Batavia Prosperindo Internasional BPII


PT Batavia Prosperindo Internasional Tbk (the “Parent Entity”), was established under the name of PT Batavia Prosperindo Internasional in Jakarta based on Notarial Deed No. 78 dated November 12, 1998 of Irawan Soerodjo, S.H., Notary in Jakarta. The deed of establishment was approved by the Minister of Justice and Human Rights of the Republic of Indonesia by his Decision Letter No. C-18678.HT.01.01.TH.99 dated November 10, 1999 and was published in the State Gazette of the Republic of Indonesia No. 65 dated August 15, 2000, Supplement No. 4522. Based on Circular Resolution of Shareholders dated April 4, 2014 as stated in Notarial Deed No. 37 dated April 4, 2014 by Irawan Soerodjo, SH,, Notary in Jakarta, the shareholders of the Parent Entity approved the change of the Parent Entity’s name become PT Batavia Prosperindo Internasional Tbk. This amendment was approved by the Minister of Justice and Laws of the Republic of Indonesia based on his Decision Letter No. AHU-00471.40.20.2014 dated April 15, 2014.

 The Parent Entity’s articles of association have been amended by Notarial Deed No. 265 dated April 30, 2015 of Dr. Irawan Soerodjo, SH, Msi. Notary in Jakarta, in order to change the Parent Entitiy’s articles of association to conform with Financial Services Authority Regulation (POJK) No.32/POJK.04/2014 relating to Planning and Holding General Meeting of Shareholders of Public Limited Companies and POJK No 33/POJK.04.2014 relating to the Director and Board of Commissioners of Issuers or Public Company.

 Such amendment had been reported to Ministry of Justice and Human Rights of the Republic of Indonesia based on Letter of Notification No. AHU-AHA.01.03-0931268 dated 11 May 2015.

In accordance with the Articles 3 of the Parent Entity’s articles of association, the scope of its activities is to engage in business and management consulting services. The Parent Entity started its commercial operations on 12 May 1999.

Initial Public Offering

In 2014, the Company held  an initial public offering (IPO) and has been officially listed  in the Indonesia Stock Exchange (IDX) on July 8, 2014. The number of shares that have been offered was 150 million shares consisting of 75,000,000 million shares divested of Malacca Trust Pte Ltd, a majority shareholder of the Company and 75,000,000 new shares at a public offering price of Rp500 per share. Batavia Prosperindo Internasional BPII


Vision

To become one of the leading and trusted holding companies whose have investments in the capital market business and financial services

Mission

  • To support the subsidiary’s business in providing investment products based on strong fundamentals and research in order to produce a competitive and consistent investment performance;
  •  To support the subsidiary’s business in delivering innovative products of securities brokerages and other financial services .

Objectives

To create value for shareholders, as well as impacting a positive contribution to the community in which the company operates. Batavia Prosperindo Internasional BPII

Head Office
Chase Plaza 12th floor
Jl Jend. Sudirman Kav.21
Jakarta Selatan 12920 Indonesia
Telepon/Telephone : +6221-5200180
Fax/Facsimile : +6221-5200227
Situs/Website : www.bpinternasional.com
Email : corsec@bpii.co.id

Batavia Prosperindo Internasional BPII


WorkGuidelines Directors And Boards of Commisioners

Directors

Directors is an organ of the Company which operated the Company for the benefit of the Company and in accordance with the purposes and objectives of the Company. In managing the Company, the Board of Directors shall carry out their duties in good faith and responsibility according to the applicable provisions and regulations.

The jobs and responsibilities of the Directors are as follows:
1.The Directors authorize and responsible for managing the Company in accordance with the purposes and objectives of the Company.
2.Represent the Company in accordance with the articles of association.
3.Manage a daily activity of the Company to implement the principles, policies, strategies, values and objectives of performance that was approved by the Board of Commissioners.

Board of Commissioners

Board of Commissioners is an organ of the Company which is in-charge of supervising the Board of Directors’ policies in managing the Company for the benefit of the Company and in accordance with the purposes and objectives of the Company and also submit the recommendations and advices to the Board of Directors.
The jobs and responsibilities of The Board of Commissioners are as follows:
1.To oversee the Company’s management policies
2.To ensure the Company’s articles of association had been implemented properly.
3.To enforce the minutes of Shareholders Meeting
4.To submit advices to the Board of Directors in accordance with the purposes and objectives of the Company.


Corporate Secretary

The appointment and termination of the Corporate Secretary is based on the Decision Letter of Directors of the Company. In case of unavailibility of the Company Secretary temporarily, this responsibilities will be taken over by Independent Director of the Company.

Corporate Secretary serves a liaison officer between the Company and the Public, Stock Exchange, Shareholdersand The Financial Services Authority. The Company realizes the importance of Corporate Secretary’s role who is needed to maintain the Company’s image as well as to maintain a good relationship and communication with stakeholders.

The following are the main functions of Corporate Secretary :
-To represent Directors in activities related to the external parties mainly investors and regulator.
-To maintain the Company’s image and carry out public relation activities.

-To build upon and ensure the Company’s compliance with laws , regulations, and good corporate governance.
-To perform corporate secretarial duties and protocols related to the Board of Commissioners and Directors.


Internal Audit Unit

The internal audit unit is established to support the business activities of Company. The internal audit function is useful to ascertain and evaluate the effectivity in operational business activities and compliance on the Company’s procedures and policies and the current regulations.

The Company has established the Internal Audit Unit and Unit Internal Audit Charter on 15 April 2013.
The scope of work in the Company’s internal audit unit includes the parent’s entity and subsidaries. Other than its routine task, the internal audit unit is also in charge of conducting investigations and inspections when necessary.


Ethical Code

Each party in the Company shall responsible to maintain the ethical standards. The employees shall perform the ethical standards as the main item in each job responsibility of the Company.

Code of the Company’s ethic includes:

Integrity

-Must be honest, careful and responsible in carrying out their duties as well as possible.
-Must have high loyalty to work.
-Must comply with regulations and legislation, not engage in activities or acts that violate the law that harm the company.
– Must respect and support the good name of the company in terms of law or ethics.
-Comply and contribute to company goals.

Objectivity

-Avoid things that are not normal and / or that can cause a conflict of interest in the Company.
-Do not accept gifts in any form that can interfere with the Company’s consideration / performance.

Confidentiality

During the period of employment and after termination of employment from the Company, Employees must continue to maintain and not disseminate property rights, non-public information and confidential information of the Company, customers, suppliers and distributors

Compentency

Each employee is required to work with competencies in accordance with their fields and continue to strive to improve their abilities and expertise to improve company performance


Committee Audit Charter

The Company had established the Audit Committee Charter and form the Audit Committee members on 17 April 2014 with duties and responsibilities as follows:
-To review the financial information issued by the Company to the Public and/or the Authority Body.
-To review the Company’s compliance on the rules and regulations related to the Company’s business activities.
-To review the results from the internal auditor or the external auditor and memonitor the implementation performed by the Directors and follow up on the auditor’s findings.
-To review the implementation on management risks performed by the Directors.
-To review the company’s accounting and financial reporting process.

The Company has Audit Committee which established by and responsible to the Boards of Commissioner to facilitate the jobs and functions of Boards of Commissioner according to the implementation on the Good Corporate Governance on 15 April 2014.


Nomination And Remuneration

The Company did not set up a Nomination and Remuneration Committee. Therefore, this function is handled by members of Board of Commssioners.
The Nomination functions include the following matters:
1.Submit recommendations to the Board of Commissioners concerning :
a.The composition of position for members of Board of Directors and/or Boards of Commissioners.
b.The Policies and Criterias required for the process of Nomination.
c.The performance evaluation policy for members of the Board of Directors and/or Board of Commissioners.
2.To assist the Board of Commissioners to evaluate the performance of the Board of Directors and/or the Board of Directors.
3.Submit recommendations to the Board of Commissioners concerning the development program for members of Board of Directors and/or Board of Commissioners.
4.Submit a qualified candidate as member of Board of Directors and/or Board of Commissioners to be approved at the General of Shareholder’s Meeting (GMS)

The funtions of remuneration include the following matters:
1.Provide recommendation to the Board of Commissioners concerning:
a.Structure of remuneration
b.The policy of remuneration and
c.The amount of remuneration
2.To assist the Board of Commissioners in evaluating the individual performance of each member of the Board of Directors and/or the Board of Commissioners.

Based on the Company’s business performance and the individual performance of each Directors and/or Boards of Commissioner After that the Boards of Commissioner will discuss in the Boards of Commissioner’ Meeting and then recommend its remuneration packages to the Shareholders.
The remuneration packages of the Board of Commissioners and Directors are discussed and approved in the Annual General Meeting of Shareholders.


Risk Management

The Company realizes how risk management plays an integral role in assisting the management team to analyze and make critical decisions for the Company, following the process of identification, measurement, monitoring and control of foreseen risk that may affect the Company’s business activities.

Beside the main function, the Company continues to improve the implementation of a risk management system which is structured and systematic, accurate and reliable, dynamic to any necessary change and improvement, and which creates more value for the Company.


Whistleblowing System

In developing an integrity attitude and a good moral in the Company, the reporting of whistleblowing system will facilitate to employee in providing the important information to management related to any fraud or violation indication which is performed by the certain employee both of ethic or legal liability.

The implementation of whistleblowing system is exercised by setting up a special email address of the Company namely, trust@bpii.co.id. By using this email address, any violation or irregularity is easily detected and resolved fastly. Batavia Prosperindo Internasional BPII


Corporate Social Responsibility

Living Environment

In assisting the preservation of the environment, the Company together with its Subsidiaries strive to reduce the use of paper in office and reporting activities and promote the use of used paper for draft writing or printing draft documents or draft reports before being finalized. In addition, the Company asked cleaning services officer to separate plastic waste from organic waste so that plastic waste could be recycled so that the burden of plastic waste that disturbed the environment could be reduced.

Employment, Health and Safety Practices

The Company seeks to implement labor practices that are in accordance with the provisions of the applicable regulations. Recruitment is done by selection in accordance with applicable standards. The Company strives to maintain talented, high-achieving and highly motivated employees through providing adequate remuneration in accordance with the Company’s budget. Career development programs and employee training are carried out both in-house training or off-site seminars that can improve the competence and expertise of employees in their fields.

The Company strives to maintain the health, safety and welfare of employees. We provide a safe and healthy environment and workplace. The Company together with its Subsidiaries, provides a social security program for workers and pensions through the BPJS Employment and health programs through the BPJS Health and health insurance or medical benefits as needed in accordance with Company Regulations.


Social and community development


As a form of concern for social responsibility, the Company participated in helping the Batavia Prosperindo Peduli Foundation. The Batavia Prosperindo Peduli Foundation (BP Peduli) was established on 2 May 2014 and the Company is one of the founders of this Foundation. Through the BP Peduli Foundation, the Company together with its Subsidiaries focuses on participating in assisting the development or operational costs of Sekolah Misi Bagi Bangsa, which is located on Jl. Sei Binti Tanjung Uncang, Tanjung Uncang Village, Batu Aji District, Batam. This school provides assistance to people who are less able to finance education.


In August 2018, through yayasan batavia prosperindo peduli held the city tour for sekolah misi bagi bangsa students who represented the school to jakarta, the company and students visited a few of  educational tour place like monumnet nasional, meseum kota tua and kidszania

Product or Service Responsibilities

As a commitment to providing quality services, the Company together with its subsidiaries will offer a variety of investment products, innovative, profitable for the Customer but in accordance with applicable regulatory standards. In addition, to get to know more in-depth information about the investment products being offered, training and education will be provided to our customers and sales agent partners as a whole ranging from basic knowledge of investment, mutual funds and capital markets to more complex material covering our approaches in making investment decisions made by Batavia Institute.

In addition, to ensure certainty that investment products have high standards, it is proven by the attainment of ISO 9001: 2015 quality management certification by PT Batavia Prosperindo Aset Manajemen, a subsidiary of the Company granted by SGS in 2007. Batavia Prosperindo Internasional BPII



Batavia Prosperindo Internasional BPII