Page 156 - XL Axiata Integrated Anual Report 2020 ENG
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2020 Integrated Annual Report
Duties and Implementation of Duties and Responsibilities in 2020 Responsibilities
Conflict of Interest Management and Insider Trading Prevention
The Corporate Secretary assists and monitors as much as possible on the independence of
the decisions making by the Organs or XL Axiata Committees. As stipulated in the Company Law and XL Axiata Articles of Association, any party with a conflict of interest must provide
a statement and is not able to participate in discussion and/or decision making process. The Corporate Secretary maintains proper performance of the process in all matters submitted to the meetings of the Board of Directors, Board of Commissioners and/or XL Axiata Committees. This process is also well documented in meetings minutes if there is a conflict of interest between one party.
In addition, to prevent conflicts of interest, the Corporate Secretary periodically documented the Statement of Share ownership of the Company and outside the Company by the Board of Directors and the Board of Commissioners along with their families (“Share Ownership Statement”) as well as the Multiple Position Statement by the Board of Directors and Board of Commissioners (“Letter Multiple Position Statement “). The Corporate Secretary also has
a role in helping to prevent Insider Trading through internal announcements related to the implementation of the Blackout period which prohibits Company employees from buying and selling shares of the Company for certain periods, among others before the release of the Financial Report to the public or before public announcement of corporate action carried out by the Company that can influence the decisions of shareholders.
In 2020 the Corporate Secretary has documented a Share Ownership Statement and Multiple Position Statement made by each member of the Board of Directors and Board of Commissioners of the Company in June and December.
The Corporate Secretary ensures no violations of capital market regulations by the Company. In 2020, there is no fine or administrative sanction for violation of the Capital Market Regulation.
In 2020, the Corporate Secretary has carried out active role in assisting in the implementation of XL Axiata Corporate Actions including to ensure compliance with prevailing Capital Market Regulations, such as:
• Implementation of the Annual General Meeting of Shareholders and Extraordinary General
Meeting of Shareholders, both were conducted electronically;
• Distribution of Dividend for the period of fiscal year 2019;
• Closed auction on the plan of selling the telecommunication tower owned by XL Axiata;
• Divestment of the Company’s joint venture with venture partner PT Princeton Digital Group
Data Centres;
• Share Buyback of XL Axiata in relations to capital market conditions and significant
pressured on share price;
• Additional share listing in relations to Long Term Incentive Program 2016-2020 of Grant
Cycle II PT XL Axiata Tbk.
Record Management System (RMS) as a function that is led by the Corporate Secretary responsible for handling the storage of all Company’s important documents.
In 2020, the RMS team conducted documentation guidance socialization to standardize the storage of all Company’s important documents. This is one of RMS team performance in supporting the concept of clean desk and digital office support as part of XL Axiata Transformation Agenda.
In addition, RMS also took part on the ISO 27001 certification, the implementation of international management system standard. This initiative is conducted in order to enhance corporate governance practise to the organization that for data/information monitored and safekept within the prevailing standard and procedure.
CORPORATE GOVERNANCE
Compliance on Capital
Market Provision
Corporate Action
Corporate Document Management
PT. XL AXIATA TBK
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