Legal Basis and Purpose of GCG Implementation
The implementation of GCG is based on the principle of compliance with applicable laws and regulations, including the Minister of State-Owned Enterprises Regulation No. Per- 01/MBU/2011 on the Implementation of Good Corporate Governance in SOEs.
The implementation of GCG which refers to Pertamina's regulations as Holding BUMN Oil and Gas (Oil and Gas), and the formation of PHE Subholding Upstream, namely:
- Government Regulation (PP) No. 6 of 2018, concerning the Addition of State Equity Participation of the Republic of Indonesia into the Share Capital of the Company (Persero) PT Pertamina;
- Decree of the Board of Directors of PT Pertamina (Persero) No. Kpts-19/C0000/2020-50 dated 16 June 2020 concerning the Organizational Structure of the Upstream Subholding, which appoints PT Pertamina Hulu Energi ("PHE") as the Upstream Subholding;
- PHE Circular Shareholders' Decision (KPSSS) dated 1 September 2021 regarding the Implementation of the Legal End-State Subholding Upstream.
The implementation of GCG carried out by PHE Subholding Upstream refers to the following regulations:
- SOE Minister Regulation No. PER-01/MBU/2011 concerning the Implementation of Good Corporate Governance in State-Owned Enterprises as amended by Regulation of the Minister of SOEs No. PER-09/MBU/2012 concerning Amendments to the Regulation of the Minister of SOEs No. PER- 01/MBU/2011 concerning the Implementation of Good Corporate Governance in State-Owned Enterprises.
- Corruption Eradication Commission Regulation No. 2 of 2014 concerning Guidelines for Reporting and Determination of Gratification Status as amended by Corruption Eradication Commission Regulation Number 6 of 2015 concerning Amendments to Corruption Eradication Commission Regulation No. 2 of 2014 concerning Guidelines for Reporting and Determination of Gratification Status.
- Corruption Eradication Commission Circular Letter No. B.1341/01-13/03/2017 dated 15 March 2017 regarding Guidelines and Limitations of Gratification.
- Articles of Association of PT Pertamina Hulu Energi.
- Guidelines for PT Pertamina Hulu Energi No. A-003/ PHE040/2018-S9 Rev.a on Business Conduct and Ethics - Code of Conduct (CoC).
- Guidelines for PT Pertamina (Persero) No. A09-001/ N0000/2021-50 Rev-0 on Gratification Control.
- PT Pertamina Hulu Energi (PHE Guidelines No. A13-002/PHE01000/2021-S9 Rev-0 Regarding Gratification Control dated 31 December 2021.
The implementation of GCG aims to:
- 1. Maximize the Company's value by increasing the Company's adherence to the principles of transparency, independence, accountability, responsibility, and fairness in the conduct of its business;
- 2. Achieve professional and independent management of the Company;
- 3. Establish a culture in which all organs of the Company make decisions in accordance with high moral values and applicable laws and regulations;
- 4. Implement corporate social responsibility toward stakeholders;
- 5. Enhance the national investment climate, particularly in the oil and gas and other energy sectors.
GCG Implementation Principles
Transparency
Transparency in the Company's decision making process and disclosure of material and relevant information Transparency also entails providing the public with information about the Company's products and operational activities that may influence the behavior of stakeholders.
Accountability
Clarity regarding organizational functions, implementation, and responsibilities that enable the Company's management ti operate effectivity Accountability refers to the execution of a person's or work function's duties and authorities in carrying out the Company's responsibilities.
Responsibility
Conformity with applicable laws and regulations, as well as sound corporate principles, in the Compny's management. As a reflection of good corporate responsibility, the company will ensure that management includes complience with applicable laws and regulations.
Independency
Professional management of the Company free of conflicts of interest and without undue influence or presure from any party in violation of applicable laws and regulations and sound corporate principles. Independence is necessary for the Company's organs to function property and make sound business decisions.
Fairness
Equal treatment in uphding steakholder rights established by agreements, provisions, and/or applicable laws and regulations. The Compny guarantees the protection of shareholders rights including minority sharholders and stakeholders rights, to ensure that they are treated equally and without diacrimination.
