Good Corporate Governance
In order to build good corporate governance, the Company shall have a commitment, consistent, and persistent from all relevant parties, i.e : all management levels, Employees, Board of Commissioners, Government and other Stakeholders.
Matters that must be considered by the Board of Commissioners, Board of Directors, Bio Farma people and Shareholders in carrying out their duties and obligations:
- Good Corporate Governance
- Quality Assurance Control
- Responsibilty to Customer
- Corporate Governance Implementation Process
- Gratification Control Process
- Process of Whistle Blowing System
- Guidelines for The Board of Commisioner and Director
- Biofarma Code of Conduct
- Guidelines for Handling Conflict of Interest
- Risk Management
- Directors Guidelines
- Audit Committee
- Development Risk and GCG Committee
- Superior Performance Assessment Criteria
All members of the Board of Directors of Bio Farma have signed a Declaration of No Conflict of Interest made on March 6, 2017.
In order to uphold Good Corporate Governance at PT Bio Farma (Persero), I hereby declare that I:
- Have never committed disgraceful acts in the fields of banking, finance and other businesses, have never been convicted of a crime and are not currently under the imposition of sanctions to be prohibited from becoming a company manager as stipulated in the applicable provisions and regulations.
- Able to carry out legal actions and has never been declared bankrupt or become a member of the Board of Directors / Board of Commissioners who was found guilty of causing a company to be declared bankrupt based on a court decision within 5 years before the date of appointment.
- Willing not to hold concurrent positions as:
- Members of the Board of Directors of other SOEs, Regionally-Owned Enterprises, Privately-Owned Enterprises and other positions that may cause conflicts of interest;
- Other positions in accordance with the provisions of laws and regulations.
4. Fully implement the principles of Good Corporate Governance that emphasize the principles of transparency, accountability, responsibility, independence, and fairness in the management of the company.
5. Have no relationship in management, ownership and/or financial relationship with the entire business group of Shareholders of similar companies.
6. Will not conduct transactions in any form directly or indirectly through other parties related to my position at Biofarma in which I or my family have an interest or benefit.
7. Not serving as a political party administrator and/or legislative candidate/member and/or candidate or serving as Head/Deputy Head of Local Government.
8. Have no family relationship by blood up to the 3rd (third) degree either in a straight line or sideways line or relationship arising from marriage with other Members of the Board of Directors or with the Board of Commissioners.
9. Will wholeheartedly avoid conflicts of interest that may affect the operational decision-making process in the Company.
- Situations that cause a person to receive gratuities or gifts for a decision / position;
- Situations that cause the use of office or Company assets for personal / group interests;
- Situations that cause confidential information of the position / Company to be used for personal / group interests;
- Situations of concurrent positions in several companies that have direct/indirect, similar/non-similar relationships, resulting in the utilization of a position for other positions, which are related to the Company's business activities;
- Situations where Bio Farma personnel provide special access to certain parties without proper procedures;
- Situations that cause the supervision process to not follow procedures due to the influence and expectations of the supervising or supervised party;
- Situations where an assessment is made of something, which is the work of the Bio Farma Personnel concerned;
- Situations where there is an opportunity for abuse of position / authority;
- Situations where it is possible to provide more information than has been determined by the Company, privileges and opportunities for prospective goods / services providers to win in the procurement process of goods / services in the Company;
- Other work outside of their main job (moonlight / outside employment).
- Policies from Bio Farma personnel who take sides due to influence, close relationships, dependence, and/or gratuities.
- Granting permits, recommendations and/or approvals from Bio Farma personnel that are discriminatory.
- Appointment of Bio Farma Personnel based on close relationship/reward/recommendation/influence from other Bio Farma Personnel or other parties that violate procedures.
- Selection of Business Partners by Bio Farma personnel based on unprofessional decisions.
- Using Company assets and confidential information for personal gain.
- Conducting assessments under the influence of other parties and not in accordance with norms, standards, and procedures.
- Bio Farma personnel must avoid attitudes, behaviors, and actions that may result in a Conflict of Interest.
- Bio Farma personnel who are potentially and or have been in a Conflict of Interest situation are prohibited from continuing the activity/performing their duties and responsibilities. Furthermore, the person concerned must disclose the incident/circumstances of Conflict of Interest experienced/known and may not participate in decision making.
- Positions that have the potential for Conflict of Interest by Bio Farma employees may be carried out as long as there are Company policies and regulations governing this matter.
- Bio Farma employees who are potentially and or have been in a Conflict of Interest situation must make and submit a Statement of Potential Conflict of Interest to their immediate supervisor.
- Work unit leaders and direct reports must adequately control and handle Conflicts of Interest.
If a Conflict of Interest situation occurs, Bio Farma employees are required to report it through:
- Direct Superiors Reporting through direct superiors is carried out if the reporter is a Bio Farma employee who is involved or has the potential to be directly involved in a Conflict of Interest situation. Reporting is carried out by submitting a Statement of Potential Conflict of Interest to the direct superior.
- Whistle Blowing System. Reporting through the Whistleblowing System is carried out if the reporter is a Bio Farma employee or other parties (Customers, Business Partners and the Public) who do not have direct involvement, but are aware of the existence or potential existence of a Conflict of Interest in the Company. Reporting through the Whistleblowing System is carried out in accordance with a separate mechanism that regulates the Whistleblowing System in the Company.
Reporting of the occurrence of Conflict of Interest point 2 above, must be done in good faith and is not a personal complaint about a particular Company policy or based on ill will/slander.
Factors supporting the successful handling of Conflict of Interest are as follows:
1. Commitment and exemplary behavior of the Company Management Company Management is obliged to use its authority reasonably, properly and correctly by considering the interests of the Company, the interests of Bio Farma employees, the interests of the community and various other factors.
2. Participation and involvement of Bio Farma employees The implementation of policies to prevent Conflict of Interest requires the involvement of Bio Farma employees. Bio Farma employees must be aware and understand the issue of Conflict of Interest and must be able to anticipate and prevent the occurrence of Conflict of Interest. to encourage the participation and involvement of Bio Farma employees, it can be done among others by:
- conducting socialization to increase the understanding of Bio Farma's employees on the policy of handling Conflict of Interest;
- providing consultation assistance for those who do not understand the policy on handling Conflict of Interest.
2. Special attention should be paid to certain matters that are considered to have a high risk of causing a Conflict of Interest situation. Matters that need special attention include:
- Affiliation Relationship;
- additional work;
- Insider information;
- Personal interests in the procurement of goods / services in the Company;
- family and community demands;
- positions in other organizations where the person concerned receives wages/salaries/honorariums;
- intervention in the previous position; and
- concurrent positions.
Violations of Conflict of Interest will be subject to sanctions based on applicable regulations in the Company.