Board of Commissioners is the organ which has the duty and collective responsibility to supervise and advise the Board of Directors and to ensure that Kalbe has implemented GCG at all organizational levels or hierarchy.
In carrying out its duties, the Board of Commissioners is responsible to the GMS. BOC accountability to the GMS is a manifestation of supervisory accountability for corporate management in the implementation of the principles of good corporate governance. The Board of Commissioners’s performance is evaluated based on performance assessments elements , arranged independently by the Board of Commissioners. Assessment is carried out at each end of the closing. The Board of Commissioner’s performance evaluation results are presented in the GMS.
Duties and responsibilities of the Board of Commissioners are as follows:
- Conduct supervision over the management of the Company by the Directors and give approval and ratification of the work plan and annual budget of the Company.
- Conduct regular meetings to discuss operational management of the Company.
- Oversee the management of the Company's policies established by the Board of Directors and provide input if necessary.
- Nominate and appoint candidates for the Board of Commissioners and Board of Directors to be submitted and approved at the Annual General Meeting of Shareholders.
- Determine the amount of remuneration for members of Board of Commissioners and Board of Directors, based on authority given to the AGM.
- Appoint and assign members of the Audit Committee.
The Board of Commissioners has met the number, composition, and independence criteria pursuant to the Circular Letter of Chairman of Bapepam-LK No. SE03/PM/2000 where the number of members of the Board of Commissioners at this time is 7 (seven) with 3 (three) of them, equal to 43% of the members of the Board of Commissioners, as Independent Commissioners.
Charter of the Board of Commissioners PT Kalbe Farma Tbk