PT. Distribusi Voucher Nusantara

NOMINATION & REMUNERATION COMMITTEE

PT Distribusi Voucher Nusantara Tbk

NOMINATION & REMUNERATION COMMITTEE

The establishment of the Nomination & Remuneration Committee and the Nomination & Remuneration Committee Charter that provides a guideline for conducting the Nomination & Remuneration Committee’s duties and functions, was based on the Decree of the BOC’s Meeting Resolution No. 05/SK-DIR/DIVA/VIII/2018 dated 3 September 2018.

COMMITTEE MEMBERSHIP

The Nomination & Remuneration Committee composition as of the end of 2019 was:
– Chairman: Bambang Irawan (Independent Commissioner)
– Member: Suryandy Jahja (Commissioner)
– Member: Ade Risniadi (Human Resources Division)

All current members of the Nomination & Remuneration Committee were appointed in 2018, for a term of office of five years, until 2023. The term of office of any member of the Nomination & Remuneration Committee shall not exceed their term of office as a member of the BOC.

DUTIES AND RESPONSIBILITIES

The Company’s Nomination & Remuneration Committee has the duties and responsibilities to:

In relation to the nomination function: provide recommendations to the BOC regarding position composition, policy, and criteria for nomination, as well as policy for evaluating the performance of the BOC and/or BOD members;
In relation to the remuneration function: provide recommendations to the BOC regarding remuneration structure, policy, and amount, and assist the BOC in conducting assessment of performance alignment with remuneration.
The Nomination & Remuneration Committee has the authority to, among others, access Company documents, data and information related to the execution of its duties, communicate directly with employees, including the BOD and other parties, in relation to its duties and responsibilities, and other authority granted by the BOC.
All committee members, both current and former, must maintain the confidentiality of the documents, data, and information belonging to the Company, which have been obtained from both internal and external parties while they are or were in office as committee members, and may only use such confidential information in executing their duties.

The Nomination and Remuneration Committee has properly performed all its duties and responsibilities as detailed above in 2019 without any considerable hindrance.

COMMITTEE INDEPENDENCE

The Nomination & Remuneration Committee ensures its independence in carrying out its duties and responsibilities by having an Independent Commissioner as the Committee’s Chairperson.

COMMITTEE MEETINGS

The Nomination & Remuneration Committee is required to conduct a Nomination & Remuneration Committee meeting at least once every four months, or three times in a year.
In 2019 the Nomination & Remuneration Committee conducted 3 meetings, all of which were attended by all members of the Nomination & Remuneration Committee.

NOMINATION AND REMUNERATION COMMITTEE PROFILES

– BAMBANG IRAWAN
Chairperson
Profile is presented in the BOC Profile section.

– SURYANDY JAHJA
Member
Profile is presented in the BOC Profile section.

– ADE RISNIADI
Member
Indonesian citizen, domiciled in Jakarta. Born in 1984. Appointed as a member of the Company’s Nomination & Remuneration Committee in 2018. Currently is employed at the Company as part of the HR Admin Staff at the Human Resources & General Affairs Department. Graduated from the Information Technology Department of LP3N Depok in 2005.