor wages at the level of ProvincialRegional minimum wage based on Regulation of the Governor of DKI Jakarta No. 123 Year 2013 on Regional Minimum Wage in DKI Jakarta, and regulations on Regional Minimum Wage in the regions of each branch. 80 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk Wage policy is also based on decision of Board of Directorsand imposes wage and salary adjustments in line withperformance level of employees, and based on comparativewage system in related industry. In addition to salary,various allowances and other facilities are also provided inorder to improve employee performance, including: 1. Health and insurance facilities through BPJS or otherprivate insurance providers, 2. Employment coverage through BPJS Employmentprogram, including Provident Fund Benefit, Work-Related Accident Benefit and Death Benefit, 3. Housing for employees, 4. Small mosque for Moslem employees, 5. Sport activities, 6. Provision of nutritious and hygienic lunch, and 7. Holiday allowances. The Company continues to always pay attention toemployees’ welfare and their rights in order to encouragethem to perform effectively and productively in achievingthe Company’s vision and mission. The Company’s fullattention also lies on gender equality, provision of trainingand development evenly across all employee levels,career improvement, and granting remuneration withoutdiscrimination, including provision of special leave foremployees who are about to give birth or other specialleave permits according to applicable regulations. 81 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 82 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk THIS PAGE IS INTENTIONALLY LEFT BLANK 83 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk BOARD OF DIRECTORS Teddy Arief Setiawan Director Faty Khusumo Director Ganny Zheng Director BOARD OF COMMISSIONERS Wong Chau Lin President Commissioner Alfred Natsir Independent Commissioner Edward Simangunsong Independent Commissioner Harto Khusumo President Director STATEMENT OF RESPONSIBILITY OF BOARD OF COMMISIONERS AND DIRECTORS CONCERNING THE 2016 ANNUAL REPORT OF PT PELAYARAN TEMPURAN EMAS TBK We, the undersigned declare that all information in the 2016 Annual Report of PT Pelayaran Tempuran Emas Tbk has been completely stated, and are responsible for the validity of this Annual Report of the Company. We hereby affirm that this statement is made in solemn and conscientious acknowledgment. 84 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk LAPORAN KEUANGAN KONSOLIDASIAN CONSOLIDATED FINANCIAL STATEMENTS 85 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 86 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk THIS PAGE IS INTENTIONALLY LEFT BLANK 87 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk PT Pelayaran Tempuran Emas Tbk dan ent it as anaknya and it s subsidiaries Laporan keuangan konsolidasian tanggal 31 Desember 2016 dan unt uk tahun yang berakhir pada t anggal t ersebut besert a laporan audit or independen Consolidat ed financial stat ement s as of December 31, 2016 and for the year t hen ended with independent audit ors’ report 88 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 89 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 90 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 91 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk 92 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk The original consolidated financial statements included herein are in the Indonesian language. Catatan atas laporan keuangan konsolidasian terlampir merupakan bagian yang tidak terpisahkan dari laporan keuangan konsolidasian secara keseluruhan. The accompanying notes to the consolidated financial statements form an integral part of these consolidated financial statements taken as a whole. 1 PT PELAYARAN TEMPURAN EMAS Tbk DAN ENTITAS ANAKNYA LAPORAN POSISI KEUANGAN KONSOLIDASIAN Tanggal 31 Desember 2016 Disajikan dalam rupiah PT PELAYARAN TEMPURAN EMAS Tbk AND ITS SUBSIDIARIES CONSOLIDATED STATEMENT OF FINANCIAL POSITION As of December 31, 2016 Expressed in rupiah 31 Desember 2016 Catatan 31 Desember 2015 December 31, 2016 Notes December 31, 2015 ASET ASSETS ASET LANCAR CURRENT ASSETS Kas dan setara kas 32.967.646.232 2c,2p,4,38,39 24.430.338.156 Cash and cash equivalents Piutang usaha 2p,5,38,39 Trade receivables Pihak ketiga - neto 134.699.876.942 13,19 172.707.435.021 Third parties - net Pihak berelasi 1.854.320.785 2d,35 2.459.400.189 Related party Piutang lain-lain 3.446.847.962 2p,6,38,39 6.648.655.466 Other receivables Persediaan - neto 47.074.615.432 2e,8,13,19 22.908.822.963 Inventories - net Biaya dibayar dimuka 4.800.354.823 2f,9 4.334.772.366 Prepaid expenses Pajak dibayar dimuka 35.435.765.613 2o,18 27.717.676.038 Prepaid taxes 2c,2p,7,37a, Aset keuangan lancar lainnya 870.460.896 38,39 913.671.550 Other current financial assets Aset lancar lain-lain 14.498.437.923 10 9.031.490.576 Other current assets TOTAL ASET LANCAR 275.648.326.608 271.152.262.325 TOTAL CURRENT ASSETS ASET TIDAK LANCAR NON-CURRENT ASSETS Aset pajak tangguhan - neto 60.576.695.129 2o,18 25.162.538.201 Deferred tax assets - net 2g,2h,2i,2u,11, Aset tetap - neto 2.166.137.439.420 13,19,20,21 1.458.799.630.538 Fixed assets - net Taksiran tagihan pajak - 2o,18 1.869.704.033 Estimated claim for tax refund Aset tidak lancar lainnya 23.299.878.632 2f,12 25.076.740.092 Other non-current assets TOTAL ASET TIDAK LANCAR 2.250.014.013.181 1.510.908.612.864 TOTAL NON-CURRENT ASSETS TOTAL ASET 2.525.662.339.789 1.782.060.875.189 TOTAL ASSETS 93 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk The original consolidated financial statements included herein are in the Indonesian language. Catatan atas laporan keuangan konsolidasian terlampir merupakan bagian yang tidak terpisahkan dari laporan keuangan konsolidasian secara keseluruhan. The accompanying notes to the consolidated financial statements form an integral part of these consolidated financial statements taken as a whole. 2 PT PELAYARAN TEMPURAN EMAS Tbk DAN ENTITAS ANAKNYA LAPORAN POSISI KEUANGAN KONSOLIDASIAN lanjutan Tanggal 31 Desember 2016 Disajikan dalam rupiah PT PELAYARAN TEMPURAN EMAS Tbk AND ITS SUBSIDIARIES CONSOLIDATED STATEMENT OF FINANCIAL POSITION continued As of December 31, 2016 Expressed in rupiah 31 Desember 2016 Catatan 31 Desember 2015 December 31, 2016 Notes December 31, 2015 LIABILITAS DAN EKUITAS LIABILITIES AND EQUITY LIABILITAS JANGKA PENDEK CURRENT LIABILITIES Utang bank jangka pendek 156.500.000.000 2p,13,38,39 85.800.000.000 Short-term bank loans Utang usaha 2p,14,38,39 Trade payables Pihak ketiga 106.706.790.609 92.529.990.088 Third parties Pihak-pihak berelasi 1.500.700.727 2d,35 2.775.754 Related parties Utang lain-lain 161.574.813 2p,15,38,39 535.819.094 Other payables Beban akrual 10.204.874.599 2p,16,38,39 10.270.705.550 Accrued expenses Utang pajak 7.683.968.483 2o,18 5.146.554.379 Taxes payable Pendapatan diterima dimuka 7.876.709.142 2l 1.335.187.796 Unearned revenues Bagian pinjaman jangka panjang yang jatuh tempo dalam waktu Current maturities of satu tahun 2p,38,39 long-term debts Utang lain-lain - pihak berelasi 44.000.000.000 2d,19,35 59.318.500.000 Other payables - related party Utang bank 183.798.741.082 19 96.691.360.000 Bank loans Loan payable to Utang lembaga keuangan 47.391.160.528 19 40.104.345.778 financial institution Utang sewa pembiayaan 30.616.151.773 2i,20 29.478.963.609 Finance lease liabilities Obligation under syariah Utang transaksi syariah 55.114.084.724 2q,21 41.577.064.994 transactions Utang pembiayaan konsumen 455.424.156 19 634.716.849 Consumer financing payables TOTAL LIABILITAS JANGKA TOTAL PENDEK 652.010.180.636 463.425.983.891 CURRENT LIABILITIES LIABILITAS JANGKA PANJANG NON-CURRENT LIABILITIES Pinjaman jangka panjang - setelah dikurangi bagian yang jatuh Long-term debts - net of tempo dalam waktu satu tahun 2p,38,39 current maturities Utang bank 508.771.617.719 19 225.251.417.537 Bank loans Loan payable to Utang lembaga keuangan 127.739.101.322 19 89.889.965.431 financial institution Utang sewa pembiayaan 25.639.434.326 2i,20 56.754.721.961 Finance lease liabilities Obligation under syariah Utang transaksi syariah 186.740.521.508 2q,21 105.486.009.783 transactions Utang pembiayaan konsumen - 19 481.598.738 Consumer financing payables Liabilitas pajak tangguhan - neto 4.991.977.635 2o,18 4.908.909.117 Deferred tax liabilities - net Liabilitas imbalan kerja Long-term employee jangka panjang 25.093.790.406 2m,22 21.196.507.929 benefits liability TOTAL LIABILITAS JANGKA TOTAL NON-CURRENT PANJANG 878.976.442.916 503.969.130.496 LIABILITIES TOTAL LIABILITAS 1.530.986.623.552 967.395.114.387 TOTAL LIABILITIES 94 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk The original consolidated financial statements included herein are in the Indonesian language. Catatan atas laporan keuangan konsolidasian terlampir merupakan bagian yang tidak terpisahkan dari laporan keuangan konsolidasian secara keseluruhan. The accompanying notes to the consolidated financial statements form an integral part of these consolidated financial statements taken as a whole. 3 PT PELAYARAN TEMPURAN EMAS Tbk DAN ENTITAS ANAKNYA LAPORAN POSISI KEUANGAN KONSOLIDASIAN lanjutan Tanggal 31 Desember 2016 Disajikan dalam rupiah PT PELAYARAN TEMPURAN EMAS Tbk AND ITS SUBSIDIARIES CONSOLIDATED STATEMENT OF FINANCIAL POSITION continued As of December 31, 2016 Expressed in rupiah 31 Desember 2016 Catatan 31 Desember 2015 December 31, 2016 Notes December 31, 2015 EKUITAS EQUITY Ekuitas yang Dapat Diatribusikan Equity Attributable to Owners kepada Pemilik Entitas Induk of the Parent Entity Modal saham - nilai nominal Rp125 Capital stock - Rp125 par value per saham per share Modal dasar - 4.560.000.000 saham Authorized - 4,560,000,000 shares Modal ditempatkan dan disetor Issued and fully paid - penuh - 1.141.030.000 saham 142.628.750.000 23 142.628.750.000 1,141,030,000 shares Tambahan modal disetor 145.603.049.314 1b,2j,2k,24 145.603.049.314 Additional paid-in capital Saldo laba Retained earnings Telah ditentukan penggunaannya 34.823.179.931 26 34.823.179.931 Appropriated Belum ditentukan penggunaannya 773.660.578.307 589.933.190.599 Unappropriated Rugi komprehensif lain 103.349.363.063 2b,25 99.488.884.785 Other comprehensive loss Ekuitas Neto yang Dapat Diatribusikan kepada Net Equity Attributable to Pemilik Entitas Induk 993.366.194.489 813.499.285.059 Owners of the Parent Entity Kepentingan Nonpengendali 1.309.521.748 28 1.166.475.743 Non-controlling Interests TOTAL EKUITAS 994.675.716.237 814.665.760.802 TOTAL EQUITY TOTAL LIABILITAS DAN TOTAL LIABILITIES AND EKUITAS 2.525.662.339.789 1.782.060.875.189 EQUITY 95 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk The original consolidated financial statements included herein are in the Indonesian language. Catatan atas laporan keuangan konsolidasian terlampir merupakan bagian yang tidak terpisahkan dari laporan keuangan konsolidasian secara keseluruhan. The accompanying notes to the consolidated financial statements form an integral part of these consolidated financial statements taken as a whole. PT PELAYARAN TEMPURAN EMAS Tbk DAN ENTITAS ANAKNYA LAPORAN LABA RUGI DAN PENGHASILAN KOMPREHENSIF LAIN KONSOLIDASIAN Untuk Tahun yang Berakhir pada Tanggal 31 Desember 2016 Disajikan dalam rupiah PT PELAYARAN TEMPURAN EMAS Tbk AND ITS SUBSIDIARIES CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME For the Year Ended December 31, 2016 Expressed in rupiah Tahun yang Berakhir pada tanggal 31 Desember Year Ended December 31, Catatan 2016 Notes 2015 Pendapatan jasa 1.755.284.162.001 2l,30 1.720.965.422.311 Service revenue Pendapatan jasa yang saling dihapuskan dengan beban jasa Service revenue net off with related terkait 83.379.145.991 2l,30 99.601.083.071 cost of service PENDAPATAN JASA NETO 1.671.905.016.010 1.621.364.339.240 NET SERVICE REVENUE Beban jasa 1.311.229.551.637 2l,31 1.267.271.914.201 Cost of services Beban jasa yang saling dihapuskan dengan pendapatan jasa Cost of services for offset off with terkait 83.379.145.991 2l,31 99.601.083.071 related service BEBAN JASA NETO 1.227.850.405.646 1.167.670.831.130 NET COST OF SERVICES LABA BRUTO 444.054.610.364 453.693.508.110 GROSS PROFIT Beban usaha 110.080.441.402 2l,2d,32 96.626.647.995 Operating expenses Laba pelepasan aset tetap 2.672.501.813 2g,11 24.009.312.881 Gain on disposal of fixed assets Rugi penurunan nilai aset - 2h,11 10.980.005.000 Loss on impairment of asset Penghasilan rugi operasi lain 32.799.358.183 2l,17 37.902.745.536 Other operating income loss LABA USAHA 303.847.312.592 407.998.913.532 INCOME FROM OPERATIONS Laba rugi selisih kurs - neto 9.057.492.012 20.635.915.370 Gain loss on foreign exchange - net Pendapatan keuangan 1.132.880.343 2l,33 1.187.825.640 Finance income Pajak final atas pendapatan bunga 226.576.069 237.565.128 Final tax on interest income Laba atas nilai wajar 9.385.875.850 - Gain on fair value Beban keuangan 91.100.348.680 2l,34 70.672.637.820 Finance costs LABA SEBELUM PAJAK FINAL DAN BEBAN PAJAK INCOME BEFORE FINAL TAX PENGHASILAN 232.096.636.048 317.640.620.854 AND INCOME TAX EXPENSE Pajak final 14.313.248.487 2o,18 13.164.302.705 Final tax LABA SEBELUM BEBAN INCOME BEFORE PAJAK PENGHASILAN 217.783.387.561 304.476.318.149 INCOME TAX EXPENSE Manfaat pajak penghasilan 13.737.761.127 2o,18 12.697.817.092 Income tax benefit LABA TAHUN BERJALAN 231.521.148.688 317.174.135.241 INCOME FOR THE YEAR 96 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk The original consolidated financial statements included herein are in the Indonesian language. Catatan atas laporan keuangan konsolidasian terlampir merupakan bagian yang tidak terpisahkan dari laporan keuangan konsolidasian secara keseluruhan. The accompanying notes to the consolidated financial statements form an integral part of these consolidated financial statements taken as a whole. PT PELAYARAN TEMPURAN EMAS Tbk DAN ENTITAS ANAKNYA LAPORAN LABA RUGI DAN PENGHASILAN KOMPREHENSIF LAIN KONSOLIDASIAN lanjutan Untuk Tahun yang Berakhir pada Tanggal 31 Desember 2016 Disajikan dalam rupiah PT PELAYARAN TEMPURAN EMAS Tbk AND ITS SUBSIDIARIES CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME continued For the Year Ended December 31, 2016 Expressed in rupiah Tahun yang Berakhir pada tanggal 31 Desember Year Ended December 31, Catatan 2016 Notes 2015 PENGHASILAN RUGI OTHER COMPREHENSIVE KOMPREHENSIF LAIN INCOME LOSS Rugi komprehensif lain Other comprehensive loss yang akan direklasifikasikan to be reclassified laba rugi pada to profit or loss in periode berikutnya: subsequent periods: Selisih kurs karena penjabaran Difference in foreign laporan keuangan 3.082.598.838 2b,25 14.943.226.495 currency translation Penghasilan rugi komprehensif lain yang tidak akan direklasifikasikan Other comprehensive income ke menjadi laba rugi pada loss not to be reclassified periode berikutnya: to profit or loss in subsequent periods: Laba rugi pengukuran kembali Remeasurement income loss on liabilitas imbalan pascakerja 935.007.781 22 704.612.759 post-employment benefits liability Pajak penghasilan terkait 154.031.033 18 102.425.987 Related income tax PENGHASILAN KOMPREHENSIF NET COMPREHENSIVE NETO TAHUN BERJALAN 227.657.573.102 301.423.870.000 INCOME FOR THE YEAR Laba tahun berjalan yang dapat diatribusikan kepada: Income for the year attributable to: Pemilik Entitas Induk 231.308.338.708 316.970.250.888 Owners of the Parent Entity Kepentingan Nonpengendali 212.809.980 203.884.353 Non-controlling Interests Total 231.521.148.688 317.174.135.241 Total Total Laba rugi komprehensif tahun berjalan yang dapat Total comprehensive income diatribusikan kepada: for the year attributable to: Pemilik Entitas Induk 227.447.860.430 301.219.985.647 Owners of the Parent Entity Kepentingan Nonpengendali 209.712.672 203.884.353 Non-controlling Interests Total 227.657.573.102 301.423.870.000 Total LABA PER SAHAM EARNINGS PER YANG DAPAT DIATRIBUSIKAN SHARE ATTRIBUTABLE TO KEPADA PEMILIK ENTITAS INDUK 203 2r,29 278 OWNERS OF THE PARENT ENTITY 97 Annual R eport 20 16 PT P ela y ar an T empur an Emas Tbk MANA GEMENT DISCUS SION AND ANAL Y SIS GOOD C ORPORA TE GO VERNANCE C ORPORA TE SOCIAL RESPONSIBILITY 20 16 A UDITED FINANCIAL S T A TEMENT S The original consolidated financial statements included herein are in the Indonesian language. Catatan atas laporan keuangan konsolidasian terlampir merupakan bagian yang tidak terpisahkan dari laporan keuangan konsolidasian secara keseluruhan. The accompanying notes form an integral part of these consolidated financial statements. PT PELAYARAN TEMPURAN EMAS Tbk DAN ENTITAS ANAKNYA LAPORAN PERUBAHAN EKUITAS KONSOLIDASIAN Untuk Tahun yang Berakhir pada Tanggal 31 Desember 2016 Disajikan dalam rupiah PT PELAYARAN TEMPURAN EMAS Tbk AND ITS SUBSIDIARIES CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the Year Ended December 31, 2016 Expressed in rupiah Ekuitas yang dapat diatribusikan kepada pemilik entitas induk Equity attributable to owners of the parent entity Penghasilan Komprehensif Lain Other Comprehensive Income Laba rugi pengukuran Selisih kurs dari kembali liabilitas Saldo laba penjabaran laporan imbalan pascakerja Retained earnings Tambahan keuangan Remeasurement Kepentingan non modal disetor Difference in income loss on Telah ditentukan Belum ditentukan pengendali Catatan Modal saham Additional paid- foreign currency post-employment penggunaannya penggunaannya Non-controlling Total Ekuitas Notes capital stock incapital translation benefits liability Sub-total Appropriated Unappropriated TotalTotal interests Total Equity Saldo tanggal 1 Januari 2015 142.628.750.000 145.603.049.314 85.925.720.459 2.187.100.915 83.738.619.544 34.823.179.931 293.287.122.604 532.603.482.305 1.281.210.825 533.884.693.130 Balance as of January 1, 2015 Laba tahun berjalan - - - - - - 316.970.250.888 316.970.250.888 203.884.353 317.174.135.241 Income for the year Penghasilan komprehensif lain Net other comprehensive income neto tahun berjalan - - 14.943.226.495 807.038.746 15.750.265.241 - - 15.750.265.241 - 15.750.265.241 for the year Pembagian dividen kas 27 - - - - - - 20.324.182.893 20.324.182.893 - 20.324.182.893 Distribution of cash dividends Pembagian dividen kas Entitas Anak Subsidiary’s distribution of cash dividend kepada kepentingan nonpengendali - - - - - - - - 318.619.435 318.619.435 to non-controlling interests Saldo tanggal 31 Desember 2015 142.628.750.000 145.603.049.314 100.868.946.954 1.380.062.169 99.488.884.785 34.823.179.931 589.933.190.599 813.499.285.059 1.166.475.743 814.665.760.802 Balance as of December 31, 2015 Laba tahun berjalan - - - - - 231.308.338.708 231.308.338.708 212.809.980 231.521.148.688 Income for the year Penghasilan komprehensif lain Net other comprehensive income neto tahun berjalan - - 3.082.598.838 777.879.440 3.860.478.278 - - 3.860.478.278 3.097.308 3.863.575.586 for the year Pembagian dividen kas 27 - - - - - - 47.580.951.000 47.580.951.000 - 47.580.951.000 Distribution of cash dividends Pembagian dividen kas Entitas Anak Subsidiary’s distribution of cash dividend kepada kepentingan nonpengendali - - - - - - - - 66.666.667 66.666.667 to non-controlling interests Saldo tanggal 31 Desember 2016 142.628.750.000 145.603.049.314 103.951.545.792 602.182.729 103.349.363.063 34.823.179.931 773.660.578.307 993.366.194.489 1.309.521.748 994.675.716.237 Balance as of December 31, 2016 98 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk The original consolidated financial statements included herein are in the Indonesian language. Catatan atas laporan keuangan konsolidasian terlampir merupakan bagian yang tidak terpisahkan dari laporan keuangan konsolidasian secara keseluruhan. The accompanying notes form an integral part of these consolidated financial statements. 7 PT PELAYARAN TEMPURAN EMAS Tbk DAN ENTITAS ANAKNYA LAPORAN ARUS KAS KONSOLIDASIAN Untuk Tahun yang Berakhir pada Tanggal 31 Desember 2016 Disajikan dalam rupiah PT PELAYARAN TEMPURAN EMAS Tbk AND ITS SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS For the Year Ended December 31, 2016 Expressed in rupiah Tahun yang Berakhir pada tanggal 31 Desember Year Ended December 31, Catatan 2016 Notes 2015 ARUS KAS DARI AKTIVITAS CASH FLOWS FROM OPERATING OPERASI ACTIVITIES Penerimaan kas dari pelanggan 1.710.280.429.466 1.627.807.417.138 Cash received from customers Pengeluaran kas kepada pemasok Cash paid to suppliers dan untuk beban usaha 1.067.600.743.823 992.710.475.452 and for operating expenses Pengeluaran kas kepada karyawan Cash paid to employees dan anak buah kapal 131.675.127.579 110.308.882.220 and vessel crews Penerimaan dari klaim asuransi 3.787.721.551 7.287.103.260 Proceeds from insurance claims Penerimaan dari pendapatan bunga 906.304.274 33 950.260.512 Receipts of interest income Pembayaran atas: Payments for: Beban bunga 78.993.449.260 59.747.314.901 Interest expense Pajak 30.994.413.805 29.466.197.959 Taxes Beban murabahah 13.329.922.212 21 17.382.662.835 Murabahah expense Kas neto diperoleh dari Net cash provided by aktivitas operasi 392.380.798.612 426.429.247.543 operating activities ARUS KAS DARI AKTIVITAS CASH FLOWS FROM INVESTING INVESTASI ACTIVITIES Hasil pelepasan aset tetap 51.697.791.044 11 6.623.603.098 Proceeds from disposal of fixed assets Perolehan aset tetap 847.481.877.296 61.483.382.327 Acquisitions of fixed assets Kas neto digunakan untuk Net cash used for aktivitas investasi 795.784.086.252 54.859.779.229 investing activities ARUS KAS DARI AKTIVITAS CASH FLOWS FROM FINANCING PENDANAAN ACTIVITIES Perolehan dari utang Proceeds of long-term bank jangka panjang 493.170.700.000 - bank loans Perolehan dari utang Proceeds from obligation transaksi syariah 143.079.389.600 82.493.823.194 under syariah transactions Penerimaan pembayaran utang Proceeds payment of short-term bank jangka pendek - neto 70.700.000.000 43.495.823.910 bank loans - net Pembayaran utang Payment of other pihak berelasi lain-lain - neto 15.318.500.000 39.100.142.606 related party payables - net Pembayaran: Payments for: Utang bank jangka panjang 118.356.849.019 19 255.190.796.519 Long-term bank loans Utang lembaga keuangan 44.229.189.992 19 32.964.966.398 financial institution Obligation under syariah Utang transaksi syariah 42.938.973.597 21 37.052.761.921 transactions Utang sewa pembiayaan 27.530.505.640 37.735.282.616 Finance lease liabilities Loan payable to Utang pembiayaan konsumen 660.891.431 19 877.076.714 Consumer financing payables Pembayaran dividen 47.580.951.000 27 20.324.182.893 Dividend payment Kas neto diperoleh dari digunakan Net cash provided by untuk aktivitas pendanaan 410.334.228.921 384.247.210.383 used for financing activities 99 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk The original consolidated financial statements included herein are in the Indonesian language. Catatan atas laporan keuangan konsolidasian terlampir merupakan bagian yang tidak terpisahkan dari laporan keuangan konsolidasian secara keseluruhan. The accompanying notes form an integral part of these consolidated financial statements. 8 PT PELAYARAN TEMPURAN EMAS Tbk DAN ENTITAS ANAKNYA LAPORAN ARUS KAS KONSOLIDASIAN lanjutan Untuk Tahun yang Berakhir pada Tanggal 31 Desember 2016 Disajikan dalam rupiah PT PELAYARAN TEMPURAN EMAS Tbk AND ITS SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS continued For the Year Ended December 31, 2016 Expressed in rupiah Tahun yang Berakhir pada tanggal 31 Desember Year Ended December 31, Catatan 2016 Notes 2015 PENGARUH NETO PERUBAHAN NET EFFECT OF CHANGES IN KURS PADA KAS DAN EXCHANGE RATES ON CASH SETARA KAS 1.606.366.795 5.772.502.758 AND CASH EQUIVALENTS KENAIKAN PENURUNAN NETO NET INCREASE DECREASE IN KAS DAN SETARA KAS 8.537.308.076 18.450.244.827 CASH AND CASH EQUIVALENTS KAS DAN SETARA KAS CASH AND CASH EQUIVALENTS AWAL TAHUN 24.430.338.156 42.880.582.983 AT BEGINNING OF YEAR KAS DAN SETARA KAS CASH AND CASH EQUIVALENTS AKHIR TAHUN 32.967.646.232 4 24.430.338.156 AT END OF YEAR Informasi tambahan aktivitas arus kas diungkapkan dalam Catatan 42. Supplementary cash flow information is disclosed in Note 42. 100 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk The original consolidated financial statements included herein are in the Indonesian language. PT PELAYARAN TEMPURAN EMAS Tbk DAN ENTITAS ANAKNYA CATATAN ATAS LAPORAN KEUANGAN KONSOLIDASIAN Tanggal 31 Desember 2016 dan Untuk Tahun yang Berakhir pada Tanggal Tersebut Disajikan dalam rupiah, kecuali dinyatakan lain PT PELAYARAN TEMPURAN EMAS Tbk AND ITS SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS As of December 31, 2016 and for the Year Then Ended Expressed in rupiah, unless otherwise stated 9

1. UMUM

1. GENERAL

a. Pendirian Perusahaan

a. Company’s Establishment

PT Pelayaran Tempuran Emas Tbk “Perusahaan” didirikan dengan nama PT Tempuran Emas berdasarkan akta notaris Misahardi Wilamarta, S.H., No. 252 tanggal 17 September 1987, yang telah diubah dengan akta notaris No. 350 tanggal 18 November 1987 oleh notaris yang sama. Akta pendirian dan perubahannya telah disahkan oleh Menteri Kehakiman Republik Indonesia dalam Surat Keputusan No. C2-2545.HT.01.01.TH’88 tanggal 22 Maret 1988, serta telah diumumkan dalam Berita Negara Republik Indonesia No. 101, Tambahan No. 1376 tanggal 16 Desember 1988. Perubahan nama Perusahaan menjadi PT Pelayaran Tempuran Emas dilakukan berdasarkan akta notaris Misahardi Wilamarta, S.H., No. 28 tanggal 5 Februari 1997 dan telah mendapat persetujuan dari Menteri Kehakiman Republik Indonesia dalam Surat Keputusan No. C2-1656.HT.01.04.TH.98 tanggal 12 Maret 1998 dan telah diumumkan dalam Berita Negara Republik Indonesia No. 91, Tambahan No. 6347 tanggal 13 November 1998. PT Pelayaran Tempuran Emas Tbk the “Company” was established under the name PT Tempuran Emas based on notarial deed No. 252 dated September 17, 1987 of Misahardi Wilamarta, S.H., which was amended by notarial deed No. 350 dated November 18, 1987 of the same notary. The deed of establishment and its amendment were approved by the Ministry of Justice of the Republic of Indonesia in its Decision Letter No. C2-2545.HT.01.01.TH’88 dated March 22, 1988 and were published in Supplement No. 1376 of State Gazette No. 101 dated December 16, 1988. The Company changed its name to PT Pelayaran Tempuran Emas based on notarial deed No. 28 dated February 5, 1997 of Misahardi Wilamarta, S.H., which was approved by the Ministry of Justice of the Republic of Indonesia in its Decision Letter No. C2-1656.HT.01.04.TH.98 dated March 12, 1998 and was published in Supplement No. 6347 of State Gazette No. 91 dated November 13, 1998. Anggaran dasar Perusahaan telah mengalami beberapa kali perubahan, terakhir diubah dengan akta notaris Herdimansyah Chaidirsyah, S.H., No. 22 tanggal 4 Desember 2015, mengenai perubahan beberapa pasal pada Anggaran Dasar Perusahaan. Perubahan tersebut telah disetujui oleh Menteri Hukum dan Hak Asasi Manusia Republik Indonesia dalam Surat Keputusan No. AHU- 0947340.AH.01.02.2015 tanggal 4 Desember 2015. The Company’s articles of association has been amended from time to time, the latest of which was amended by notarial deed No. 22 dated December 4, 2015 of Herdimansyah Chaidirsyah, S.H., concerning changes in several articles in the Company’s articles of association. The amendment was approved by the Ministry of Law and Human Rights of the Republic of Indonesia in its Decision Letter No. AHU-0947340.AH.01.02.2015 dated December 4, 2015. 101 Annual Report 2016 PT Pelayaran Tempuran Emas Tbk The original consolidated financial statements included herein are in the Indonesian language. PT PELAYARAN TEMPURAN EMAS Tbk DAN ENTITAS ANAKNYA CATATAN ATAS LAPORAN KEUANGAN KONSOLIDASIAN Tanggal 31 Desember 2016 dan Untuk Tahun yang Berakhir pada Tanggal Tersebut Disajikan dalam rupiah, kecuali dinyatakan lain PT PELAYARAN TEMPURAN EMAS Tbk AND ITS SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS As of December 31, 2016 and for the Year Then Ended Expressed in rupiah, unless otherwise stated

PT Temas Lestari PT. Pelayaran Tempuran Emas Tbk

1. Liquidity Ratio

2. Solvency

3. Collectability

1. UMUM

1. GENERAL

a. Pendirian Perusahaan

a. Company’s Establishment

1. UMUM lanjutan

1. GENERAL continued

a. Pendirian Perusahaan lanjutan

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PT Temas Lestari PT. Pelayaran Tempuran Emas Tbk

1. Liquidity Ratio

2. Solvency

3. Collectability

1. UMUM

1. GENERAL

a. Pendirian Perusahaan

a. Company’s Establishment

1. UMUM lanjutan

1. GENERAL continued

a. Pendirian Perusahaan lanjutan

Parts

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PT. Pelayaran Tempuran Emas Tbk

PT. Pelayaran Tempuran Emas Tbk

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PT. Pelayaran Tempuran Emas Tbk

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