Directors Work Guidelines
Board of Directors
The Board of Directors in Intiland comprises a President Director with concurrent position as the Chief Executive Officer, two Vice President Directors with concurrent position as the Chief Operating Officer, four Directors who are assigned as the Chief Financial Officer and Executive Director, and an Independent Director.
Board of Directors Duties and Responsibilities
Pursuant to the Limited Liability Company Laws and the Company’s Articles of Association, duties and responsibilities of the Board of Directors are as follows:
- Representing the Company inside and outside the court.
- Binding the Company with other parties.
- Conducting the management and ownership in accordance with the prevailing regulations.
The primary duty of the Board of Directors is to manage the Company’s operational activities for the best interest of the Company.
In detail, the improved Distinct Job Profile (DJP) of the Board of Directors in 2014 was as follows:
- President Director - Chief Executive Officer
Formulating and planning the Company’s long-term strategies according to the Company’s vision and mission as well as monitoring and controlling the implementation of the strategies which have been determined, be it in the head office or project sites – all designed to support the achievement of the Company’s vision and mission.
- Vice President Director - Chief Operating Officer
Ensuring the Company runs as planned with the sustainable growth of turnover and profit, and developed with time. It is all done by paying attention, yet not limited, to on-schedule development of projects – in accordance with budget and specification set in accordance with designs and high quality standards; by formulating and implementin vision of project development, management of existing or potential risks, expansion and acquisition of the Company’s land, as well as the deliverance of the Company’s vision and mission, and values, subject to be implemented by all employees of the Company.
- Director - Chief Financial Officer
Monitoring and managing the functions of accounting, tax and financial operation activities, which include the sales of the products of the Company and Group, accounts payable and receivable of the Company and its subsidiaries, so as to comply with prevailing regulations to support smooth operations in achieving corporate goals.
- Executive Director – Investment and Capital Management
Developing, directing and evaluating methodology, system, and policy that relates to business management activities, the Company’s funding, legality and collaboration with external parties (investors), thus enabling to acquire funds from various sources to support the Company’s financial performance achievement and create corporate image as a sound and reliable company with high selling power.
- Executive Director – Business and Project Development
Monitoring and developing/improving operational system in head office and project sites, to ensure that they properly run in accordance with the applicable rules and regulations; formulating and implementing world-class project development vision, as well as monitoring and controlling all operation entire project operations (such as design, construction, marketing, and handover to consumers) in order to be completed on schedule, commercially viable, according to the budget, operational standard, quality, safety and applicable provisions.
- Executive Director – Intiwhiz Chief Operating Officer
Formulating and implementing hotel business development, as well as monitoring and controlling all the operational activities in the Hospitality Division, in order to run well, on schedule, according to the budget, quality and applicable Standard Operating Procedures (SOP) to support the Company’s vision achievement.
- Independent Director
Based on the Indonesia Stock Exchange Listing Rule No. IA that a listed company is required to appoint one Independent Director. The primary task of an Independent Director is to ensure that the Board of Directors is fair in its decision making for the exclusive interest of the Company.
Board of Directors Composition and Term of Office
Pursuant to the Article 12 of the Company’s Articles of Association, a member of Board of Directors is appointed by GMS for the tenure of five years, and can be reappointed without prejudice to the GMS right to dismiss at any time by stating the reasons.
Requirements to become member of the Board of Directors are as follows:
- Possess good moral character
- Able to perform legal act
- Never declare bankruptcy or become a member of the Board of Directors or Commissioners who was declared guilty for the cause of a company to go bankrupt within 5 (five) years prior to the appointment
- Never been convicted of a criminal offense in the financial sector within 5 (five) years prior to the appointment
- Having more than five years of experience in operations as the executive officer of the company.
- All members of the Board of Directors of the Company have never been declared bankrupt and / or convicted that cause a company to go bankrupt and have never committed a disgraceful act and have never been convicted of a felony.
Board of Directors Performance
Evaluation The performance of the Board of Directors is evaluated by the shareholders annually. The Board sets both financial and non-financial targets including, among others, the quality improvement of the human resources, the Company’s project’s expansion target, the improvement of efficiency and effectivity of cost management and project quality.
Board of Directors Remuneration Procedure and Performance
The remuneration of each member of the Board of Directors is determined based on the assessment of the performance and contribution of each member of the Board of Directors with feedbacks from the President Director & CEO.
Remuneration of the Board of Directors consists of :
- Salary/honorarium per month.
- Allowances for religious holiday, a maximum of one-time salary/honorarium.
- One unit of vehicle facility including its maintenance and operational.
- Health facility based on the Company’s applicable regulations.
- Legal assistance facility in the event of the action for and on behalf of the postiion relating to the Company’s business activities.
- Bonus/Incentives based on the performance achievement and the Company’s financial ability.
- Taxes on salay/honorarium, allowances, facilities and bonuses are borne by the Company
Board of Directors Meetings
Board of Directors’ meetings are meetings held by the directors in order to manage the Company. The regular meetings have been scheduled at the beginning of the year, however, directors can hold meetings anytime necessary.
All meeting conclusions including dissenting opinion, if any, are minuted. All decisions to be implemented by the directors and they are not contrary to the prevailing laws and the Company’s Articles of Associations.