Corporate Governance

I Board Manual I Code of Conduct I Code of Corporate Governancet I

Commitment and Consistency in applying Good Corporate Governance (GCG)
1. The execution of duties and responsibilities of the Board of Commissioners and Management
2. The establishment of Committees that will help the role of supervision of the Board of Commissioners
3. Full transparent information that is appropriate with the requirements of a publicly listed company
4. Application of risk management and internal control
5. Sustainable familiarization campaign of GCG
6. Assessment of GCG application as a means to know the performance and improvement in GCG implementation
7. And other various activities that support the establishment of Good Governance
8. Discentralization of Goods and Services Procurement
9. Financial Centralization
10. Human Resources Recruitment System

The application of Good Corporate Governance is the foundation for the establishment of a system, structure, and corporate culture that are adaptive towards the change in the business environment that is getting more competitive and being able of building an internal control system as well as applying a reliable risk management. The application of Good Corporate Governance is believed to be capable of strengthening the company’s competitive position, more efficiently and effectively manage resource and risk, increase corporate value and trust among investors, and corporate competitiveness in a sustainable manner.

In a bid to achieve the above goals, there is no other way than strong commitment in implementing Good Corporate Governance principles in all corporate constituents and organizational levels in a planned, administered and measured manner, enabling the GCG application to run consistently and in accordance with the best applicable GCG practices.

That is why in an attempt to achieve these efforts, Wijaya Karya (WIKA) with the support from all elements of the organization of the General Shareholders, Board of Commissioners, management, and employees, is committed to continue to build the system, structure, and management culture and organization that are based on the values of transparency, accountability, responsibility, independency, and equality/ fairness.

The implementation of GCG principles in WIKA is reflected in following:

Road Map of WIKA GCG
1. The establishment of several Committees at the Board of Commissioners, namely: Audit Committee, Nomination and Remuneration Committee, Financial Planning andRisk Business Committee and the GCG Committee.
2. Review Code of Corporate Governance, Code of Conduct, and Board Manual.
3. Making the Conflict of Interest document for the Board of Commissioners and Management.
4. GCG familiarization campaign.
5. The Development and Finance Comptroller Agency (BPKP) conducted the GCG assessment, in which the resulting score has reached 86.20 out of the scale of 100.

WIKA is fully aware that the business industry and the company’s status as a publicly listed firm, requires WIKA to implement sound good corporate governance (GCG) in business practices and all aspects of company management. The principles contained in GCG such as: transparency, accountability, responsibility, independency, and equal fairness, are believed to be capable of serving as the strong foundations for the establishment of a structured, systemized, and adaptable corporate culture addressing the changes in the business environment.

In applying GCG principles, there are three phases, which describe as a road map to reach good corporate governance, namely Phase-1 Good Corporate Governance (GCG), Phase-2 Good Governed Corporation, and Phase-3 Good Corporate Citizen. Each phase has its own characteristics and levels of achievements and results.

In line with the initial public offering (IPO) of shares in 2007 and listing its shares at the Indonesia Stock Exchange, the company has fully met the requirements contained in the principles of GCG. WIKA has conducted several activities from 2007 until 2009, which among others included:

In this assessment, the method used here are: Review, Self Assessment and interview. The Development and Finance Comptroller Agency’s Assessment is one of the indicators in pursuing to reach the achievements in applying GCG. The Assessment Results and recommendation which forwarded by the Development and Finance Comptroller Agency serves as one of the references for the company to comply with the various requirements in the GCG road map.

Based on the activities that were developed particularly in 2009, basically the company has fully met all the requirements in Phase-1, and that is Good Corporate Governance. Moving forward, the company will start focusing on various activities on implementing GCG that are directed to pursue to various indicators as Good Governed Corporation (GGC), by increasing the handling of risk business effectively through the application of proper internal control and appropriate risk management.

Company Policy on Code of Conduct

The Company implements a standard of ethics in executing all business activities based on the principles Good Corporate Governance which are written in the Company Policy. WIKA runs the operations of a business with a scope of main business activities in the field of construction and engineering services, including among others: (1) infrastructure construction business and services; (2) building construction business and services; (3) mechanical and electrical construction business and services; and the energy business and services. WIKA is also implementing a diversification of business covering the areas of industry and commerce, realty, property, and prefabricated concrete industry that are managed by its subsidiary companies.

All work units at the Head Office, Regional Office, and the subsidiary companies are obliged to conduct a socialization of this Code of Conduct to maintain honesty, integrity and fairness in all business activities in their respective working environments.

WIKA prohibits all levels of the Company comprising the Board of Commissioners, the Board of Directors, all work units at the Head Office, Regional Office, Branch Office, subsidiary companies, and related parties to enter into transactions that contravene the law and principles of Good Corporate Governance.

WIKA applies the audit function by utilizing audits based on proper and generally accepted principles as well ever striving that all breaches of prevailing norms and regulations be sanctioned according to regulations, whether administratively or legally. Every work unit is obliged to always follow-up each audit finding submitted by the audit function.