ASEAN Corporate Governance Score Card
C.1 | Transparent ownership structure | Company Practices 2023-2024 | Source |
---|---|---|---|
C.1.1 | Does the information on shareholdings reveal the identity of beneficial owners, holding 5% shareholding or more? | The company has disclosed the information on shareholdings reveal the identity of beneficial owners, holding 5% shareholding or more.
The complete disclosure can be found in Table of Composition of Shareholders of 5% or More of Bank BTN as of December 31. The information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Shareholders Composition 5% or More, page 172. |
Annual Report FY 2023, Shareholders Composition 5% or More, page 172.
|
C.1.2 | Does the company disclose the direct and indirect (deemed) shareholdings of major and/or substantial shareholders? |
The company has disclosed the direct and indirect shareholdings of major shareholders.
The information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Information on The Top 20 Shareholders, Page 170-173. |
Annual Report FY 2023, Information on The Top 20 Shareholders, Page 170-173. |
C.1.3 | Does the company disclose the direct and indirect (deemed) shareholdings of directors (commissioners)? |
"The company has disclosed the direct and indirect shareholdings of directors (commissioners). As of December 2023, there is no indirect share ownership by the Board of Commissioners and Directors of Bank BTN.
The information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Share Ownership by Management, Page 173-174. |
Annual Report FY 2023, Share Ownership by Management, Page 173-174. |
C.1.4 | Does the company disclose the direct and indirect (deemed) shareholdings of senior management? |
"The company discloses the direct and indirect shareholdings of Directors on 1 January 2023 and 31 January 2023. As of December 2023, there is no indirect share ownership by the Board of Commissioners and Directors of Bank BTN.
The information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Share Ownership by Management, Page 173-174. |
Annual Report FY 2023, Share Ownership by Management, Page 173-174. |
C.1.5 | Does the company disclose details of the parent/holding company, subsidiaries, associates, joint ventures and special purpose enterprises/ vehicles (SPEs)/ (SPVs)? |
As of December 31, 2023 as well as the date this data/information was submitted, The Company does not have any Subsidiaries and/or Associated Entities. Thus, there is no information regarding the names of subsidiaries, associated companies, joint venture companies along with the percentage of share ownership, line of business, total assets, and operating status of subsidiaries, associated companies, joint venture companies.
The information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, List of Subsidiaries, Associates and Joint Venture Companies, Page 175. |
Negara Annual Report FY 2023, List of Subsidiaries, Associates and Joint Venture Companies, Page 175. |
C.2 | Transparent ownership structure | Company Practices 2023-2024 | Source |
---|---|---|---|
Does the company's annual report disclose the following items: | |||
C.2.1 | Corporate objectives |
"The company's annual report disclose Corporate objectives.
The information is mentioned in: |
BTN Annual Report FY 2023
BTN Sustainability Report FY 2023 |
C.2.2 | Financial performance indicators |
"The company has disclosed financial performance indicators in the Annual Report 2023.
The information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Financial Ratio, Page 24. |
BTN Annual Report FY 2023 |
C.2.3 | Non-financial performance indicator |
The company has disclosed the company non-financial performance indicators, such as Customer Satisfaction Index & Market Share, Environmental Performance, Social Performance, and Governance Performance.
The information is mentioned in: |
BTN Annual Report FY 2023
BTN Sustainability Report FY 2023 |
C.2.4 | Dividend policy |
"The company's annual report discloses dividend policy.
The policy basis for dividend distribution was based on the resolution of the ""Annual General Meeting of Shareholders (AGMS) or the Extraordinary General Meeting of Shareholders (EGMS) based on Law no. 40 of 2007 concerning Limited Liability Companies. The amount of Bank BTN dividends was determined at the General Meeting of Shareholders (GMS). Management plans to pay a minimum cash dividend of 20% of net profit each year. The information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Dividend Policy, Page 305 |
Negara Annual Report FY 2023, Dividend Policy, Page 305 |
C.2.5 | Biographical details (at least age, academic qualifications, date of first appointment, relevant experience, and any other directorships of listed companies) of all directors/commissioners |
"The company has disclosed the Biographical details (at least age, academic qualifications, date of first appointment, relevant experience and any other directorships of listed companies) of all directors/commissioners.
The information is mentioned in:
|
Annual Report FY 2023, Board of Directors Profile, Page 120-130.
Annual Report FY 2023, Board of Commissioners Profile, Page 134-142. |
Corporate Governance Confirmation Statement | |||
C.2.6 | Does the Annual Report contain a statement confirming the company's full compliance with the code of corporate governance and where there is non-compliance, identify and explain reasons for each such issue? |
"The Annual Report contain a tabular form indicating each principle and guideline and commenting on if they have complied or not with an explanation.
The Company always complies with applicable regulations in implementing GCG. It includes referring to the Public Company Governance Guidelines stipulated in OJK Regulation No. 21/POJK.04/2015 and OJK Circular Letter No. 32/SEOJK.04/2015 concerning Public Company Governance Guidelines. The information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Public Company Governance Implementation Guidelines, Page 684-692." |
Annual Report FY 2023, Public Company Governance Implementation Guidelines, Page 684-692 |
C.3 | Remuneration of Members of the Board and Key Executives | Company Practices 2023-2024 | Source |
---|---|---|---|
C.3.1 | Is there disclosure of the fee structure for non-executive directors/commissioners |
"The company has dislosed the fee structure for non-executive directors/commissioners.
The remuneration structure showing the types and/or short-term, long-term and/or post-employment benefits is as follows:
The information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Structure and Amount of Nominal/Remuneration for Each Director and Board of Commissioners, Page 499 - 500. |
Annual Report FY 2023, Structure and Amount of Nominal/Remuneration for Each Director and Board of Commissioners, Page 499 - 500. |
C.3.2 | Does the company publicly disclose [i.e. annual report or other publicly disclosed documents] details of remuneration of each non- executive director/commissioners? | The company has disclosed details of the remuneration of non-executive directors/commissioners. The details provided are Salary/Honorarium, Tantiem, Holiday Allowance, Pension Insurance & BPJS Insurance, Housing Allowance, Vehicle Facilities, Health Facilities, Legal Aid Facilities, and other Facilities.
This information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, The remuneration components of the Board of Commissioners and Directors, Page 499-501. |
Annual Report FY 2023, The remuneration components of the Board of Commissioners and Directors, Page 499-501. |
C.3.3 | Does the company disclose its remuneration (fees, allowances, benefit-in-kind and other emoluments) policy/practices (i.e. the use of short term and long term incentives and performance measures) for its executive directors and CEO? | The company has disclosed remuneration policies/practices (fees, allowances, allowances and other rewards) (i.e. use of incentives and short-term and long-term performance measures) for executive directors and CEOs which refer to Directors Regulation No. 02/PD/HCD/2017 concerning Income of Directors and Board of Commissioners, Implementation of Governance In Providing Remuneration, the remuneration components of the Board of Commissioners and Directors of Bank BTN
Apart from that, the scope of the Company's remuneration policy has been adjusted to OJK Regulation Number 5/POJK.03/2015 and OJK Circular Letter Number 40/SEOJK.03/2016 relating to the Implementation of Governance in Providing Remuneration for Commercial Banks, including The principle of prudence in remuneration is based on performance and risk. Remuneration structure indicating the types and/or rewards short term, long term and/or post can be seen in the BTN 2023 annual report page 499, including:
This information is mentioned in:
|
|
C.3.4 | Does the company publicly disclose [i.e. annual report or other publicly disclosed documents] the details of remuneration of each of the executive directors and CEO [if he/she is not a member of the Board]? | The company has disclose the total remuneration for BoD and CEO. The total remuneration include salary, bonuses, holiday allowance, retirement insurance and other facilities)
This information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Structure and Amount of Nominal/Remuneration for Each Director and Board of Commissioners, Page 499 - 500. |
Annual Report FY 2023, Structure and Amount of Nominal/Remuneration for Each Director and Board of Commissioners, Page 499 - 500. |
C.4 | Disclosure of related party transactions (RPT) | Company Practices 2023-2024 | Source |
---|---|---|---|
C.4.1 | Does the company disclose its policy covering the review and approval of material RPTs? | The company has disclose its policy covering the review and approval of material RPTs in Annual Report, Page 308 and page 315.
The policy of providing funds to related parties that contained conflicts of interest was contained in a separate Directors Regulation which stipulated that Bank BTN was prohibited from providing funds to related parties without the approval of the Board of Commissioners. Also, in the Annual Report 2023, page 315 states that All transactions have gone through a review mechanism according to the type of transaction. The company has provisions related to RPT which include, among others:
This information is mentioned in: |
Annual Report FY 2023, Transaction Review Mechanism Policy, Page 315. |
C.4.2 | Does the company disclose the name, relationship, nature and value for each material RPTs? | The company has disclosed the name, relationship, nature for each material RPTs. As stated in Annual Report 2023 page 313-315 that Related party transactions occur due to the Company’s business needs. All transactions were carried out normally and fairly (arm’s length transactions) as transactions with other parties. The Company guarantees that all transactions are free from conflicts of interest and comply with applicable laws and regulations.
Moreover, the details of the realization of related party transactions due to ownership relationships with the Government of the Republic of Indonesia and related party transactions with Key Management can be found in Annual Report page 309 This information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Realization of Related Party Transactions, Page 315. |
Annual Report FY 2023, Realization of Related Party Transactions, Page 315. |
C.5 | Directors and commissioners dealings in shares of the company | Company Practices 2023-2024 | Source |
---|---|---|---|
C.5.1 | Does the company disclose trading in the company's shares by insiders? | The company has disclosed trading in the company shares by insiders. As 2023, there are 9 members of BOD holding shares. The table of Share Ownership of the Board of Commissioners and Directors of Bank BTN as of January 01, 2023 and as of December 31, 2023.
This information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Shareholding by The Directors and Commissioners, Page 173-174. |
Annual Report FY 2023, Shareholding by The Directors and Commissioners, Page 173-174. |
C.6 | External auditor and Auditor Report | Company Practices 2023-2024 | Source |
---|---|---|---|
Where the same audit firm is engaged for both audit and non-audit services | |||
C.6.1 | Are the audit and non-audit fees disclosed? | The Company has disclosed the audit and non-audit fees. The total costs incurred for the implementation of audit services on Bank BTN by KAP Purwantono, Sungkoro & Surja with audit fee of Rp4.800.000.000,- Fees and Other Services Provided by Accountants During 2023, there is no other services provided by accountants.
This information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Fees and Other Services Provided by Accountants, Page 605. |
Annual Report FY 2023, Fees and Other Services Provided by Accountants, Page 605. |
C.6.2 | Does the non-audit fee exceed the audit fees? | The non - audit fee does not exceed the audit fee because Accounting Firms do not provide other services besides the scope of audit services. Fees and Other Services Provided by Accountants. During 2023, there is no other services provided by accountants.
This information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Fees and Other Services Provided by Accountants, Page 605. |
Annual Report FY 2023, Fees and Other Services Provided by Accountants, Page 605. |
C.7 | Medium of communications | Company Practices 2023-2024 | Source |
---|---|---|---|
Does the company use the following modes of communication? | |||
C.7.1 | Quarterly reporting |
"The Company published its Quarterly Report through Stock Exchange's website and Bank Tabungan Negara's Website in Quarterly Report . The information is mentioned in:
This information is mentioned in: Bank Tabungan Negara Website, Menu Investor Relations - The Company Report - Quarterly Report" |
Quarterly Financial Report - Q1 Quarterly Financial Report - Q2 Quarterly Financial Report - Q3 Quarterly Financial Report - Q4 Audit Finance Report FY 2023 |
C.7.2 | Company website |
"The company uses Company Website as medium of communication.
The information is mentioned in: Bank Tabungan Negara Website, www.btn.co.id" |
Website BTN |
C.7.3 | Analyst's briefing |
"The company prepares Analyst's Meeting as a medium of communication. Such information may be accessed through Bank Tabungan Negara The information is mentioned in:
This information is mentioned in: Bank Tabungan Negara Website, Menu Investor Relations - Company Presentations - Presentation" |
Analyst Meeting Q1 Analyst Meeting Q2 Analyst Meeting Q3 Analyst Meeting Q4 |
C.7.4 | Media briefings/press conferences | The company invites media/press to conduct media briefings/press conference during 2023. The evidence of media briefings and press conference can be found in our websites.
This information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Access to Company Information and Data, Page 638-647 |
Annual Report FY 2023, Access to Company Information and Data, Page 638-647 |
C.8 | Timely filing/release of annual/financial reports | Company Practices 2023-2024 | Source |
---|---|---|---|
C.8.1 | Are the audited annual financial report / statement released within 120 days from the financial year end? |
"The company's audited annual financial statements was issued and submitted to IDX (at 12 February 2024 -> 43 days from the financial year end). This information is mentioned in: Exchange website (News->Announcement -> Search BBTN->Financial Report->PDF Lampiran 5." |
Website IDX |
C.8.2 | Is the annual report released within 120 days from the financial year end? |
"The Company has released its annual report within 120 days from the financial year end. It submitted to IDX at 13 February 2024 (44 days from the financial year end).
The information is mentioned in: Exchange Website (News->Announcement -> Search BBTN->Annual Report -> PDF Lampiran 5." |
Website IDX |
C.8.3 | Is the true and fairness/fair representation of the annual financial statement/reports affirmed by the board of directors/commissioners and/or the relevant officers of the company? | The true and fairness/fair representation of the annual financial statement/reports is affirmed by the BOC's and BOD's.
The information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Page 757 |
Annual Report FY 2023, Page 757 |
C.9 | Company website | Company Practices 2023-2024 | Source |
---|---|---|---|
Does the company have a website disclosing up-to-date information on the following | |||
C.9.1 | Financial statements/reports (latest quarterly) |
"The quarterly financial reports can be accessed through Bank Tabungan Negara's website. The information is mentioned in: This information is mentioned in: Bank Tabungan Negara Website, Menu Investor Relations - The Company Report - Quarterly Report" |
Quarterly Financial Report - Q1 Quarterly Financial Report - Q2 Quarterly Financial Report - Q3 Quarterly Financial Report - Q4 Audit Finance Report FY 2023 |
C.9.2 | Materials provided in briefings to analysts and media |
"The Company has disclosed the materials provided in briefings to analysts and media on its website.
The information is mentioned in: Bank Tabungan Negara Website, Menu Investor Relations - Company Presentations - Presentation" |
Analyst Meeting Q1 Analyst Meeting Q2 Analyst Meeting Q3 Analyst Meeting Q4 |
C.9.3 | Downloadable annual report |
"The Annual Report of Bank Tabungan Negara can be accessed and downloaded through Bank Tabungan Negara's website.
The information is mentioned in: Bank Tabungan Negara Website, Menu Investor Relations - The Company Report - Annual Report" |
The Company Report - Annual Report |
C.9.4 | Notice of AGM and/or EGM |
"The Company has disclosed notice of AGM and EGM on its website which are available for download.
The information is mentioned in: Bank Tabungan Negara Website - Menu Investor Relations - GMS - Announcement RUPST 2023" |
Announcement of 2023 AGMS |
C.9.5 | Minutes of AGM and/or EGM |
"The Company has disclosed minutes of AGM and EGM on its website which are available for download.
The information is mentioned in: https://www.btn.co.id/sitecore/content/BTN/en/tentang-btn/hubungan-investor/rups" |
Minutes of AGM and/or EGM 2023 |
C.9.6 | Company's constitution (company's by-laws, memorandum and articles of association) |
"The Company has disclosed Company's Constitution on its website which are available for download.
The information is mentioned in: Bank Tabungan Negara Website,: https://btn.co.id/en/About/Governance/Company-Culture/Charter" |
Articles of Association |
C.10 | Investor relations | Company Practices 2023-2024 | Source |
---|---|---|---|
C.10.1 | Does the company disclose the contact details (e.g. telephone, fax, and email) of the officer / office responsible for investor relations? | The company has disclosed contact details of the officer/office responsible for investor relations on its website and annual report.
The information is mentioned in: Bank Tabungan Negara Annual Report FY 2023, Access to Company Information and Data, Page 638. |
Annual Report FY 2023, Access to Company Information and Data, Page 638. |