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PT Indal Aluminum Industry Tbk (Company) was founded in 1971, based on deed of establishment No.62 dated 16 July 1971 from Djoko Supadmo, S.H. which was amended by deed No.2 dated 1 November 1973 from Eliza Pondaag, S.H. and amended again by adjusting the Company's Articles of Association with the Limited Liability Company Law No. 40 of 2007 deed No. 13 dated 4 July 2008 from Dyah Ambarwaty Setyoso, S.H., which has received approval from the Minister of Law and Human Rights of the Republic of Indonesia in Decree No.AHU-91352.AH.01.02 dated 28 November 2008. Accompanied by further amendments to Deed no 176 dated 30 June 2015 from Bambang Heru Djuwito, SH., MH. as in the letter of the Director General of General Legal Administration number AHU-AH.01.03-0953380 and number AHU-AH-01.03-0953381 both dated 30 July 2015 and published in the State Gazette of the Republic of Indonesia dated 27 November 2015 number 95 Supplement number 1102/L. Furthermore, changes to Deed no. 93 dated 20 June 2017 from Sitaresmi Puspadewi Subianto, SH as stated in the letter from the Director General of General Legal Administration number AHU-AH.01.03-0153357. And finally, Amendment to Deed no. 38 dated 15 June 2023 from Anita Anggawidjaja, S.H. as in the letter from the Director General of General Legal Administration number AHU-0039257.AH.01.02.
Since 1994, the Company has been a public company and is currently still listed on the Indonesia Stock Exchange.
To become a market leader in the Aluminum Extrusion and Fabrication industry in Asia.
Providing the best service to customers with innovation, continuous improvement in productivity and efficiency.
Based on adjustments to article 3 of the Company's Articles of Association to align the Company's Aims and Objectives and Business Activities with the 2020 Standard Classification of Indonesian Business Fields (KBLI) as stated in the Deed of Notary Anita Anggawidjaja, S.H, the Company is a company engaged in industry, trade and services for several business activities, including managing aluminum ingot or billet raw materials into aluminum extrusion profiles which are used for ready-to-install building materials for the construction industry, home industry, electronic/automotive components, medical device components, aluminum solar panel frames and so on.
Presiden Director
Indonesian citizen, 73 years old, serves as president director with the task of leading the implementation of the Company's management and coordinating all other members of the Board of Directors. Completed an executive program at the National University of Singapore in 1990 and Tsing Hua University in Beijing, China in 2010. Appointed as a member of the Company's management at the AGM on June 13, 2024 with a term of office until the end of the AGM in 2027. He is one of the founders of the Company and has been with the Maspion business group throughout his career. He currently also serves as Chairman of the Indonesia China Business Council (ICBC) and as Chairman of the Advisory Board of the Indonesian Employers' Association (Apindo) of East Java, and other organizational positions. He also holds the positions of commissioner and director in several companies in the Maspion business group, including as President Director at PT Maspion, PT Alumindo Light Metal Industry, Tbk and PT Bumi Maspion, as President Commissioner at PT Indal Steel Pipe, PT Maspion Energy Mitratama, and PT Maspion Industrial Estate. During the 2024 financial year, he has attended various educational seminars or training related to prospects and strategies in the business world. He has affiliated relationships with members of the Board of Directors (Alim Mulia Sastra and Alim Prakasa) and Major Shareholder companies.
Director
Indonesian citizen, 71 years old, serves as managing director with duties in the Company's cost and expenditure control function. Completed his business studies in Singapore in 1974 and began his career in the Maspion business group in 1975. Appointed as a member of the Company's management at the AGMS on June 13, 2024 with a term of office until the end of the 2027 AGMS, and previously served as a Commissioner of the Company. Currently, he also holds various positions in the Maspion business group as a member of the Board of Directors of PT Maspion, PT Alumindo Light Metal Industry, Tbk and PT Maspion Kencana and the Board of Commissioners of PT Maspion Industrial Estate. During the 2024 financial year, he attended several trainings related to production operational control. He has affiliated relationships with members of the Board of Directors (Alim Markus and Alim Prakasa) and Major Shareholder companies.
Indonesian citizen, 67 years old, serves as executive managing director with the task of running all operational activities of the Company. Completed his studies at St. Mary University, Canada. Since 1981 he has joined the Maspion business group. Appointed as a manager of the Company at the AGMS on June 13, 2024 with a term of office until the end of the 2027 AGMS. In addition, he also holds various strategic positions in the Maspion business group as Directors (PT Alumindo Light Metal Industry, Tbk, PT Bumi Maspion and PT Maspion Industrial Estate) and Board of Commissioners (PT Maspion, PT Indal Steel Pipe and PT Alaskair Maspion). During the 2024 financial year, he attended various seminars and exhibitions related to products and production processes. He has affiliated relationships with members of the Board of Directors (Alim Markus and Alim Mulia Sastra) and Major Shareholder companies.
Indonesian citizen, 63 years old, serves as a director with the main task of managing the Company's financial management. Appointed as a manager of the Company at the AGMS on June 13, 2024 with a term of office until the end of the 2027 AGMS. Completed his postgraduate education at the Indonesian Management Development Institute. Previously, he had a career in banking for 22 years at various national and foreign banks with his last position as Vice President and 6 years of career in non-bank companies. Started his career in the Maspion business group since 2013, and concurrently serves as a Director at PT Alumindo Light Metal Industry, Tbk. During the 2024 financial year, he attended training and seminars related to financial strategy, banking and capital markets organized by Private Banks, Bank Indonesia and the Financial Services Authority (OJK). He has no affiliated relationship with members of the Board of Commissioners or Directors and Majority Shareholders.
Indonesian citizen, 57 years old, serves as a director with the task of supporting the executive managing director in managing the Company's operational activities. Appointed as a manager of the Company at the AGMS on June 13, 2024 with a term of office until the end of the 2027 AGMS. Completed a postgraduate program in strategic management. He has joined the Maspion business group since 1994. He currently also serves as a Director at PT Indalex (a subsidiary of the Company), PT Warna Cemerlang Industri and PT Ishizuka Maspion Indonesia. During the 2024 financial year, he attended training related to machinery facilities and product quality. He has no affiliated relationship with members of the Board of Commissioners or Board of Directors and Majority Shareholders.
President Commissioner
Indonesian citizen, 65 years old, serves as president commissioner with the task of leading supervision of the entire management of the Company and becoming the coordinator of the other commissioners. Appointed as a manager of the Company at the AGMS on June 13, 2024 with a term of office until the end of the 2027 AGMS. Completed an MBA study program at the National University of Singapore. Started his career in the Maspion business group since 1982. He held the position of Chief Financial Officer in the Maspion business group and as President Commissioner of PT Alumindo Light Metal Industry, Tbk. During 2024, no formal education or training was attended. Has no affiliation with members of the Board of Commissioners or Board of Directors and Majority Shareholders.
Independent Commissioner
Indonesian citizen, 65 years old, serves as a commissioner with the main task of internal audit function. Appointed as a manager of the Company at the AGMS on June 13, 2024 with a term of office until the end of the AGMS in 2027. Completed an MBA study program at the University of Toledo, USA. He has joined the Company since 2001. He also serves as Chairman of the Company's Audit Committee and Independent Commissioner of PT Alumindo Light Metal Industry, Tbk. During the 2024 financial year, he attended audit management training. He has no affiliation with members of the Board of Commissioners or the Board of Directors and Majority Shareholders.
In order to carry out the task of supervision and providing advice, the Board of Commissioners requires an Audit Committee that is professionally and independently tasked with conducting reviews, providing advice and recommendations for the interests of the Company relating to the financial reporting process, audits and compliance. Through the Decree of the Company's Board of Commissioners, the Company's Audit Committee consists of 3 people and one of the Independent Commissioners serves as the chairman. The composition of the Audit Committee is as follows:
Term of Office of Audit Committee Members Based on the decision of the Board of Commissioners No.003/INAI-DK/SK/2023 dated June 15, 2023, the term of office of the Audit Committee members starts from June 15, 2023 until 2026 or until there are changes made by the Board of Commissioners.
Audit Committee Independence In order to provide references, opinions and suggestions that are accountable, and to carry out their duties and responsibilities professionally and independently without any conflict of interest and intervention from any party, all members of the Company's Audit Committee come from independent parties selected according to their abilities, background, experience and education. All members of the Audit Committee do not own shares of the Company, do not have a business relationship with the Company, are free from personal interests and have no affiliation with the main shareholders or the Board of Commissioners and Directors.
Audit Committee Meeting Frequency Policy and Implementation Audit Committee meetings are held at least once every 3 (three) months and attended by at least more than ½ (one half) of the total number of members. Each Audit Committee Meeting is stated in the Minutes of Meeting and signed by all members of the Audit Committee present and submitted to the Board of Commissioners.
During 2024, the Audit Committee held 4 meetings with an average attendance rate of 100% for each member.
Audit Committee Training The training or seminars attended by Audit Committee members in 2024 are:
A brief description of the Audit Committee's Activities and ReportsDuring 2024, the Audit Committee has carried out its duties, responsibilities and authorities in accordance with the Financial Services Authority Regulation and the Audit Committee Charter, including
Corporate Secretary is held by Ariawan Wiradinata, based on a letter of appointment by the Company's Board of Directors since 2006. Domiciled in Surabaya, East Java and joined the Maspion Business Group since 1995. Completed his Masters degree in Financial Management from the University of 17 August 1945 Surabaya.
The Corporate Secretary is an individual or person in charge of a work unit who carries out the functions of a corporate secretary to bridge communication between the Company and the public and maintain openness of information. Every information conveyed by the corporate secretary to the public is official information from the issuer or public company. The Corporate Secretary is also responsible for ensuring that the Company has complied with the principles of GCG and all applicable laws and regulations.
Training or outreach that will be attended during 2024 includes:
Implementation of tasks during 2024 include:
PT Indalex, domiciled in Sidoarjo, type of business Construction Services, operational year 1993, with assets as of December 31, 2024 amounting to Rp.466,484,082,443,- Received the Palamarta Silver 2019 award from the Sidoarjo Madya Tax Service Office to PT Indalex as a Taxpayer who has made a major contribution to achieving state revenue targets.
PT Indal Investindo, domiciled in Surabaya, type of business Investment, operational year 1997, with assets as of December 31, 2024 amounting to Rp.813,228,860,290,-
PT Indal Servis Sentra, domiciled in Surabaya, type of business General Trading, operational year 1999, with assets as of December 31, 2024 amounting to Rp.2,390,000.-
PT Warna Cemerlang Industri, domiciled in Gresik, type of business Paint Manufacturing, operational year 1999, with assets as of December 31, 2024 amounting to Rp.37,741,619,403,-
PT Indal Reiwa Auto, previously known as PT UACJ Indal Aluminum, domiciled in Gresik, type of business Aluminum Extrusion Manufacturing, operational year 1998, with assets as of December 31, 2024 amounting to Rp.319,294,290,130,-
Basic Implementation of Corporate Governance
PT Indal Aluminum Industry Tbk has placed the principles of Good Corporate Governance (GCG) as a high priority and continues to improve by making the best effort to comply with all relevant regulations under the leadership of the Board of Directors and supervision of the Board of Commissioners. The Company maintains adequate internal controls by implementing appropriate structures and rules and monitoring initiatives at both operational and management levels. With the support of all company shareholders including the Maspion Group, the company believes that the implementation of Good Corporate Governance is believed to be able to strengthen the company's competitiveness on an ongoing basis, manage resources and risks more efficiently and effectively, increase company value and investor confidence. To achieve this requires a commitment to implementing the principles of Good Corporate Governance, including transparency, fairness, accountability, independence and responsibility in all operational activity practices.
Corporate Governance Structure
Based on Law No. 40 of 2007 concerning Limited Liability Companies, company organs consist of the General Meeting of Shareholders (GMS), Board of Commissioners and Directors. These three Company organs play a key role in the successful implementation of Good Corporate Governance. Company organs carry out their functions in accordance with statutory provisions, articles of association and other provisions based on the principle that each organ has independence in carrying out its duties, functions and responsibilities for the interests of the Company. The management system adopts a two-body system, namely the Board of Commissioners and Directors, where in accordance with applicable laws and regulations, the Board of Commissioners and Directors can form supporting organs for the successful management of the company.
The Company is committed to implementing good corporate governance practices as part of its efforts to achieve the Company's Vision and Mission. The Code of Ethics was prepared as a manifestation of this commitment and describes the values in the Company's work culture into an interpretation of behavior related to business ethics and code of conduct.
The Code of Ethics also applies as a reference for the Board of Commissioners and Directors in managing the company relating to all activities in the name of the Company. are expected to uphold the principles in this Code of Ethics.
The Code of Ethics is regularly socialized to all parts of the Company, and all new employees will sign this Code of Ethics and will be re-signed as a sign of approval every year.
The main Code of Ethics regulates behavior:
CORPORATE VALUES To create a better future for all stakeholders and develop together to serve society and the nation through business development.
Compliance with Laws, Regulations and Regulations It is expected that every employee will comply with state laws, rules and regulations and be a law-abiding citizen to ensure a law-abiding corporation.
Creating Clean and Green Businesses and Products The best companies must be responsible to society and the larger community. By creating clean and green businesses and products, the Company will be able to serve society in the long term with true goals.
Loyalty, Capability, Hard Work and Discipline From the pillars of success and achievement. Every member of the organization must maintain their integrity and be prepared to work hard and smartly for the mutual benefit of both the Company and the individual. Organizational behavior must be carried out in a military disciplined manner but with a humane approach.
According to the Articles of Association, the honorarium for members of the Board of Directors is determined in the AGM . The decision of the AGM dated June 13, 2024 regarding remuneration was to approve the authority to the Company's Board of Commissioners to determine the structure and amount of fair remuneration for the Board of Commissioners and Directors, as well as to complete other requirements in connection with this matter. The amount of remuneration for each member is determined according to the function and competence of each member, consisting of salary and allowances. The total remuneration received by the Board of Directors is IDR 6,394,628,249.- for 2024. For detailed information disclosure on the amount of remuneration received by each member of the Board of Directors, the Company has not been able to convey it for one reason or another.
The Board of Commissioners Remuneration Policy is determined in the AGM by giving authority to the Board of Commissioners to determine the amount and distribution of the honorarium consisting of salary and allowances through remuneration determination indicators. The total remuneration received by the Board of Commissioners is IDR 107,550,400- for 2024. For detailed disclosure of information on the amount of remuneration received by each member of the Board of Commissioners, the Company has not been able to convey it for one reason or another.
Risk management is a set of procedures and methodologies used to identify, measure, monitor and control risks arising from business activities. Effective risk management will allow the Company to have greater control in achieving the right balance between acceptable risk and estimated risk. Indications of risk inherent in the company's business and efforts to reduce the level of risk are as follows:
The Whistle Blowing System (WBS) is a communication tool for reporting actions related to violations or suspected violations, whether of the law, code of ethics and/or conflicts of interest committed by internal company parties. The implementation of WBS is expected to be able to overcome the limitations of the internal control system and provide guarantees of early detection of violations that occur.
Submission of Violation Reports Submission of violation reports is carried out in 2 ways, namely directly and indirectly. Directly by reporting directly to Personnel, Security, Supervisors and Plant Manager. Indirectly, namely reporting through other means such as suggestion boxes, email, telephone and mobile phones.
Protection for Reporters The Company will guarantee the safety of the reporter and the reporter will receive recognition and appreciation from the Company in the form of thanks from management as well as recording the condition of the employee concerned with a separate assessment.
Handling and the Party Managing Complaints Every complaint or disclosure report is carried out by a team of WBS administrators formed by the Board of Directors to carry out audits, record keeping and corrective action as well as impose sanctions on the reported party. It is also mandatory to communicate with the local police if things that are suspected of being serious or certain violations are found.
Complaints Incoming and Processed in 2023 In 2023, no complaints or reports will be received and handled by the Company.
Corporate Social Responsibility (CSR) is the Company's commitment to participate in sustainable economic development in order to improve the quality of life and the environment that is beneficial, both for the Company itself, the local community and society in general by considering the expectations of stakeholders, in line with established laws and norms of behavior and integrated with the organization as a whole. The cost of implementing CSR in the Company is carried out centrally by the Group amounting to IDR 2,169,668,128,- with the Company's contribution of IDR 247,909,633, - for 2024.
For a detailed and detailed explanation of social and environmental responsibility information, we will disclose it in the Sustainability Report.
Registered Public Accountant
Paul Hadiwinata, Hidajat, Arsono, Retno, Palilingan & Rekan
Jl. Ngagel Jaya 90, Surabaya – 60283 Tel : (62-31)5012161 Fax : (62-31) 5012335
Share Registrar
PT Adimitra Jasa Korpora
Kirana Boutique Office Jl. Kirana Avenue 3 Blok F3 No.5 Kelapa Gading, Jakarta Utara – 14250 Tel : (62-21) 29745222 Fax : (62-21) 29289961
On December 5, 1994, the Company conducted an initial public offering of 13,200,000 shares listed on the Surabaya Stock Exchange and Jakarta Stock Exchange (now the Indonesia Stock Exchange / BEI). On the same day, 30,800,000 founder shares were also listed with a nominal value of Rp. 1,000 per share.
Shares to 88,000,000 shares listed on the Indonesia Stock Exchange. From the initial Rp. 1,000 per share, it was divided in two to Rp. 500.-. Continued with the distribution of bonus shares on February 26, 1996 amounting to 70,400,000 shares so that the total shares listed on the BEI until the end of 2013 were 158,400,000 shares.
In 2014, the Company conducted a corporate action in the form of a stock split from the initial Rp.500,- per share divided into two to Rp.250,- per share, so that effective as of February 12, 2014 the number of the Company's shares was 316,800,000 shares which were also listed on the Indonesia Stock Exchange. The most recent was the stock split which became effective on the stock exchange on October 26, 2017 with a ratio of 1:2, so that the current nominal value of shares of Rp.250,- per share became Rp.125,- per share, and the number of the Company's shares of 316,800,000 changed to 633,600,000.
Capital Market Supporting Institutions and/or Professionals
Paul Hadiwinata, Hidajat, Arsono, Retno, Palilingan & Partners domiciled at Ngagel Jaya 90, Surabaya as Independent Auditor of INAI's Financial Reports, with a total fee of around IDR 210,600,000.00 for the assignment of General Audit of Financial Reports as of 31 December 2024.
PT Adimitra Jasa Korpora which is domiciled at Kirana Boutique Office, Jakarta as a supporting securities administration bureau for INAI with a fee of around IDR 28,000,000.00 the assignment period of January 1-December 31, 2024.
Award / reputation obtained by PT Indal Aluminum Industry Tbk in 2021