table of contents banjaran majalengka district, pd bpr cigasong, majalengka district, pd bpr...
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TABLE OF CONTENTS
A. Background 1
B. Financial Conglomeration Structure 1
C. The Ownership Structure of Financial Service Institution,
Member of Financial Conglomeration 4
C.1 Principal Entity 4
C.2 Subsidiary 5
C.3 Related Companies 5
D. The Management Structure of Financial
Service Institution, Member of Financial Conglomeration 8
D.1 Principal Entity 8
D.2 Subsidiary 9
D.3 Related Companies 9
E. Execution of Duties and Responsibilities of the Principal
Entity’s Board of Directors and Board of Commissioners 12
E.1 Performance of functions and Responsibilities of
the Principal Entity’s Board of Directors 12
E.2 Execution of Duties and Responsibilities of
the Board of Commissioners 13
F. Execution of the Task of Integrated Good Governance Committee 13
F.1 The Independence of the Integrated Good Governance Committee 14
F.2 The Roles and Responsibilities of the Integrated
Good Governance Committee 14
F.3 The Meeting and Attendance of the Integrated
Good Governance Committee 15
F.4 Execution of the Task of Integrated Good Governance Committee 15
G. The Implementation of the Integrated Compliance, Integrated
Internal Audit, and Integrated Risk Management 16
G.1 Integrated Compliance 16
G.2 Integrated Internal Audits 16
G.3 Integrated Risk Management 16
H. Integrated Good Governance Management 17
I. Inter-Group Transaction Policy 18
J. Self-Assessment Report of the Integrated
Good Governance of 2015 18
The Implementation of bank bjb Integrated Corporate Governance Year 2016 1
The Implementation of bank bjb Integrated Corporate GovernanceYear 2016
A. Background
The implementation of integrated corporate governance performed by PT. Bank
Pembangunan Daerah Jawa Barat danBanten, Tbk.,from now on referred to be called
as the Bank, is one of the programs that has been performed consistently by the Bank.
Amidst minimum literature on the integrated corporate governance for Financial
Institutions in Indonesia, the bank continues to make the improvements on its
integrated corporate governance to establish itself as a healthy financial
conglomeration and continue to participate in creating a steady and sustainable
financial service sector.
Fundamental Principles
In reference to the Financial Services Authority Regulation number 18/POJK.03/2014
Concerning Implementation Of Integrated Good Corporate Governance For Financial
Conglomerates, the implementation of Integrated Governance is a management
applying the principles of:
1. Transparency;
2. Accountability;
3. Responsibility;
4. Independence or professional and;
5. Fairness.
As part of the Good Corporate Governance, the Bank has put the above principles in
place and has very high commitment towards an excellence Integrated Good
Governance within the Financial Conglomeration.
B. Financial Conglomeration Structure
Under the Financial Services Authority Regulation of number 18/POJK.03/2014 On the
Application of Concerning Implementation Of Integrated Good Corporate Governance
For Financial Conglomerates, each Financial Services Institution is required to identify
the ownership and/or control relationship with the other Financial Services
Institutions. The Bank has identified 3 (three) Financial Services Institutions that is
under direct ownership and/or control of the Bank, i.e.:
1. PT Bank Jabar Banten Syariah;
2. PT BPR Karya Utama; and
3. PT BPR Intan Jabar.
As part of the efforts to determine related companies, the Bank with controlling
shareholders, and in this particular is the Provincial Government of West Java, have
identified the Financial Services Institution owned and/or control by the West Java
Provincial Government. As a response to the identification, the Government of West
The Implementation of bank bjb Integrated Corporate Governance Year 2016 2
Java has submitted all Financial Service Institutions owned and/or controlled by the
Government of West Java in a letternumber539/1030/Inves&BUMD dated 02 March
2015 concerning the Appointment of bjb as the Principal Entity and letter
number539/1495/Inves&BUMD dated 27 March 2015 concerning the appointment of
bjb as the Principal Entity. Under the letter from the West Java Provincial
Government, the Bank has was appointed as the Main Principal for all the Financial
Services Institution owned and/or controlled by the Provincial Government of West
Java. The Financial Services Institutions owned and/or Controlled by the Government
of West Java Province are:
1. PD BPR Warungkondang, Cianjur District;
2. PD BPR Cipatujah, Tasikmalaya District;
3. PD BPR Leuwiliang, Bogor District;
4. PD BPR Citeureup, Bogor District;
5. PD BPR Parungpanjang, Bogor District;
6. PD BPR Sawangan, Bogor District;
7. PD BPR Pancoran Mas, Bogor District;
8. PD BPR Bekasi, Bekasi District;
9. PD BPR Setu, Bekasi District;
10. PD BPR Sukatani, Bekasi District;
11. PD BPR Pondokgede, Bekasi District;
12. PD BPR Cibarusah, Bekasi District;
13. PD BPR Cibitung, Bekasi District;
14. PD BPR Arahan Kidul, Indramayu District;
15. PD BPR Balongan, Indramayu District;
16. PD BPR Bongas, Indramayu District;
17. PD BPR CantigiKulon, Indramayu District;
18. PD BPR Kroya, Indramayu District;
19. PD BPR Sukra, Indramayu District;
20. PD BPR Banjaran, Majalengka District;
21. PD BPR Cigasong, Majalengka District;
22. PD BPR Cingambul; Majalengka District;
23. PD BPR Panyingkiran, Majalengka District;
24. PD BPR Cimerak, Ciamis District;
25. PD BPR Saketi, Pandeglang District;
26. PD BPR MaiingpingLebak District;
27. PD BPR Cipanas, Lebak District;
28. PD BPR Warunggunung, Lebak District;
29. PD BPR Kertaraharja, Tangerang District;
30. PD BPR Serang, Serang District.
31. PT. Jamkrida Jabar
Based on the result of the identification performed above, in the decision of the Boards
of Directors number 1159/SK/DIR-MR/2015 concerning the Financial Conglomeration
The Implementation of bank bjb Integrated Corporate Governance Year 2016 3
Structure of PT. Bank Pembangunan Daerah Jawa Barat danBanten, Tbk, the Bank has
stipulated the following Financial Conglomeration Structure:
After the identification, the Bank reviewed the Financial Services Institution under the
Bank’s Financial Conglomeration, particularly the Financial Service Institutions owned
and/or controlled by the Provincial Government of West Java as an effort to ensure the
observance of the undertakings of Integrated Governance within Financial
Conglomeration. Based on the result of the review that has been performed, several
items that changed the Bank’s Financial Conglomeration were found:
1. The review of PT Jamkrida Jabar’s area of business, it was found that PT
JamkridaJabar is an underwriting company. In reference to the Financial Services
Authority number 18/POJK.03/2014 Concerning Implementation Of Integrated
Good Corporate Governance For Financial Conglomerates (Article 3), the
underwriting company is not a Financial Service Institution included in the
financial conglomeration. Therefore it is not meeting the criteria as the member of
financial conglomeration. The Financial Services Authority has also underlined the
same with the letter number S-22/KR.212/2016 Concerning the Confirmation of
Financial Conglomeration.
2. Merging of Financial Service Institution within the area of Bekasi District, i.e. PD
BPR Bekasi, Bekasi District; PD BPR Setu Bekasi District; PD BPR Sukatani Bekasi
District; PD BPR Pondokgede Bekasi District;; PD BPR Cibarusah Bekasi District;;
PD BPR Cibitung Bekasi District; according to the Minutes of Extraordinary
Shareholders Meeting on the Approval of the Shareholders on the Deed of Merger
of PD BPR LPK (Perusahaan Daerah Bank Perkreditan Rakyat Lembaga
Perkreditan Kecamatan) Pondokgede, PD BPR LPK Sukatani, PD BPR LPK Setu,
PD BPR LPK Cibarusah, PD BPR LPK Cibitung into PD BPR LPK Bekasi number 55.
3. The merger of Financial Service Institution within Majalengka District, i.e., PD
BPR Banjaran Majalengka District, PD BPR Cigasong, Majalengka District, PD BPR
Cingambul, Majalengka District, PD BPR Panyingkiran, Majalengka District,
according to the Deed of Merger number 32.
West Java ProvincialGovernment
bank bjb
PT Bank JabarBanten Syariah
PT BPR KaryaUtama
PT BPR IntanJabar
30 Related
BPRs
PT JamkridaJabar
The Implementation of bank bjb Integrated Corporate Governance Year 2016 4
Based on the above, in the decision letter of the Boards of Directors number
08570/SK/DIR-MR/2016 concerning the Financial Conglomeration Structure of PT.
Bank Pembangunan Daerah Jawa Barat danBanten, Tbk, the Bank has stipulated the
following Financial Conglomeration Structure:
C. The Ownership Structure of Financial Service Institution, Member of Financial
Conglomeration
C.1 Principal Entity
The ownership structure of the Bank as the Principal Entity as follows.
Shareholders Percentage of Share Ownership
West Java Provincial Government 38.26%
Bandung Municipality Administration 1.20%
Cirebon Municipality Administration 0.18%
Sukabumi MunicipalityAdministration
0.38%
Bekasi Municipality Administration 0.62%
Bogor Municipality Administration 0.48%
Cimahi Municipality Administration 1.07%
Depok Municipality Administration 0.92%
Tasikmalaya MunicipalityAdministration
0.62%
Banjar Municipality Administration 0.42%
Bandung District Administration 7.02%
Cirebon District Administration 0.55%
Karawang District Administration 0.56%
Ciamis District Administration 0.34%
Tasikmalaya District Administration 1.35%
Sukabumi District Administration 0.86%
Subang District Administration 0.44%
West Java ProvincialGovernment
bank bjb
PT Bank JabarBanten Syariah
PT BPR KaryaUtama
PT BPR IntanJabar
22 Related
BPR
The Implementation of bank bjb Integrated Corporate Governance Year 2016 5
C.2 Subsidiary
The following is the ownership structure of the Financial Services Institution
positioned as the subsidiary of the Bank.
1. PT Bank Jabar Banten Syariah
Shareholders Percentage of Share Ownership
Bank 98.61%
PT. Banten Global Development 1.39 %
2. PT BPR Intan Jabar
Shareholders Percentage of Share Ownership
Bank 36.91%
West Java Provincial Government 31.39%
Garut District Administration 31.70%
3. PT BPR Karya Utama Jabar
Shareholders Percentage of Share Ownership
Bank 44.32%
West Java Provincial Government 33.41%
Subang District Administration 22.27%
C.3 Related Companies
The following is the ownership structure of the Financial Services Institution
positioned as the relevant companies of the Bank.
1. PT BPR Cianjur Jabar
Shareholders Percentage of Share Ownership
West Java Provincial Government 39.88%
Cianjur District Administration 47.87%
Bank bjb 12.25%
Shareholders Percentage of Share Ownership
Indramayu District Administration 0.87%
Bekasi District Administration 0.76%
Sumedang District Administration 0.47%
Bogor District Administration 2.00%
Cianjur District Administration 1.06%
Kuningan District Administration 0.28%
Majalengka District Administration 0.37%
Garut District Administration 0.27%
Purwakarta District Administration 0.53%
Banten Provincial Government 5.37%
Tangerang MunicipalityAdministration
1.23%
Cilegon Municipality Administration 0.60%
Serang District Administration 1.49%
Tangerang District Administration 2.98%
Lebak District Administration 0.37%
Pandeglang District Administration 1.09%
Public 25.00%
The Implementation of bank bjb Integrated Corporate Governance Year 2016 6
2. PT BPR Cipatujah Jabar
Shareholders Percentage of Share Ownership
West Java Provincial Government 33.04%
Tasikmalaya District Administration 62.00%
Bank bjb 4.96%
3. PD BPR LPK Leuwiliang, Bogor District
Shareholders Percentage of Share Ownership
West Java Provincial Government 39.27%
Bogor District Administration 56.10%
Bank bjb 4.63%
4. PD BPR LPK Citeureup, Bogor District
Shareholders Percentage of Share Ownership
West Java Provincial Government 39.29%
Bogor District Administration 56.08%
Bank bjb 4.63%
5. PD BPR LPK Parungpanjang, Bogor District
Shareholders Percentage of Share Ownership
West Java Provincial Government 36.65%
Bogor District Administration 52.36%
Bank bjb 10.99%
6. PD BPR LPK Sawangan, Bogor District
Shareholders Percentage of Share Ownership
West Java Provincial Government 36.65%
Bogor District Administration 52.36%
Bank bjb 10.99%
7. PD PD LPK Pancoran Mas, Bogor District
Shareholders Percentage of Share Ownership
West Java Provincial Government 36.65%
Bogor District Administration 52.36%
Bank bjb 10.99%
8. PD BPR LPK Bekasi, Bekasi District
Shareholders Percentage of Share Ownership
West Java Provincial Government 61.84%
Bekasi District Administration 30.88%
Bank bjb 7.28%
9. PD BPR LPK Arahan Kidul, Indramayu District
Shareholders Percentage of Share Ownership
West Java Provincial Government 36.65%
Indramayu District Administration 52.36%
Bank bjb 10.99%
The Implementation of bank bjb Integrated Corporate Governance Year 2016 7
10. PD BPR LPK Balongan, Indramayu District
Shareholders Percentage of Share Ownership
West Java Provincial Government 36.65%
Indramayu District Administration 52.36%
Bank bjb 10.99%
11. PD BPR LPK Bongas, Indramayu District
Shareholders Percentage of Share Ownership
West Java Provincial Government 36.65%
Indramayu District Administration 52.36%
Bank bjb 10.99%
12. PD BPR LPK CantigiKulon, Indramayu District
Shareholders Percentage of Share Ownership
West Java Provincial Government 36.65%
Indramayu District Administration 52.36%
Bank bjb 10.99%
13. PD BPR LPK Kroya, Indramayu District
Shareholders Percentage of Share Ownership
West Java Provincial Government 36.65%
Indramayu District Administration 52.36%
Bank bjb 10.99%
14. PD BPR LPK Sukra, Indramayu District
Shareholders Percentage of Share Ownership
West Java Provincial Government 36.65%
Indramayu District Administration 52.36%
Bank bjb 10.99%
15. PD BPR LPK Panyingkiran, Majalengka District
Shareholders Percentage of Share Ownership
West Java Provincial Government 56.18%
Majalengka District Administration 35.55%
Bank bjb 8.48%
16. PD BPR LPK Cimerak, Ciamis District
Shareholders Percentage of Share Ownership
West Java Provincial Government 29.17%
Ciamis District Administration 58.33%
Bank bjb 12.50%
17. PD BPR Berkah, Pandeglang District
Shareholders Percentage of Share Ownership
West Java Provincial Government 16.12%
Banten Provincial Government 16.12%
Pandeglang District Administration 59.70%
Bank bjb 8.06%
The Implementation of bank bjb Integrated Corporate Governance Year 2016 8
18. PD BPR LPK Maiingping, Lebak District
Shareholders Percentage of Share Ownership
West Java Provincial Government 12.47%
Banten Provincial Government 12.47%
Lebak District Administration 66.32%
Bank bjb 8.73%
19. PD BPR LPK Cipanas, Lebak District
Shareholders Percentage of Share Ownership
West Java Provincial Government 16.55%
Banten Provincial Government 16.55%
Lebak District Administration 60.69%
Bank bjb 6.21%
20. PD BPR LPK Warunggunung, Lebak District
Shareholders Percentage of Share Ownership
West Java Provincial Government 16.83%
Banten Provincial Government 16.83%
Lebak District Administration 61.71%
Bank bjb 4.63%
21. PD BPR Kertaraharja, Tangerang District
Shareholders Percentage of Share Ownership
West Java Provincial Government 0.84%
Banten Provincial Government 20.94%
Tangerang District Administration 76.76%
Bank bjb 1.47%
22. PD BPR LPK Serang,Serang District
Shareholders Percentage of Share Ownership
West Java Provincial Government 7.85%
Banten Provincial Government 34.14%
Lebak District Administration 52.55%
Bank bjb 5.46%
D. The Management Structure of Financial Service Institution, Member of
Financial Conglomeration
D.1 Principal Entity
The management structure of the Bank as the Principal Entity as follows.
Board ofCommissioners
Muhadi Commissioner
Klemi Subiyantoro IndependentCommissioners
Rudhyanto Mooduto IndependentCommissioners
Yayat Sutaryat IndependentCommissioners
Suwarta IndependentCommissioners
The Implementation of bank bjb Integrated Corporate Governance Year 2016 9
Board of Directors Ahmad Irfan Chairman
Suartini Director
Fermiyanti Director
Agus Gunawan Director
Nia Kania Director
Benny Santoso Director
Agus Mulyana Director
D.2 Subsidiary
The following is the management structure of the Financial Services Institution
positioned as the subsidiary of the Bank.
1. PT. Bank Jabar Banten Syariah
The Board ofCommissioners
Erick
Didit Supriyadi
Adang A Kusnandar
Memed Sueb
Board of Directors Yocie Gusman
Hamara Adam
Harta Purnama
Indra Falatehan
Toto Susanto
Board of SupervisorsSharia
Prof. DR. Jaih, SE, MH. M.Ag
Rikza Maulan, Lc, MAg
Drs. H. EndjoSunidja, MM, M.Ag
2. PT. BPR Intan Jabar
The Board ofCommissioners
Rahmat
Bunyamin Saepudin
Board of Directors Aam Muhamad
Dani Hadian
Deden Rachmat Syawaludin
3. PT BPR Karya Utama Jabar
The Board ofCommissioners
Rubyana Ramdhan
Board of Directors Oman Sunandar
R. Mohammad Noor Rahman
D.3 Related Companies
The following is the management structure of the Financial Services Institution
positioned as the relevant companies of the Bank.
1. PT BPR Cianjur Jabar
Board of Directors Yayan Suryana
Rachmat Aries
The Implementation of bank bjb Integrated Corporate Governance Year 2016 10
Subadri
The Board ofCommissioners
Agus Takkarin Siddiq
2. PT BPR Cipatujah Jabar, Tasikmalaya District
Board of Directors H. Atang Sutarsa
Asep Darlianto
Board of Supervisors H. Amar Sumarna
Asep Budiman
3. PD BPR LPK Leuwiliang, Bogor District
Board of Directors Endang Sukarman
M. Roby Binarta
Board of Supervisors Arief Husin
4. PD BPR LPK Citeureup, Bogor District
Board of Directors Supriyanto
Rupini Surtiastuti
Board of Supervisors Arief Husin
Mulyani
5. PD BPR LPK Parungpanjang, Bogor District
Board of Directors Asep Dadan Suryadarma
Board of Supervisors Asep Dadan Suryadarma
6. PD BPR LPK Sawangan, Bogor District
Board of Directors Nurhikmah
Board of Supervisors Mulyani
7. PD PD LPK Pancoran Mas Depok, Bogor District
Board of Directors Bachrum Suraatmaja
Eka Sugiawibawa
Board of Supervisors Asep Dadan Suryadarma
8. PD BPR LPK Bekasi, Bekasi District
Board of Directors Adi Dadan Nugraha
Devi Puspita Sari
Board of Supervisors Suherman
Dali
9. PD BPR LPK Arahan Kidul, Indramayu District
Board of Directors Warli
Nandang Suherman
Board of Supervisors Nurjaman
Maman Kusman
10. PD BPR LPK Balongan, Indramayu District
Board of Directors Jayana
M. Hasan Sadli
The Implementation of bank bjb Integrated Corporate Governance Year 2016 11
Board of Supervisors Suwardi
Rosyimin
11. PD BPR LPK Bongas, Indramayu District
Board of Directors Munandar
Mashuri
Board of Supervisors Darma
Nurjaman
12. PD BPR LPK Cantigi Kulon, Indramayu District
Board of Directors Bukaerih
Nasidi
Board of Supervisors Darma
Maman Kusman
13. PD BPR LPK Kroya, Indramayu District
Board of Directors Amar Jaya
AtnoSuratno
Board of Supervisors Wahyudi
Gatot
14. PD BPR LPK Sukra, Indramayu District
Board of Directors Runanto
Duningsih
Board of Supervisors Wibisono
15. PD BPR LPK Panyingkiran, Majalengka District
Board of Directors Oci Sanusi
Nano Priatno
Board of Supervisors Uyet Suyatna
Ajat Sudrajat
16. PD BPR LPK Cimerak, Ciamis District
Board of Directors Endang Suryono
Asep Herman
Board of Supervisors Amir Nuryadin
Nandang Herdiana
17. PD BPR Berkah, Pandeglang District
Board of Directors Jaenudin
Kiki Al Huda
Board of Supervisors Tri WaskitoBudiningrat
Tati Suwagiharti
18. PD BPR LPK Malingping Lebak District
Board of Directors Yatna Supriatna
Board of Supervisors Rina Dewiyanti
Dani Hendarman
The Implementation of bank bjb Integrated Corporate Governance Year 2016 12
19. PD BPR LPK Cipanas, Lebak District
Board of Directors EllyBurhanudin
Board of Supervisors Imam Santoso
20. PD BPR LPK Warunggunung, Lebak District
Board of Directors Multini
Board of Supervisors Rina Dewiyanti
Dani Hendarman
21. PD BPR Kertaraharja, Tangerang District
Board of Directors Ai Suherlan
Uus Mustaudi
Board of Supervisors Aswandi
Moch. Naim
22. PD BPR LPK Serang,Serang District
Board of Directors Teguh Iman Darmawan
Board of Supervisors Mohamad Tahyar
E. Execution of Duties and Responsibilities of the Principal Entity’s Board of
Directors and Board of Commissioners
E.1 Performance of functions and Responsibilities of the Principal Entity’s
Board of Directors
The Duties and Responsibilities of the Principal Entity’s Board of Directors to
ensure the implementation of Integrated Governance have been with performed
in the following efforts:
1. Formulation of Integrated Good Governance Guideline
The Board of Directors of Principal Entity has formulated the Integrated
Good Governance Guidelines stipulated in the Decision Letter of the Board
of Directors number 0104/SK/DIR-KP/2016 dated 15 February 2016
concerning Integrated Good Governance Policy of the Financial
Conglomeration of PT. Bank Pembangunan Daerah Jawa Barat danBanten,
Tbk. Through the signing of Cooperation Agreement between the Bank and
10 (ten) Financial Service Institution in the Financial Conglomeration in
Bandung on 30 March 2016, the Bank’s Board of Directors have provided all
Financial Service Institutions with Integrated Good Governance Guideline
that has become an inseparable part of the signed cooperation agreement.
2. Supervision and Evaluation of Integrated Good Governance Execution
Board of Directors of the Principal Entity has monitored and evaluated the
Integrated Good Governance Execution among others through focus group
discussion and due diligence performed by the Bank’s Compliance Work
Unit or Risk Management Work Unit.
3. The Bank’s Board of Directors has followed up the direction and advice of the
Board of Commissioners of the Main Entityas an Effort to Improve the
Integrated Governance Guideline. It is evidentof the approval of the Board of
The Implementation of bank bjb Integrated Corporate Governance Year 2016 13
Commissioners to the Decision Letter of the Board of Directors number
0104/SK/DIR-KP/2016 dated 15 February 2016 concerning Integrated Good
Governance Policy of the Financial Conglomeration of PT. Bank Pembangunan
Daerah Jawa Barat danBanten, Tbk., in the Board of Commissioners Letter Number
010/DK/2016 dated 4 February 2016 concerning the Approval of Integrated Good
Governance Policy.
E.2 Execution of Duties and Responsibilities of the Board of Commissioners
To evaluate the Integrated Good Governance guideline executed in Financial
Conglomeration, The Board of Commissioners have delivered The Letter
Number 010/DK/2016 dated 4 February 2016 regarding the Approval of
Integrated Good Governance policy to the Board of Directors.
The Board of Commissioners also appointed the member of integrated good
governance committee by establishing Good Governance Committee based on
the Decision Letter of the Board of Commissioners number 05/SK/DK/2016
dated 31 March 2016 concerning the Establishment of Integrated Good
Governance Committee.
F. Execution of the Task of Integrated Good Governance Committee
Financial Services Authority number 18/POJK.03/2014 Concerning Implementation Of
Integrated Good Corporate Governance For Financial Conglomerates is stipulated to
guide the performance of integrated good governance for the Financial Services
Institutions with ownership and/or controlling the relationship. Therefore, every
Financial Services Institution in a financial conglomeration is required to put
integrated good governance in place. To do this, the Bank has established an
Integrated Good Governance Committee as part of the supervision to provide
recommendation or advice for the execution of the policy.
The Integrated Good Governance Committee was formedunder:
1. Financial Authority Regulation number 55/POJK.03/2016 Dated 07 December 2016
concerning The Implementation of Good Governance for General Bank;
2. Circular Letter of Bank Indonesia number 15/15/DPNP dated 29 April 2013
concerning The Implementation of Good Corporate Governance for General
Bank;
3. Financial Service Authority Regulation number 17/POJK.03/2014 Dated 18
November 2014 concerning the Implementation of Risk Management for
Financial Conglomeration;
4. Circular Letter of Financial Service Authority number 14/SEOJK.03/2015 Dated 25
May 2015 concerning The Implementation of Risk Management for Financial
Conglomeration;
5. Circular Letter of Financial Authority Regulation number 15/SEOJK.03/2015 Dated
25 May 2016 concerning The Implementation of Good Governance for Financial
Conglomeration;
6. The Decision of the Board of Commissioners of PT Bank Pembangunan
DaerahJawaBarat danBanten,Tbk.Number 07/SK/DK/2015 dated 22 April 2015
The Implementation of bank bjb Integrated Corporate Governance Year 2016 14
concerning Allocation of Tasks and the Implementation of the Board of
Commissioners’ and Committee’s Activity Schedule.
7. The Decision of the Board of Commissioners of PT Bank Pembangunan Daerah
Jawa Barat danBanten, Tbk. Number 04/SK/DK/2016 dated 30 March 2016
concerning Allocation of Tasks and the Implementation of the Board of
Commissioners’ and Committee’s Activity Schedule.
8. The Decision of the Board of Commissioners of PT Bank Pembangunan
DaerahJawaBarat danBanten,Tbk. Number 05/SK/DK/2016 dated 31 March 2016
concerning the Working Guideline and Regulations of the of Integrated Good
Governance Committee.
Below is the information on the membership, structure, and skills of the Bank’s
Integrated Good Governance Committee of 2016.
No Name Remarks Title Expertise
1 YayatSutaryat IndependentCommissioners
Chairman Legal
2 KlemiSubiyantoro IndependentCommissioner, ActingPresidentCommissioner
Member Accounting and Legal
3 RudhyantoMooduto IndependentCommissioners
Member Accounting andInternational BusinessManagement
4 Suwarta IndependentCommissioners
Member Accounting and Legal
5 Aldrin Herwany Independent Party Member Economy
F.1 The Independence of the Integrated Good Governance Committee
All members of the Integrated Good Governance Committee have no financial
relationship,management, shares ownership and/or family relations with the
Board of Commissioners, Board of Directors and/or Controlling Shareholder, or
any relationship with the Bank that may affect its ability to act independently.
F.2 The Roles and Responsibilities of the Integrated Good Governance
Committee
The Integrated Good Governance Committee has the roles and responsibility to
formulate and implement the annual work plan according to the direction of the
Board of Commissioners and the Bank’s current regulations. The responsibilities
of the Integrated Good Governance Committee are:
(a) Supervise the implementation of good governance in individual Financial
Service Institutions to meet the Integrated Good Governance Policy;
(b) Provide the recommendations to the Principal Entity’s Board of
Commissioners regarding the implementation of the roles and
responsibilities of the Principal Entity’ Board of Directors in the
implementation of Integrated Good Governance Policy and the follow-up of
the internal and external audit results;
The Implementation of bank bjb Integrated Corporate Governance Year 2016 15
(c) Evaluate the stipulated Integrated Good Governance Policy;
(d) Evaluate and analyse the report of integrated good governance provided by
the Board of Directors and other reports;
(e) Formulate and implement the Integrated Good Governance Committee ‘s
annual work plan according to the direction of the Board of Commissioners
and the Bank’s prevaling conditions.
(f) Create annual work program;
(g) Create the evaluation report and provide the reccomendation to the Board
of Commissioners at least 1 (one) time on a quarterly basis.
F.3 The Meeting and Attendance of the Integrated Good Governance Committee
The Integrated Good Governance Committee has held 10 (ten) meetings. The
following lists the information on the Remuneration and Nomination Committee
meetings:
NameTotal
MeetingsTotal
AttendancePercentage
Yayat Sutaryat 10 10 100%
Klemi Subiyantoro 10 - -
Rudhyanto Mooduto 10 10 100%
Suwarta* 7 5 71.43%
Aldrin Herwany** 6 8 75%
*Appointed as the committee member on 30 March 2016
**Appointed as the committee member on 3 June 2016
F.4 Execution of the Task of Integrated Good Governance Committee
The following lists all of the activities of the Integrated Good Governance
Committe in 2016:
(a) Coordination with the Director of Compliance and Risk Management;
(b) Providing inputs to the Board of the Directors;
(c) Monitor the progress report of the Bank’s Integrated Good Governance and
Integrated Risk Management implementation.
(d) Evaluate task force unit of Integrated Good Governance and Member of
Financial Conglomeration.
G. The Implementation of the Integrated Compliance, Integrated Internal Audit,
and Integrated Risk Management
G.1 Integrated Compliance
Under the Financial Authority Regulation number 18/POJK.03/2014 Concerning
Implementation Of Integrated Good Corporate Governance For Financial
Conglomerates. The Bank as the Principal Entity is required to have independent
Integrated Compliance Work Unit; In consideration of the Bank’s current
organizational structure the Bank has established Compliance Work Unit;
Therefore, existing Compliance Work Unit has performed the integrated
compliance task; In performing the integrated compliance function, the
The Implementation of bank bjb Integrated Corporate Governance Year 2016 16
integrated Compliance Work Unit has initiated focus group discussion activity
regarding the application of the Circular Letter of the Financial Service Authority
number 5/SEOJK.03/2016Concerning the Application of Governance for the
People’s Credit Bank. With the of Circular Letter of the Financial Service
Authority in effect,all members of financial conglomeration, which mostly is a
Financial Service Institution in the form of BPR (People’s Credit Bank), are
encouraged to execute a good corporate governance. Under the Circular Letter,
the good corporate governance in BPR among others is applied by completing
the composition of the Board of Directors and the Board of Commissioners,
committees, and implementation of compliance and internal audit functions. In
this governance, all BPRs is required to perform a self-assessment at least 1
(once) a year and issue a report of the good governance application at the end of
the year to be submitted to the Financial Service Authority and other parties by
the prevailing conditions.
G.2 Integrated Internal Audits
Under the Financial Authority Regulation number 18/POJK.03/2014 Concerning
Implementation Of Integrated Good Corporate Governance For Financial
Conglomerates, the Bank as the Principal Entity is required to have independent
Integrated Internal Audits Work Unit. In consideration of the Bank’s current
organizational structure the Bank has established Internal Audits Work Unit; As
a result, the integrated internal audit is embedded in the job description of
General Audit Group under existing Internal Audit Work Unit. The Bank has
also adjusted the integrated audit function on general internal audit policy and
the draft has been completed by the Internal Audit Work Unit on time but still
requires review by relevant work units.
G.3 Integrated Risk Management
The Bank implemented the application of integrated risk management by
following the guidelines provided in the Financial Service Authority Regulation
nomor 18/POJK.03/2014 Concerning Implementation Of Integrated Good
Corporate Governance For Financial Conglomerates. One of the efforts made by
the bank to implement the application of integrated risk management is by
establishing special work unit assigned with the task to monitor the
implementation of risk management in the financial conglomeration. Under the
decision letter of the Boards of Directors number 621/SK/DIR-MR/2015
concerning the Organizational Structure of PT. Bank Pembangunan Daerah Jawa
Barat danBanten, Tbk., the Bank formed an integrated risk management group
under the Bank’s existing Risk Management Work Unit.
To support the implementation of task and responsibilities of integrated risk
management group, the Bank have stipulated some internal policies, i.e.
- Integrated Risk Management Policy as set out in the Decision Letter of the
Board of Directors number 0194/SK/DIR-MR/2016 dated 3 March 2016;
The Implementation of bank bjb Integrated Corporate Governance Year 2016 17
- The Guideline of Integrated Risk Management Measurement was specified in
the Decision Letter of the Board of Directors0293/SK/DIR-MR/2016 dated 31
March 2016;
- Methodology Assignment and Assessment of Integrated Risk Profiling
Weight Parameter and Intra-group Integrated Risk Parameter stipulated
through the Board of Directors’ Circular Letter number 129/SE/DIR-MR/2016
dated 22 September 2016;
- Integrated Risk Management Policy as set out in the Decision Letter of the
Board of Directors number 0976/SK/DIR-MR/2016 dated 28 October 2016;
- Integrated Risk Management Guidelines as specified in the Decision Letter of
the Board of Directors number 1154/SK/DIR-MR/2016 dated 27 December
2016;
Additionally, giventhe article 16 of the Financial Services Authority Regulation
number 18/POJK.03/2014 Concerning Implementation Of Integrated Good
Corporate Governance For Financial Conglomerates, the Bank as the Main Entity
is also required to establish an Integrated Risk Management Committee. The
Integrated Risk Management Committee is responsible and authorized to
provide arecommendation to the Board of Directors of the Principal Entity at
least in the formulation of the Integrated Risk Management policy and revisions
or improvements of the Integrated Risk Management based on the result of the
implementation evaluation. Based on the above regulation, the Bank stipulated
an internal policy concerning the Integrated Risk Management Committee
through the Decision Letter of the Board of Directors number 1049/SK/DIR-
MR/2016 dated 23 November 2016 Concerning the Integrated Risk Management
Committee Guideline and the Decision Letter of the Board of Directors number
1146/SK/DIR-MR/2016 dated 28 December 2016 Concerning the Structure of the
Integrated Risk Management Committee.
As for other activities performed by the Bank along with other relevant members
of financial conglomeration in the integrated risk management implementation
were focus group discussions and due diligence to ensure that each FSI in the
financial conglomeration implementsthe risk management. The Bank also have
fulfilled the reporting requirements to the Financial Service Authority on the
integrated risk profiling report and the report on integrated capital adequacy
ratio.
H. Integrated Good Governance Management
As the Principal Entity, the Bank is also required to formulate the Integrated Good
Governance Guideline. The Formulation of Integrated Good Governance Guideline is
based on the Financial Service Authority Regulation number 18/POJK.03/2014
Concerning Implementation Of Integrated Good Corporate Governance For Financial
Conglomerates and prevailing conditions for each Financial Service Institution under
the Financial Conglomeration. The reason is that it is a different line of business
The Implementation of bank bjb Integrated Corporate Governance Year 2016 18
performed by the Financial Service Institution under the Financial Conglomeration,
and it requires different conditions for each member of the Financial Conglomeration.
Through Decision Letter of the Board of Directors, number 0104/SK/DIR-KP/2016
dated 15 February 2016 concerning Integrated Good Governance Policy of the Financial
Conglomeration of PT. Bank Pembangunan Daerah Jawa Barat danBanten, Tbk., the
Bank has issued a policy on integrated good governance, and the Board of
Commissioners has approved it in the Letter number 010/DK/2016 dated 04 February
2016 concerning the Approval of Integrated Good Governance policy.
I. Inter-Group Transaction Policy
The Bank has policy, system and procedure of fund provisions to relevant parties and
provision of large fund which is set in the Bank’s General Credit Policy (KPB) in
accordance with the Decision Letter of the Board of Directors number 160/SK/DIR-
KOM/2015 dated 4 March 2015 concerning the Bank’s General Credit Policy, Standard
Operating Procedure of Credit for Corporation Segment. It isin accordance with the
Decision Letter of the Board of Directors number 909/SK/DIR-KOM/2014 dated 27
November 2014 as recently amended in the Decision Letter of the Board of Directors
number 157/SK/DIR-KOM/2017 dated 23 February 2017 concerning the Third
Amendment of the Decision Letter of the Board of Directors number 909/SK/DIR-
KOM/2014 dated 27 November 2014 concerning the Standard Operating Procedure of
Credit for Corporation Segment and Standard Operating Procedure of Credit for
Commercial Segment according to the Decision Letter number 910/SK/DIR-KOM/2014
dated 27 November 2014 as recently revised by the Decree Letter of the Board of
Directors number 158/SK/DIR-KOM/2017 dated 23 February 2017 concerning the
Second Amendment to the Decision Letter of the Board of Directors number
910/SK/DIR-KOM/2014 concerning Standard Operation Procedure of Credit for
Commercial Segment. The Credit granted to the related parties with large exposures
has been executed according to the principle of prudence. This is evidence among
others through the decision-making process that involves risk management function
group and business unit function group according to the provisions set in the Decision
Letter of the Board of Directors number238/SK/DIR-KOM/2015 dated 26 March 2015
concerning The Policy and Authority of Credit Committee. The Committee Meeting
decides the credit grant after approval from the Board of Commissioners (for
therelevantparty), and it is further followed up by including the Good Corporate
Governance clause in the Credit Offer Letter (SPPK).
J. Self-Assessment Report of the Integrated Good Governance of 2015.
Self-Assesment ResultIntegrated Good Governance Implementation
Ranking Ranking Definition
2
Implementation of Integrated Good Governance by the Financial
Conglomeration has been considered to be good in general. It is
reflectedin the sufficient compliance of Integrated Good Governance
principles. Any insufficient implementation of the Integrated Good
The Implementation of bank bjb Integrated Corporate Governance Year 2016 19
Governance is insignificant, and it could be resolved by reasonable
actions of the Principal Entity and/or FSI.
Analyses
Based on the indicator analysis of all assessment factors in Integrated Good Governance
Implementation, conclusions can be made that:
A. The Structure of Integrated Good Governance
The values that reflect the structural strength of Integrated Good Governance in the
Financial Conglomeration are:
The Board Directors of the Principal Entity have been considered to have passed
the fit, and proper test administered by the Financial Service Authority and
meets the integrity requirements, competence, and financial reputation that are
required to be demonstrated by the Board of Directors of the Principal Entity.
The Board Commissioners of the Principal Entity have been considered to have
passed the fit, and proper test administered by the Financial Service Authority
and meets the integrity requirements, competence, and financial reputation that
are required to be demonstrated by the Board of Directors of the Principal
Entity.
The Principal Entity has established the Integrated GoodGovernance
Committee.It is chaired by the Independent Board of Commissioners and
independent party.
The Principal Entity has set up Internal Audits Work Unit. Compliance Work
Unit and Risk Management Work Unit that supports the Implementation of the
Integrated Good Governance with competent and independent Human
Resources.
The Principal Entity has issued the Integrated Good Governance Policy to be
adopted in the Financial Conglomeration.
The Principal Entity has issued the Integrated Risk Management Policy to
comply with the requirements on the availability of Policy, Procedure, and Risk
Limit Setting in the Financial Conglomeration.
The Principal Entity has set up the Standard Operating Procedure for the
Reporting of Mandatory Provisions of Integrated Minimum Capital,
methodology and Integrated Risk Profiling Weight of Intra-Group Transactions.
The Principal Entity has established an Integrated Risk Management Committee
chaired by the Director of Compliance and Risk Management of the Principal
Entity.
B. The Process of Integrated Good Governance
The values that reflect the strength of process aspect of Integrated Good Governance
in the Financial Conglomeration are:
The Board of Directors of the Principal Entity has provided the direction on the
formulation of Integrated Good Governance Guideline.
The Board of Directors of the Principal Entity has submitted the Integrated
Good Governance Guideline to the member Board of Directors of the Financial
Conglomeration.
The Board of Commissioners of the Principal Entity held the Board of
Commissioners Meetings of the Principal Entity to discuss and formulate the
The Implementation of bank bjb Integrated Corporate Governance Year 2016 20
Integrated Good Governance.
The Board of Commissioners of the Principal Entity monitors the
implementation of task and responsibilities of the Principal Entity’s Board of
Directors by providing feedback against the Integrated Good Governance
Guidelines being formulated.
The Committee of the Principal Entity’s Board of Commissioners held the
Committee meeting to discuss the implementation of Integrated Good
Governance and the formulation of Integrated Good Governance.
The monitoring of compliance and implementation of risk management in the
Financial Service Institution within the Financial Conglomeration has been
performed through focus discussion group.
The implementation of Integrated Good Governance process by the Principal
Entity and Financial Service Institution is ensured by referring to the Integrated
Good Governance Guideline.
C. The Result of Integrated Good Governance
The values that reflect the aspect of thestrength of resultaspect of Integrated Good
Governance in the Financial Conglomeration are:
The Integrated Good Governance Guideline has been adapted according to the
direction of the Board of Commissioners of the Principal Entity.
The Board of Directors of the Principal Entity has developed the understanding
on the implementation of Integrated Good Governance to the members of the
Financial Conglomeration.
The Integrated Risk Management Work Unit has developed anintegrated risk
management profile and communicated to the member of the financial
conglomeration of Bank bjb.
The Board of Directors of the Financial Conglomeration are aware of the design
of the Integrated Good Governance Guideline to implement the Integrated Good
Governance.
Bandung, 9 May 2017PT. BANK PEMBANGUNAN DAERAH JAWA BARAT DAN BANTEN, Tbk.
Signed
Agus Mulyana Director of Compliance and Risk Management