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PUBLIC CORPORATIONS (PERUM)

(Government Regulation No. 13/1998, dated January 17, 1998)

THE PRESIDENT OF THE REPUBLIC OF INDONESIA

Considering :
a. that the economic development and world trade have brought about ever
increasing trade competition so that it is deemed necessary to take several
measures to step up PERUM’s competitive power and business development;
b. that in the context of stepping up competitive power and business development
it is deemed necessary to emphasize more extensive autonomy in the
management of PERUM under its control;
c. that to this end, it is deemed necessary to improve provisions on PERUM
through a Government Regulation;

In view of :
1. Article 5, paragraph (2), and Article 33 of the 1945 Constitution;
2. Indonesian Corporate Code (Statute Book of 1927 No. 4191 as amended and
supplemented, lastly by Law No. 12/1955 (Statute Book of 1955 No. 49,
Supplement to Statute Book No. 850);
3. Law No. 9/1969 on the Stipulation of Government Regulation Substituting
Law No.1/1969 (Statute Book of 1969 No. 16, Supplement to Statute Book No.
1890) on Types of State Corporation, which becomes a Law (Statute Book of
1969 No. 40, Supplement to Statute Book No. 2904);

DECIDES:

To stipulate :
GOVERNMENT REGULATION ON PUBLIC CORPORATION (PERUM)
CHAPTER 1
GENERAL PROVISIONS

Article 1

In this Government Regulation, what is meant by :


1. Public Corporation, hereinafter referred to as PERUM, is a State-owned
corporation as stipulated in Law No. 9/1969, the entire capital of which is
owned by the State, in the form of State assets which are separated and not
divided into shares.
2. Minister of Finance is the Minister representing the government in every
participation of State assets, which shall be separated for inclusion in
PERUMN.
3. Board of Directors is PERUM’s organ, responsible for PERUM’s management
in the interests and objectives of PERUM and representing PERUM in or out
of court.
4. Supervisory Board is PERUM’s organ which supervises and advises the Board
of Directors in carrying out PERUM’s operational management.
5. Minister is the Minister whose scope of duties and authority embraces
PERUM’s field of business.

Article 2

1. PERUM’s purposes and objectives are to run business aiming at public


interests in the form of providing goods and/or services of good quality and
concurrently seeking profits by virtue of corporate management principles.
2. To support the financing of operations in the context of obtaining its purpose
and objectives as intended in paragraph (1), with the Finance Minister’s
approval, PERUM can perform certain business activities relevant to its
business field and/or take part in capital participation in other business
corporations.
3. The certain business activities meant in paragraph (2) shall be arranged by the
Minister of Finance.

Article 3

(1) The Finance Minister shall administer every administration of State capital
participation in PERUM.
(2) The Finance Minister shall stipulate policy for developing PERUM’s business,
and delegates authority for daily implementation of his policy to the Minister.
(3) The policy intended in paragraph (2) shall be stipulated in accordance with the
purpose and objectives of the PERUM’s concerned.
(4) For developing the PERUM as indicated in paragraph (3), the Finance Minister
and the Minister can meet at anytime as deemed necessary.
(5) The administering of State capital participation as meant in paragraph (1) and
the policy for developing business as meant in paragraph (2) shall be exerted
by the Director General for the Development of State-Owned Corporations.

Article 4

The Finance Minister and/or the Minister are/is responsible for all the
consequences of legal actions taken by PERUM and for PERUM’s losses which
exceed the value of the State assets separated and put into PERUM, unless :
a. The Finance Minister and/or the Minister with ill will directly or indirectly
take/takes advantages from PERUM in their/his own personal interests
exclusively.
b. The Finance Minister and/or the Minister are/is involved in illegal actions
taken by PERUM; or
c. The Finance Minister and/or the Minister are/is directly or indirectly
make/makes use of PERUM’s assets against the law.
Article 5

PERUM shall be domiciled in the territory of the Republic of Indonesia which


shall be stipulated in the Articles of Association.

Article 6

PERUM shall be established for a period of time stipulated in the Articles of


Association.

CHAPTER II
ESTABLISHMENT AND ARTICLES OF ASSOCIATION

First Part
Establishment

Article 7

PERUM shall be established by virtue of a Government Regulation

Article 8

The Government Regulation indicated in Article 7, shall at least contain :


a. stipulation of PERUM’s establishment;
b. stipulation of the value of the State assets which are separated for participation
in PERUM’s capital;
c. PERUM’s Articles of Association;
d. Appointment of the Finance Minister as representative of the government and
delegation of authority by the Finance Minister to the Minister in
implementating the daily development of PERUM as intended in Article 3,
paragraph (2).
Article 9

(1) Every amendment to the participation of the State capital as meant in article 8
shall be stipulated in a Government Regulation;
(2) The amendment of the State capital as indicated in paragraph (1) covers
addition and deduction of the participation of the State capital.

Second Part
Articles of Association

Article 10

The Articles of Association contains at least :


a. name and domicile of PERUM
b. purpose and objectives and line of business of PERUM;
c. life time of PERUM;
d. structure and number of Board of Directors, of Supervisory Board;
e. stipulation of procedures for holding meetings of board of Directors, of
Supervisory board of Board of Directors and/or Supervisory Board with the
Finance Minister and the Minister.

Article 11

(1) Amendment to Articles of Association shall be stipulated in a Government


Regulation.
(2) The amendment to Articles of Association as meant in paragraph (1) comes
into effect as form the date of stipulation of Government Regulation on
Amendment to PERUM’s Articles of Association.
Article 12

(1) The issuing of obligations in the context of recruiting public funds by PERUM
shall be stipulated in a Government Regulation.
(2) PERUM shall inform of its plan for issuing obligations as meant in paragraph
(1) to certain creditors.

Article 13

(1) The deduction of participation of the State capital by PERUM which recruits
public funds as meant in Article 12, paragraph (1), shall be notified to the
creditors before it is stipulated in a Government Regulation in conformity with
the provisions of Article 9.

(2) The deduction of capital participation as intended in paragraph (1) shall not
inflict third party’s interests.

CHAPTER III
USING PROFITS

Article 14

(1) Every fiscal year, PERUM shall put aside a certain amount from its net profits
for reserves of objectives, depreciations, and other reasonable reductions.
(2) 45% of the balance of the amount set aside from the net profits as meant in
paragraph (1) shall be used for :
a. general reserve until it reaches at least twice of the subcribed scapital;
b. social and educational funds;
c. returns of production;
d. contribution for pension funds; and
e. donation and contribution for indemnity
(3) The percentage of distribution of PERUM’s net profits as meant in paragraph
(2) shall further be stipulated by the Minister of Finance.

Article 15

(1) The whole net profits, after deduction is made from the amount set aside as
intended in Article 14, shall be disbursed as Overall Development Funds.
(2) The Overall Development Funds, which the State is entitled to, shall be paid to
the State’s General Treasurer soon after the Annual Report is ratified in
accordance with the provisions stipulated in this Government Regulation.

CHAPTER IV
BOARD OF DIRECTORS

Article 16

(1) The management of PERUM is carried out by the Board of Directors.


(2) The members of the Board of Directors are 5 (five) persons, one which is
designated as President Director.
(3) The adding of the members of the Board of Directors exceeding the number of
Directors as indicated in paragraph (2), shall be carried out with approval from
the President.
(4) Those capable of being appointed as Directors are individuals meeting the
criteria of expertise, integrity, leadership, experience and good conduct, with
dedication to develop business for the progress of the corporation.
(5) In addition to the conditions indicated in paragraph (4), those capable of being
appointed as Directors are individuals who are qualified to take legal actions
and who have never been declared bankrupt or who once became members of
Board of Directors, Commissioners of Supervisory Board, who were declared
guilty, and who caused a corporation or PERUM to have been declared
bankrupt.
Article 17

(1) Members of the Board of Directors shall be appointed and release by the
Minister of Finance by virtue of recommendation from the Minister.
(2) Members of the Board of the Directors shall be appointed for 5 (five)
years’terms of office, and can be re-appointed.

Article 18

(1) The Finance Minister after learning from the Minister’s opinion, can discharge
a member of the Board of Directors before termination of his terms of office, if
based on facts, the member of the Board of Directors :
a. does not perform his duties well;
b. does not implement the provisions contained in the legislations and/or the
provisions stipulated in the Regulation on the Establishment of PERUM;
c. is involved in an action inflicting PERUM;
d. is sentenced into imprisonment because of committing crime and/or
mistakes in relation to the management of the corporation.
(2) The Decision on the Discharge as meant in paragraph (1) shall be made after
the person concerned is given opportunity to defend himself.
(3) With the Decision as meant in paragraph (2), his position as a member of
Board of Directors terminates.

Article 19

(1) The regulation on the job description and authority of a member of Board of
Directors and the amount and kinds of remuneration of the Board of Directors,
is stipulated by the Finance Minister.
(2) The Finance Minister’s authority as intended in paragraph (1) can be delegated
to the Minister.
Article 20

The Board of Directors is fully responsible for PERUM’s management in the


interests and objectives of PERUM, and represent PERUM in and out of court.

Article 21

(1) Every member of the Board of Directors reserve the right to represent
PERUM, unless otherwise stipulated in the Articles of Association.
(2) A member of the Board of Directors is not authorized to represent PERUM, if :
a. there is a lawsuit before the court between PERUM and the member of the
Board of Directors himself;
b. the member of the Board of Directors has an interest contrary to PERUM’s
interest.
(3) In the Articles of Association, the person who reserves the right to represent
PERUM shall be stipulated, whenever a situation as intended in paragraph (2)
prevails.
(4) In case the Articles of Association do not stipulate the provisions indicated in
paragraph (3), the Minister of Finance shall represent PERUM.

Article 22

(1) In performing its duties, the Board of Directors shall pay full attention and
devotion to the duties, obligations and achievement of PERUM’s objectives.
(2) A member of the Board of Directors is forbidden to hold another position as
mentioned below :
a. President Director ar Director of a State-Owned Corporation, a Regional
Government-Owned Corporation, a private company or another position
relating to the management of a company.
b. another structural and functional position in an institution/agency of the
central and regional governments.
c. another position as stipulated in the Regulation on the Establishment of
PERUM an in the legislations in force.

Article 23

The Board of Directors shall maintain minutes of meeting and PERUM’s


accounting records.

Article 24

Procedures of sales, transfers of ownership, or imposition on PERUM’s fixed


assets, the receiving of middle/long term loans and the granting of loans through
whatever kinds of forms and methods without seeking repayments, and the writing
off of accounts receivable and stock of goods by PERUM from its accounting
records, shall be stipulated by Minister of Finance.

Article 25

(1) The Board of Directors can only submit a request to the District Court for the
declaration of PERUM’s bankruptcy with approval from the Minister of
Finance.
(2) If bankruptcy occurs because of the Board of Directors’ mistakes or negligence
and PERUM’s assets fail to overcome the possibility resulting from the
bankruptcy, every member of the Board of Directors shall be mutually
responsible for the losses.
(3) Members of the Board of Directors who can prove that the bankruptcy is not
due to their faults or negligence, are not mutually responsible for the losses.
Article 26

(1) The Board of Directors shall prepare a Long Term Plan which constitutes a
strategic plan containing PERUM;s targets and objectives to be obtained in a 5
(five) year period.
(2) The long term plan as intended in paragraph (1) shall at least contain :
a. evaluation of implementation of the previous Long Term Plan;
b. PERUM’s present position;
c. the assumptions used in preparing the Long Term Plan;
d. stipulation of the targets, strategy, policies and work program of the Long
Term Plan.
(3) The Design of the Long Term Plan already signed jointly with by the
supervisory Board shall be submitted to the Minister of Finance through the
Minister for legalization.
(4) The legalization by the Finance Minister as indicated in paragraph (3) shall be
carried out after being discussed jointly with the Minister.
(5) The form, contents and procedure for the preparation of the Long Term Plan as
arranged in paragraphs (1) and (2) shall be stipulated by the Finance Minister.

Article 27

(1) The Board of Directors shall prepare a Work Plan and Corporate Budget as the
annual specifications of the Long Term Plan.
(2) The Work Plan and The Corporate Budget shall be submitted to the Finance
Minister through the Minister, at the latest 60 (sixty) days before the start of
the fiscal year, for legalization.
(3) The Work Plan or Corporate Budget concerned shall be legalized by the
Finance Minister at the latest 30 (thirty) days after the start of the fiscal year.
(4) In case the Work Plan and Corporate Budget have not yet been legalized as
indicated in paragraph (2), the Work Plan and Corporate Budget shall be
considered lawful for implementation as far as they meet the provisions on the
procedures for preparation of the Work Plan and Corporate Budget.
(5) The authority of legalizing the Work Plan and Corporate Budget as meant in
paragraph (2) can be delegated by the Finance Minister to the Minister.
(6) The form, content and procedure for preparing the Work plan and Corporate
Budget shall be stipulated by the Finance Minister.

Article 28

Within 5 (five) months after the closing of PERUM’s fiscal year, the Board of
Directors shall submit an annual report to the Finance Minister and the Minister,
which contains at least :
a. annual calculation consisting of balance sheet of the pre fiscal year and
calculation of profit/loss of current fiscal year and explanation of the
documents concerned;
b. report on PERUM’s situation and performance and the results achieved;
c. PERUM’s main activities and amendments during fiscal year;
d. specifications of problems arising during fiscal year which affect PERUM’s
operations;
e. names of Board of Directors and Supervisory Board.
f. salaries and other allowances of the Board of Directors and Supervisory Board.

Article 29

(1) The Annual Report shall be signed by all members of the Board of Directors
and the Supervisory Board, and shall be submitted to the Finance Minister and
the Minister.
(2) If one or more members of the Board of Directors or Supervisory Board
does/do not sign the annual report as meant in paragraph (1), the reasons shall
be mentioned in writing.
Article 30

(1) The annual calculation shall be made in accordance with the Finance
Accountancy Standard.
(2) If the Finance Accountancy Standard as meant in paragraph (1) cannot be
implemented properly, the explanation and reasons shall be mentioned in
writing.

Article 31

(1) The Board of Directors shall submit the annual calculation to the Supervisory
Body of Financial and Development Affairs (BPKP) or Public Accountant
designated by the BPKP for auditing purposes.
(2) For PERUM which recruits public funds, the audit of annual calculation shall
be carried out by Public Accountant.
(3) The report on the results of audit by public accountant as meant in paragraphs
(1) and (2), shall be submitted in writing to the Finance Minister for
legalization.
(4) In case the obligation as meant in paragraphs (1) and (2) is not met, the
legalization of the annual calculation cannot be carried out.
(5) The annual calculation as meant in paragraphs (1) and (2) after receiving a
legalization from the Finance Minister, shall be announced in daily
newspapers.

Article 32

(1) The approval of annual report and legalization of annual calculation shall be
given by the Finance Minister.
(2) In case the documents of annual calculation prepared turn out to be incorrect
and/or misleading, the members of the Board of Directors and Supervisory
Board are mutually responsible for the mistakes to the inflicted party.
(3) The members of the Board of Directors and Supervisory Board are freed from
the responsibility as meant in paragraph (2) if the mistakes proved to haven’t
been due them.

Article 33

The Board of Directors shall submit regular reports to the Supervisory Board, with
copies to tha Finance Minister and the Minister.

CHAPTER V
THE SUPERVISORY BOARD

Article 34

(1) In every PERUM a Supervisory Board shall be set up.


(2) The Supervisory Board with good faith and full responsibility shall perform
their duties in the interests and objectives of PERUM.

Article 35

The Supervisory Board is in charge of exerting supervision over PERUM’s


management by the Board of Directors including the implementation of the Work
Plan and Corporate Budget, the provisions in the Regulation on PERUM’s
Establishment, the policies stipulated by the Finance Minister and the guidelines
prepared by the Minister in the context of elaborating those policies, the
provisions of the legialations in force, and giving advices to the Board of Directors
in the implementation of PERUM’s management.

Article 36

(1) The Supervisory Board in performing their duties shall :


a. give opinion and suggestions to the Minister and Finance Minister
regarding the Work Plan and Corporate Budget proposed by the Board of
Directors.
b. follow PERUM’s development, give opinion and suggestions to the
Minister and Finance Minister corncerning every problem deemed
necessary for PERUM’s management.
c. report immediately to the Minister and Finance Minister if there is a
phenomenon of the decline of PERUM’s performance.
d. carry out other supervisory duties stipulated in the Regulation on PERUM’s
Establishment.
e. give advices to the Board of Directors in implementing PERUM’s
management.
(2) The Supervisory Board shall report the implementation of their duties as meant
in paragraph (1) to the Minister and Finance Minister periodically and at any
time if deemed necessary.
(3) The forms, contents and procedures for submitting the reports are stipulated by
the Finance Minister.

Article 37

Those capable of being appointed as members of Supervisory Board are


individuals who shall :
a. have dedication, know the problems of corporate management, and have
enough time to perform their duties; and
b. be qualified to take legal actions and have never been declared bankrupt or
who once becames members of Board of Directors, Commissioners or
Supervisory Board, who were declared guilty, and who caused a corporation or
PERUM to have been declared bankrupt.
Article 38

PERUM’ Supervisory Board shall consist of officials from the technical


Department concerned, Finance Department and other Departments/institutions
whose activities are relevant to PERUM, or other officials proposed by the
Minister.

Article 39

(1) Members of the Supervisory Board shall be appointed and released by the
Finance Minister by virtue of the Minister’s recommendation.
(2) Members of the Supervisory Board shall be appointed for terms of office
similar to the members of the Board of Directors, and can be re-appointed.
(3) The appointment of members of Supervisory shall not be simultaneous with
the members of the Board of Directors.

Article 40

The number of members of the Supervisory Board shall be adjusted to PERUM’s


need, at least 2 (two) persons, and one of them shall be appointed as chairman of
the Supervisory Board.

Article 41

(1) the Finance Minister after learning from the Minister’s opinion, can discharge
a member of the Supervisory Board before termination of his terms of office, if
based on facts, the member of the Board of Directors :
a. does not perform his duties well;
b. does not implement the provisions contained in the legislations and/or the
provisions stipulated in the Regulation on the Establishment of PERUM;
c. is involved in an actions inflicting PERUM; or
d. is sentenced into imprisonment because of committing crime and/or
mistakes in relation to the management of corporation.

(2) the decision on the discharge as meant in paragraph (1) shall be made after the
person concerned is given opportunity is defend himself.
(3) With the decision as meant in paragraph (2), his position as a member of the
Supervisory Board terminates.

Article 42

(1) In performing their duties and obligations, PERUM’s Supervisory Board have
the following authorities :
a. to examine the books, letters, and other documents, to examine the cash for
verifying purposes and to examine PERUM’s assets;
b. to enter the yard, building and office used by PERUM;
c. to ask for explanations from the Board of Directors regarding all problems
relating to PERUM’s management;
d. to ask the Board of Directors and/or other officials with the knowing of the
board of Directors to attend meetings of PERUM’s Supervisory Board;
e. to attend the Board of Directors’ meetings and to give opinions on the
matters under discussion.
f. by virtue of the Articles of Association, to give approval of assistance to the
Board of Directors in taking certain legal measures.
g. by virtue of the Articles of Association or the Resolution of Joint
Discussion Meeting, to take PERUM’s managerial measures in case the
board of Directors are not available.
h. to temporarily discharge the Board of Directors by mentioning the reasons.
i. to do other things deemed necessary as arranged in PERUM’s Articles of
Association.
(2) The procedures of temporarily releasing the Board of Directors as indicated in
paragraph (1), letter h, shall be arranged further by the Finance Minister.
Article 44

To help smoothen the implementation of the Supervisory Board, the Finance


Minister can appoint a secretary to the Supervisory Board at PERUM’s expense.

Article 45

All the expenses required in the context of implementing of the Supervisory


Board’s duties, shall be borne by PERUM and shall be stated clearly in the Work
Plan and Corporate Budget.

CHAPTER VI
INTERNAL SUPERVISORY UNIT

Article 46

(1) In every PERUM an Internal Supervisory Unit which is the corporation’s


Internal Supervisory Unit, shall be set up.
(2) The Internal Supervisory Unit as meant in paragraph (1) is lead by a Head who
reports to the President Director.

Article 47

(1) the Internal Supervisory Unit shall be in charge of assisting the President
Director in the implementation of an internal examination of PERUM’s finance
and operations and in the evaluation of PERUM’s control, management and
performance, and in giving suggestions for improvement.
(2) At a written request form the Supervisory Board, the Board of Directors gives
explanation on the results of the examination or the results of the implementing
duties of the Internal Supervisory Unit as meant in paragraph (1).

Article 48

The Board of Directors shall pay attention there to and shall soon take the
necessary steps to respond to the matters mentioned in every report on the results
of examination made by the Internal Supervisory Unit.

CHAPTER VII
OTHER PROVISIONS

Article 49

Procurements of goods and services using direct funds from the State Income and
Budget shall be carried out in accordance with the implementing provisions on the
State Income and Budget.

Article 50

Foreign loans shall be made by PERUM in comformity with the provisions in the
legislations in force.

Article 51

Except the management of PERUM itself, no other party shall get involved in the
management of PERUM.
Article 52

All provisions on the echelonization of positions of government officials, do not


apply to PERUM.

Article 53

PERUM’s employees are those whose appointment and termination for


employment, positions, rights and obligations, shall be stipulated on the basis of
employment contracts in accordance with the legislations on manpower.

Article 54

In the context of solidifying PERUM’s development and supervision,


a. the Minister shall hold a periodical meeting with the Finance Minister;
b. the Minister and/or the Finance Minister shall, at any time deemed necessary,
ask for information from the Board of Directors and/or the Supervisory Board.

CHAPTER VIII
CLOSING

Article 55

With the enforcement of this Government Regulation,


a. Government Regulation No. 3/1983 on the Procedures for the Development
and Supervisions of Public Service Agency (PERJAN), Public Corporation
(PERUM), and Limited Liability Company (PERSERO) (Statute Book of 1983
No. 3, Supplement to Statute Book No. 3246) as amended by Government
Regulation No. 28/1983 ( Statute Book of 1983 No. 37); and
b. The provisions in the regulations and legislations that are contrary to this
Government Regulation; are declared to be no longer in force.
Article 56

This Government Regulation comes into effect as of the date of promulgation.


For public cognizance, this Government Regulation be promulgated by publishing
it in the Statute Book of the Republic of Indonesia.

Stipulated in Jakarta
on January 17, 1998

THE PRESIDENT OF THE REPUBLIC OF INDONESIA

Sgd

SOEHARTO

Promulgated in Jakarta
On January 17, 1998

THE MINISTER/STATE SECRETARY

sgd

MOERDIONO
STATUTE BOOK OF THE REPUBLIC OF INDONESIA OF 1998 NO. 16
ELUCIDATION
OF INDONESIAN GOVERNMENT REGULATION NO. 13/1998
ON
PUBLIC CORPORATIONS (PERUM)

GENERAL
In line with the increase of the implementation of development and the
results achieved, the productivity and efficiency of the entire national economic
power needs to be re-stepped up, so that its role and contribution to the national
development can bring about an optimum result for the improvement of public
welfare.
In addition thereto, the global economic development has caused an ever
increasing market competition, so that it is deemed necessary to take concrete
steps for the improvement of national productivity and efficiency.
In accordance herewith, PERUM as a State Owned Corporation cannot be
excluded from the intended situation. On the grounds of the evaluation of the
results currently achieved, it is time for PERUM to be given a bigger chance to
develop its business to become a progressive and self supporting corporation in
order to give more contributions to the Indonesian economy.

ARTICLE AFTER ARTICLE

Article 1

Numbers 1 to 5

Sufficiently clear
Article 2

paragraph (1)

Public Corporation is different from Limited Liability Corporation because


of its nature of business. PERUM's nature of business is more emphasized to serve
public interests, either by providing services or goods and services. Nevertheless,
as a corporation it is aimed at being self supporting, and to this end PERUM must
gain profits in order to survive.

paragraph (2)

With this provision PERUM can establish business cooperation with a joint
venture or another corporation, or set up a daughter company.

paragraph (3)

Sufficiently clear

Article 3

paragraph (1)

The Finance Minister administers the State assets that are set aside or
stipulated as PERUM’s assets.

paragraphs (2) and (3)

As a business corporation the Finance Minister is highly interested in the


State assets invested in PERUM for being developed. To this end, the problem of
investment, financing and utilizing PERUM’s business gains, shall be clearly
formulated in the company’s development policy.
The Finance Minister as manager of the State assets stipulates PERUM’s
development policy which is aimed at determining the direction in obtaining the
company’s objectives, either in relation to investment policy, business financing,
financial sources, utilization of company’s business gains or other development
policies.
What is meant by daily Guidance, the authority of which is delegated by the
Finance Minister to the Minister, is an activity which provides guidelines for
PERUM’s operations to be implemented either by the Board of Directors or the
Supervisory Board on the grounds of the development policy stipulated by the
Finance Minister with the purpose of enabling the PERUM concerned to carry out
its duties and functions efficiently and to develop well.

paragraphs (4) and (5)

Sufficiently clear

Articles 4 to 6

Sufficiently clear

Article 7

Government Regulation on the Establishment of PERUM also stipulates a


decision for participating State assets in PERUM,. With this provision, PERUM
receives a corporate status after the Government Regulation on the Establishment
of PERUM has come into effect.
Article 8

Letter a

Sufficiently clear

Letter b

The setting aside of State assets for investment as PERUM’s capital can be
in the form of cash money or in another form, and its total or nominal value shall
be mentioned.
The setting aside of State assets for capital in a PERUM can be carried out
for :
- establishment of a PERUM;
- increasing a PERUM’s capacity;
- restructurization of PERUM’s capital.

Letters c and d

Sufficiently clear

Article 9

paragraph (1)

b Sufficiently clear

paragraph (2)

With this provision, every additional participation of State assets in


PERUM, either that originating from the State Income and Budget or from other
sources, such as capitalization of PERUM’s reserves, needs to be stipulated in a
Government Regulation.

Article 10

Sufficiently clear

Article 11

paragraphs (1) and (2)

Sufficiently clear

Article 12

paragraph (1)

Sufficiently clear

paragraph (2)

What is meant by a certain creditor is a bank or financing institution.

Article 13

paragraphs (1) and (2)

Sufficiently clear
Article 14

paragraph (1)

Depreciations in this provision exclude depreciations which belong to cost


components (depreciation and amortization). Depreciations here constitute the
difference between costs in the loss of value of an asset and the depreciation value
included in the cost components.

paragraph (2) and paragraph (3)

Sufficiently clear
Public Corporations (Perum)
(Government Regulation No. 13/1998, dated January 17, 1998)

Article 15

paragraphs (1) and (2)

Sufficiently clear

Article 16

paragraph (1)

The management means the action of managing the PERUM in obtaining


the objectives of the corporation as a business company.

paragraph (2) to (5)

Sufficiently clear
Article 17

paragraphs (1) and (2)

Sufficiently clear

Article 18

paragraph (1)

Letter a

The meaning of “does not perform his duties well” includes a situation
where the said member of the Board of Directors turns out to have insufficient
qualifications in performing his tasks.

Letters b and c

Sufficiently clear

Letter d

The sentence to imprisonment must have a legal certainty.

paragraph (2)

Sufficiently clear
paragraph (3)

If the person concerned doesn’t use the opportunity as menat in paragraph


(2) in a given reasonable time, the decision remains to be made.

Article 19

paragraphs (1) and (2)

Sufficiently clear

Article 20

Sufficiently clear

Article 21

paragraph (1)

The Articles of Association can stipulate the limitation of authority of


members of the Board of Directors in taking measures.

paragraphs (2) to (4)

Sufficiently clear

Article 22

paragraphs (1) and (2)

Sufficiently clear
Articles 23 and 24

Sufficiently clear

Article 25

paragraph (1)

Sufficiently clear

paragraph (2)

The Board of Directors’ mistakes and negligence meant in this paragraph


are for example those committed against the provisions in PERUM’s Articles of
Association, which have been outlined by the Supervisory Board, the Finance
Minister or the Minister, and which have been legally proven. In this case the
process of proving it is carried out by the Minister and his/her apparatus. But,
whether the member of the Board of Directors concerned is quilty or not, shall be
determined on the basis of the judgement of the competent court.

paragraph (3)

Sufficiently clear

Article 26

paragraph (1)

A company’s long term plan is highly needed to determine the 5 (five) year
long term direction which will serve as the Board of Directors’ guidelines in
managing the Company.
paragraph (2)

The long term plan, beside containing evaluations of the previous Long
Term Plan, the assumptions used, and analysis to know the company’s position,
shall also contain the company’s target, policy strategy, and all the work programs
to achieve the intended target. It’s important to note the relationship of all the
elements mentioned above so that the indicated strategy, policy and work
programs are clearly related to each other.

paragraph (3) to (5)

Sufficiently clear

Article 27

Sufficiently clear

Article 28

Sufficiently clear

Article 29

paragraphs (1) and (2)

Sufficiently clear
Article 30

paragraph (1)

By the Finance Accountancy Standard is meant the principles of


accountancy already jointly recognized and approved by the Indonesian
accountancy circles and the competent government agency.

paragraph (2)

Sufficiently clear

Article 31

paragraph (1)

The annual calculation shall be submitted only to the Supervosiry Body of


Financial and Development Affairs (BPKP) or Public Accountant appointed by
BPKP.
This provision elucidates the administrative elements encompassing
PERUM as a State-Owned Corporation. Since the administering of PERUM is
carried out by the Finance Minister, and in principle the Finance Minister
represents the government in PERUM’s development and control, it is stipulated
that the audit of the annual calculation is to be executed only by the Supervisory
Body of Financial and Development Affairs (BPKP), which is a government
agency.

paragraphs (2) and (5)

Sufficiently clear
paragraph (3)

The annual calculation made shall reflect the actual situation of PERUM’
assets, liabilities, capital and business gains, the Board of Directors and the
Supervisory Board are responsible for the correctness or PERUM’s annual
calculation and annual report in general.

Article 33

What is meant by regular (periodical) reports are quarterly and semi annual
reports on the Company’s performance.

Article 34

paragraphs (1) and (2)

Sufficiently clear

Article 35

paragraph (1)

Supervision means the whole process of evaluating PERUM’s management


in the achievement of its goal as a business company.
Article 36

paragraph (1)

In principle the Supervisory Board must know PERUM’s position and


condition, and report it to the Minister and Finance Minister supported by its
opinion, suggestions and assessment of the PERUM supervised by it.

paragraphs (2) and (3)

Sufficiently clear

Article 37

Members of the Supervisory Board must know the ABC of management.


They must have sufficient time to carry out their duties both to attend meetings
and to visit locations on site.

Article 38

Sufficiently clear

Article 39

paragraph (1)

Sufficiently clear
paragraph (2)

After termination of his terms of office, and based on a consideration


resulting from the results of evaluation on his performance, a member of the
Supervisory Board can be re-appointed, attention shall remain to be paid to the
provisions governing the nomination and appoinment of the Supervisory Board.

paragraph (3)

Sufficiently clear

Article 40

Sufficiently clear

Article 41

paragraph (1)

Letter a

The meaning of “does not perform his duties well” includes a situation
where the said member of the Supervisory Board turns out to have insufficient
qualifications in performing his tasks.

Letters b and c

Sufficiently clear
Letter d

The sentence to imprisonment must have a legal certainty.

paragraph (2)

Sufficiently clear

paragraph (3)

If the person concerned is not present, the decision can be made without his
presence.

Article 42

paragraphs (1) and (2)

Sufficiently clear

Article 43

Sufficiently clear

Article 44

The expert hired is only for a limited/certain period of time, not for the
Supervisory Board’s entire terms of office.
Article 45

For implementing the Supervisory Board’s duties, a budget separated from


that for the Board of Directors is provided. This budget must be stipulated in the
Corporation’s Work Plan and Budget.

Article 46

paragraphs (1) and (2)

Sufficiently clear

Article 47

paragraphs (1) and (2)

Sufficiently clear

Article 48

All the findings by the Internal Supervisory Unit require a response so that
the problem does not become procrastinated, and in this connection the Board of
Directors must take a follow-up action in response to the report resulting from the
audit of the Internal Supervisory Unit.

Article 49

As far as PERUM receives funds allocation from the State Income and
Budget (APBN), PERUM must abide by the provisions on the implementation of
APBN. If PERUM uses its own funds or banking loans, PERUM need not abide
by the provisions on the APBN’s implementation.
Article 50

Sufficiently clear

Article 51

To enable the Board of Directors to manage PERUM by themselves


without any interference from without, there should not be any interference in
PERUM’s management. Included in the notion of interference is an action or
directive which directly affects PERUM’s management or the making of decisions
by the Board of Directors. This provision is aimed at confirming the self
supporting of PERUM as a business company in order to be capable of being
managed profesionally in accordance with its business objectives.
This also applies to Departments and other government agencies. Since the
needs for funds of Departments and other government institutions have been
arranged and stipulated exclusively, Departments/governmental agencies shall not
burden PERUM with all kinds of disbursements. On the other hand, PERUM is
not allowed to finance the spendings of Departments/governmental bodies in its
accounting records.

Article 52

Sufficiently clear

Article 53

With this provision, the regulations on employees’ welfare such as health,


accident and life insurance, and retirement funds are stipulated by PERUM, both
thorugh “Jamsostek” (Manpower’s Social Guaranty) and pension funds.
Article 54

The meetings indicated will be very useful to PERUM. Joint


Meetings/Discussions need to be held prior to approval of the Work Plan and
Company Budget and before approval of the Annual Report.

Letter b

This explanation is in the form of written or oral report.

Articles 55 and 56

Sufficiently clear

SUPPLEMENT TO STATUTE BOOK OF THE REPUBLIC OF


INDONESIA NO. 3732

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