Indonesia Law – Secretary of Issuer or Publicly listed Company

Background

The Financial Service Authority (“OJK”) issued new regulation namely Regulation of the Financial Service Authority Regulation No. 35 /POJK.04/2014 regarding Secretary of Issuer or Publicly listed Company (“OJK Regulation”) which became effective on 8 December 2014.

Corporate Secretary

Corporate secretary is an individual or a person in charge of working unit that carrying out the functions of corporate secretary and it must be owned by every issuer or public company. Corporate secretary is appointed and discharged based on decision of board of directors.

The position of corporate secretary cannot be vacant within 60 days, within that time period, one of the board of directors members must temporarily fill the position without having to consider the requirement within this OJK Regulation.

Tasks and Responsibilities

Corporate secretary has the following tasks and responsibilities:

1. Keeping abreast of developments in the capital market particularly the law and regulation in the field of capital market;

2. Giving inputs to the board of directors and board of commissioners of issuer or public company to comply with the law and regulation in the field of capital market;

3. Assisting the board of directors and the board of commissioners in implementing corporate governance covering:

a)Public information disclosure, including the availability of information on the website of issuer or public company;

b)Submitting reports to the OJK on time;

c)Holding and documenting general meeting for shareholders;

d)Holding and documenting meetings of the boards of director and/or the board of commissioners.

4. Being a liaison officer between issuer or public company and shareholders of issuer or public company, the OJK and other stakeholders.

Corporate secretary is obliged to attend an education and training course to increase their knowledge and understanding to support the realization of his/her tasks.

 

Qualifications of Corporate Secretary

Corporate secretary must at least meet this following qualifications:

1.Being capable to take legal action;

2.Having knowledge and understanding in the fields of law, finance and corporate governance;

3.Understand the business activities of issuer or public company

4.Being able to communicate well

5.Domiciled in Indonesia

Issuer or publicly listed company is obliged to submit a report to the OJK about the appointment and discharge of corporate secretary no later than two working days and post it on the website.

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