Page 94 - XL Axiata Integrated Anual Report 2020 ENG

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2020 Integrated Annual Report
CORPORATE GOVERNANCE
Agenda 3
Appointment of Public Accountant and/or Public Accounting Firm to Perform Audit on the Company Financial Statement for Financial Year Ended 31 December 2019 and Other Financial Statement Audit as Required by the Company.
Resolution
1. To appoint Public Accountant Mr. Andry
D. Atmadja from Kantor Akuntan Publik Tanudiredja, Wibisana, Rintis & Rekan (a member of the PricewaterhouseCoopers networks of firms) as the Company’s external auditor to perform audit on the Company’s Financial Statement for Financial Year ended on 31 December 2019 and other Financial Statements as required by the Company.
2. To grant authority to the Board of Directors
of the Company to take action and all arrangements related with this appointment, including but not limited to determine the amount of professional honorarium, to sign the required documents.
3. Delegate authority to Board of Commissioner to appoint another Public Accountant and Public Accounting Firm which is listed in OJK based on the Board of Audit Committee Recommendation if for some reason, the appointed Accountant Public and/or Public Accounting Firm is unable to perform its duties.
Agenda 4
Determination of Remuneration for the Company the Board of Directors and/or the Board of Commissioners for Year 2019.
Resolution
1. Delegate authority and proxy to the Nominating and Remuneration Committee to determine salary, bonus, and other benefit for members of the Board of Commissioners in accordance with structure and amount of remuneration based on the Company remuneration policy for Financial Year ended on 31 December 2019.
2. Delegate authority and proxy to the Board
of Commissioners to determine salary, bonus, and other benefit for members of the Board
of Directors in accordance with structure and amount of remuneration based on the Company remuneration policy for Financial Year ended on 31 December 2019.
Agenda 5
The Changes of Composition of the Board of Directors and/or the Board of Commissioners.
Resolution
1. Approved the expiration of the term of office
of all members of the Board of Directors and the Board of Commissioners as of the closing
of this Meeting, and subsequently grant release and discharge of responsibility (volledig acquit et de charge) to all members of the Board of Directors and the Board of Commissioners for management and supervision carried out while carrying out during the respective position from 1 January 2018 until the end of respective term of office, being the closing the 2019 Annual General Meeting of Shareholders, provided that such actions are recorded in the Company’s books and records and are not a criminal offense or violation of prevailing regulations.
2. Appointed new members of the Board of Directors and the Board of Commissioners
for the period 2019 – 2024 effective as of the closing of this Meeting until the end of the term of office for the Board of Directors and the Board of Commissioners as at the closing of the 2024 Annual General Meeting of Shareholders, as follows:
Board of Directors
President Director, Dian Siswarini
Director, Mohamed Adlan bin Ahmad Tajudin Director, Yessie Dianty Yosetya
Director, Alan Bonke
Director, Abhijit Jayant Navalekar
Board of Commissioners
President Commissioner, Muhamad Chatib Basri Commissioner, Tan Sri Jamaludin bin Ibrahim Commissioner, Vivek Sood
Commissioner, Kenneth Shen
Commissioner, Peter John Chambers Commissioner, David Robert Dean Independent Commissioner, Yasmin Stamboel Wirjawan
Independent Commissioner, Muliadi Rahardja
Independent Commissioner, Julianto Sidarto
3. Grant authorization with substitution right to the
Board of Directors to take any actions required in connection with the abovementioned composition of the Board of Directors and
the Board of Commissioners of the Company, including but not limited to record or request to be made before the Notary as well as to sign any deed in relation with the changes of
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