Good Corporate Governance (GCG)

Good Corporate Governance (GCG) can be interpreted as a structure or process that used and implemented by Organ of PT. Asuransi Samsung Tugu (Company) to increase achievement target of business result and optimize Company’s value for all stakeholders especially policyholder, insured, participant, and/or other beneficial owner. Since its establishment, Company has been consistently implementing GCG principle to create Company’s management healthier, reliable, trustworthy, competitive, and prudent in every aspect of its business.

As Commitment Company established Code of Conduct and in the implementation has always maintains GCG practices based on 5 (five) core aspects as follows:

  • Transparency
  • Accountability
  • Responsibility
  • Independency
  • Fairness

In its implementation, Company refer to the latest OJK Regulation No. 02/POJK.05/2014 concerning Good Corporate Governance for Insurance Company. Company also has done any developments and adjustments, either in structures, systems, and documents related with GCG in order to improve Company’s performance and protect Stakeholders’ interests also compliance Company’s Organ to the regulations and applicable general ethical values in insurance industry. Here are some adjustments that have been made by Company:

  1. Adjustment of the number of Independent Commissioner according to number of Board of Commissioners (BOC);
  2. Adjustment of the frequency of BOC and Board of Directors (BOD) meeting;
  3. Disclosure of GCG implementation in Company’s Annual Report for period per 31 December 2014 that submitted to shareholders;
  4. Submission of Self-Assessment Report of the GCG implementation in Company to OJK;
  5. Establishment of committees either responsible to BOC or BOD along with committee charter as guideline for each committee; and etc.

Company also has a Whistle-blowing system that improves supervision of inappropriate behavior and contrary with Company’s code of ethics. GCG can be seen from the awareness of Corporate Social Responsibility (CSR) as well, which is a form of sustainability commitment of Company for public economic development and concern to stakeholder and the environment, especially in the working area of Company.

GCG Structures

  1. General Meeting Shareholder (GMS)

    GCG is Company’s highest organ with authority that cannot be delegated to the BOC or BOD. GMS has the authority to, inter alia, appoint, and terminate members of the BOC and BOD, approve amendments to Company’s Article of Association and set the amount of remuneration for BOC and BOD. GMS consists of Annual GMS and Extraordinary GMS.

  2. Board of Commissioners (BOC)

    Current Company’s BOC compositions are as follows:

    Position Amount
    President Commissioner 1
    Commissioner 1
    Independent Commissioner 2

    As commitment of the implementation of GCG and to support BOC performance in supervises Company, established the following committees:

    1. Audit Committee
      Audit Committee responsible to assist BOC to supervise the BOD in managing Company based on GCG principle. The Audit Committee held 4 (four) meetings during 2014, which were ratified by an Independent Commissioner who acted as Chairman of Audit Committee.

    2. Risk Management Committee
      Company’s risk management policies are established to identify and analyze the risks faced by Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk Management Committee has the role to assists BOC in order to provide management with a concise summary of the major risks affecting the organization and a mechanism to ensure that appropriate resources are directed towards areas of high risk. During 2014, Risk Management Committee held 1 (one) meeting.

  3. Board of Directors (BOD)

    Current Company’s BOD Compositions are as follows:

    Position Amount
    President Director 1
    Finance Director 1
    Technical Director 1

    BOD in perform their duties assisted by the following committees:

    1. Investment Committee
      The role of Investment Committee is to assist Board of Directors in forming investment policy and supervising the policy’s implementation.

    2. Product Development Committee
      Company’s product development committee established to evaluate the performance of insurance product and product marketing.

  4. Internal Control System

    Company in the implementation of risk management involving all levels of the organization from BOD, senior manager, and all employees. Meanwhile the internal control system, Company has implemented “Three Lines of Defense” which are as follow:

    1. First Line of Defense – Business Unit
      Business Unit as risk taking unit carrying out business activities and daily business operation (Department Head).

    2. Second Line of Defense – Compliance and Risk Management
      This unit provides independent supervision for compliance and risk taking also risk mitigation activities along with risk taking unit by conduct self-assessment and determined risk level from activities and business process.

    3. Third Line of Defense – Internal Audit
    4. Internal Audit who responsible to President Director will conduct compliance audit of the applicable regulation and policy and/or applicable provisions based on determined risk level, include review and evaluation of risk management implementation in Company.

    Internal control conducted by coordination between the Three Lines of Defense completed and coordinated between lines of defense.

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