Audit and Risk Committee

Audit & Risk Committee


The Company established an Audit and Risk Committee in 2012 in order to assist supervisory duties on the performance and operations of the Company in accordance with BUMN State Ministerial Regulation number PER-12/MBU/2012 dated August 24, 2012 concerning Supporting Organ of the Board of Commissioners/Supervisory Board of State-Owned Enterprises, and Financial Services Authority Regulation No. 55/POJK.04/2015 concerning Establishment and Work Guidelines of the Audit Committee. The Audit and Risk Committee works collectively and independently in carried out their duties to assist the Board of Commissioners and be responsible to the Board of Commissioners. The term of office of the Audit Committee and Risk is 2 (two) years and could be re-elected only for the next 1 (one) period, without prejudice to the right of the Board of Commissioners to terminate it at any time.

Composition of Audit and Risk Committee


Based on Decree of the Board of Commissioners of the Company number No.SK.03.01/DEKOM.WG.002/2018 dated October 31, 2018, the composition of the Audit and Risk Committee is as follows:

Position Name Description
Chairman Joseph Prajogo Independent Commissioner
Member A. Fadli Kartajaya Commissioner
Member Arzul Andaliza Independent Party*
*) Coming from outside WEGE, but still within the WIKA Group

Audit and Risk Committee’s Profile


Based on Decree of the Board of Commissioners of the Company number No.SK.03.01/DEKOM.WG.002/2018 dated October 31, 2018, the composition of the Audit and Risk Committee is as follows:

Joseph Prajogo

Chairman

The profile of Joseph Prajogo could be seen in the profile of the Board of Commissioners in the Management Report chapter.

A. Fadli Kartajaya

Member

The profile of A. Fadli Kartajaya could be seen in the profile of the Board of Commissioners in the Management Report chapter.

Arzul Andaliza

Member

An Indonesian citizen, 62 years old, born on January 1, 1956. He has been a member of the Audit and Risk Committee since November 15, 2018. He holds a Master of Business Administration (MBA) from Colorado State University, Fort Colins, Colorado, USA in 1989 and an Accountant degree from The State Accounting College (STAN) in 1985. The positions that have been held are as follows:

  • Audit Committee of PT Wijaya Karya (Persero) Tbk in 2012 to 2017
  • GCG Committee and Risk Management Monitor PT Pupuk Indonesia Holding Company (PIHC) in 2012 - 2014
  • Director of Supervision of Regional Owned Enterprises, BPKP in 2010 - 2012
  • Various Echelon II positions in the BPKP since 2001 - 2012

Independence and Work Guidelines of Audit and Risk Committee


Members of the Audit and Risk Committee were professional individuals who did not have a relationship with the Company to maintain independencies in carried out their duties and responsibilities. To maintain the independency of each member of the Committee, each member of the Committee committed a statement of independency. The statement of independency of the Audit Committee and Company Risk prepared based on the Financial Services Authority Regulation No. 55/POJK.04/2015 concerning the Establishment and Work Guidelines of the Audit Committee Article 7 regarding the Requirements and Membership of the Audit Committee’s Term of Office and the Audit Committee Charter.

Independence Statement Joseph Prajogo A. Fadli Kartajaya Arzul Andaliza
Not a person in the Public Accountant Office, Legal Consultant Office, Public Appraisal Service Office or other party that provides insurance services, non-insurance services, appraisal services and / or other consulting services to the Company within the last 6 (six) months.
Not a person who works or has the authority and responsibility to plan, lead, control, or supervise the activities of the Company within the last 6 (six) months, except for an Independent Commissioner.
Do not have direct or indirect shares in the Company.
Do not affiliated with members of the Board of Commissioners, members of the Board of Directors, or the Company's Major Shareholders.
Do not have a business relationship either directly or indirectly related to the Company's business activities.

Work Guideline of Risk and Audit Committee


The Company has an Audit and Risk Committee Charter as set out in the Audit and Risk Committee Charter SK.02.01/DEKOM.WG.005/2017 dated July 13, 2017 which arranged in synergy with OJK Regulation No. 55/2015. In carried out their performance, the Audit and Risk Committee also refers to the 2018 Board Manual which has been ratified through Joint Decree No. SK.01.09/WG.456/2018 concerning Changes in the Manual Board of PT Wijaya Karya Bangunan Gedung Tbk.

Duties and Responsibilities


In carried out their functions, the Audit and Risk Committee has the following duties and responsibilities:

  1. Review the financial information that would be released by the Company to the public and/or the authorities including financial statements, projections and other reports related to the Company’s financial information;
  2. Review compliance with laws and regulations relating to the Company’s activities;
  3. Provide independent opinion in the event of disagreements between the Company’s management and the External Auditor/Public Accountant for the services they provide;
  4. Carry out review with the management and External Auditor/Public Accountant related to all matters required to be communicated by External Auditor/Public Accountant to the Audit and Risk Committee in accordance with Professional Standards of Public Accountants
  5. Provide recommendations to the Board of Commissioners regarding the appointment of External Auditor/Public Accountant based on independence, scope of assignment, and service fee;
  6. Review the implementation of audit by Internal Audit Unit and supervising the implementation of follow-up actions by the Board of Directors on the findings of Internal Audit Unit;
  7. Review the risk management implementation activities carried out by the Board of Directors;
  8. Review the effectiveness of the Company’s internal control system including the control and security of information technology;
  9. Review complaints regarding the accounting process and financial reporting of the Company;
  10. Review and provide advice to the Board of Commissioners regarding potential conflicts of interest in the Company;
  11. Prepare a self-assessment tool and conduct a self-assessment of the performance of the Audit and Risk Committee and report the results to the Board of Commissioners.

Report on the Implementation of Audit and Risk Committee Activities in 2019


The Audit and Risk Committee carried out their duties and responsibilities as set out in the table below.

No Subjects in Audit Charter Activities Realization
1. Site visit Visits to several projects were conducted in conjunction with the audit schedule of Internal Audit Unit in an effort to provide views and sug-gestions to the project management team.
2. Risk management Reviewed the updated risks faced by the company with the Risk Management Bureau on a regular basis monthly.
3. IT Discussion Discussion on issues of IT development and implementation that is currently running.
4. Receivables Discussion Regularly discuss corporate receivables at the Bureau level as well as with the Board of Directors (Joint Meeting of BOC & BOD).
5. Prepare a report on the results of periodic reviews and evaluations to the Board of Commissioners Delivered corporate conditions on the review of risk management reports, reports on operations result, and audit reports by Internal Audit Unit.
6. Discussion with Internal Audit Unit Discussion of Internal Audit Unit findings and the conditions of fol-low-up to the findings.

Frequency of Meetings and Level of Attendance of the Audit and Risk Committee (FY 2019)


The Audit and Risk Committee held 9 (nine) internal meetings and/or together with the Board of Commissioners and Directors with the Audit and Risk Committee Work Program. The frequency and attendance rate of each member are:

No Name Position Total Meeting Total Attendance %
1. Adji Firmantoro Chairman 16 16 100%
2. Dini Yulianti Member 16 13 81%
3. Subagyo Addy Purnomo* Member 16 4 25%
4. Arzul Andaliza Member 16 16 100%
*) Subagyo Addy Purnomo has been inactive as a member of the Audit Committee since March 2019 due to illness and passed away

Training Programs Attended by the Audit and Risk Committee


Information about the training that has been attended by members of the Audit and Risk Committee throughout 2019 has been presented in the chapter “Company Profile”.

Plan for the Audit Committee and Risk Work Program in 2020


The activities of the Board of Commissioners Audit Committee generally divided into routine activities and Non-routine activities. Routine activities the Audit and risk committees are:

  1. Review on the Audit Report from Internal Audit Unit followed Coordination Meeting between Audit Committee and Internal Audit Unit;
  2. Surveillance activities on the performance of External Auditors (KAP) followed by the Coordination Meeting between Audit Committee with management of WIKA, Internal Audit Unit and Public Accounting Firm;
  3. Review on the Company’s performance results followed by the Internal Meeting of the Audit Committee and contributions of the Audit committee in the Internal Meeting of the Board of Commissioners or the Joint Meeting of the Board of Commissioners and Board of Directors.
  4. Review on Internal control system implemented by the Company.
  5. Review on risk management system and its implementation.
  6. Review on the Proposal of Company’s Work Plan and Budget or RKAP Year 2020 and its appropriateness with the Company’s Long-Term Plan 2018 – 2023.

While the Non-routine activities of the Audit and Risk Committee include:

  1. Official travel by the Audit Committee;
  2. Education and training of Audit Committee.

No Activities Plan
1. Site visits
a. Projects audited by Internal Audit Unit 4
b. Project audited by Public Accountant Firm 4
2. Analysis of WIKA Gedung’s Monthly Performance Reports
3. Review of WIKA Gedung’s Quarterly Financial Reports
4. Compile the Audit Self-Assessment Committee
5. Compilation of the Audit Committee Work Plan for 2021
6. Discussion on WIKA Gedung's Work Plan & Budget in 2020
7. Study of the Board of Directors 'Board of Commissioners' Proposed Corporate Action
8. WIKA Gedung internal meetings
a. Monthly Meeting with Internal Supervisory Unit
b. Monthly Meeting with BOD and BOC
c. Meeting with Division of Finance related to Receivables
d. Meeting with Risk Management Bureau
e. Meeting with IT Bureau
f. The meeting with SPI and the Accounting Department discussed the preparation of the audit of the 2019 WIKA Gedung Financial Report
g. KAP Performance Assessment Meeting in 2018 and submit recommendations for the appointment of KAP to audit WIKA Gedung Financial Statements in 2019
h. Audit preparation meeting for the 2019 WIKA Gedung Financial Report
9. Meeting with external parties
a. Meeting Preparation for kick off meeting with KAP and SPI
b. Meeting of audit progress discussion conducted by KAP
c. Monitoring the implementation of KAP audits on projects
d. Closing meeting with KAP, SPI, and Department of Accounting & Financial Audit LK 2018
10. Reporting
a. Compilation of Audit Committee Monthly Reports
b. Preparation of the Annual Report
c. Compilation of the Audit Committee Annual Report
11. Trainings