Based on the Deed of Meeting Resolutions Statement No. 101 dated 20 May 2024, drawn up before Jose Dima Satria, S.H., M.Kn., Notary in Jakarta, the Board of Commissioners of the Company consists of the following six members, each with a term of office from 20 May 2024, which will expire at the conclusion of the third AGMS after their re-election to be held in 2027, except Mrs Alissa Qotrunnada Munawaroh Wahid and Mr Scott John Blakemore, both with a term of office from 13 May 2022, which will expire at the conclusion of the third AGMS after their appointment to be held in 2025:
Alissa Qotrunnada Munawaroh Wahid
President Commissioner and Independent Commissioner
Indonesian citizen, aged 51, Mrs Wahid was appointed as a President Commissioner and Independent Commissioner of the Company in May 2022 pursuant to the resolution of the shareholders of the Company as stipulated under Deed No. 42 dated 13 May 2022 drawn up before Jose Dima Satria, S.H., M.Kn., Notary in Jakarta. She also serves as the Chairperson of the Audit Committee of the Company.
Currently she also serves as a director of the Indonesian GUSDURian Network (appointed since October 2011) and an independent commissioner of PT Unilever Indonesia Tbk (appointed since May 2021).
Mrs Wahid is a family psychologist and is known as a social movement and community development activist. Since 2016, she has been involved with various Ministries of the Republic of Indonesia in programs related to people's welfare. In 2019, Mrs Wahid was appointed by the Minister of National Development Planning of Republic Indonesia as the Ambassador for Sustainable Development Goals ("SDG") in Indonesia. She is still on SDG duty until today, along with her involvement in supporting grassroots movements and various social organisation, including Nahdlatul Ulama ("NU").
In early January 2022, Mrs Wahid was appointed as one of the first two female Nahdlatul Ulama Executive Board Chairs in the history of NU. In January 2022, she also became the Head of Welfare and Culture Division. Previously, she was the first woman on the stage of the NU Congress, as Chair of the Recommendation Commission for the 2021 NU Congress.
She received a Bachelor's degree in Psychology in 1997 and a Master's degree in Professional Psychology in 1999 from Gadjah Mada University, one of the best universities in Indonesia.
Mrs Wahid does not have any affiliation with other members of the Board of Commissioners, or with the controlling and major shareholders.
Sugito Walujo
Commissioner
Indonesian citizen, aged 48. Mr Walujo was first appointed as a Commissioner of the Company in March 2016 pursuant to the resolution of the shareholders of the Company as stipulated under Deed No. 34 dated 17 March 2016 drawn up before Jose Dima Satria, S.H., M.Kn., Notary in Jakarta. He was reappointed for a second term at the AGMS on 28 May 2018 and for a third term at the AGMS on 21 May 2021. He does not hold any other positions in the Company.
Mr Walujo has also been serving as the Managing Partner of Northstar Group since 2003, president director of PT GoTo Gojek Tokopedia Tbk since 2023 and a commissioner of PT Indosat Tbk since January 2022. Previously, he also served as a commissioner of PT Delta Dunia Makmur Tbk from 2009 to 2021, senior vice president of Pacific Century Group from 2000 to 2003, and associate at Goldman Sachs & Co from 1997 to 2000. In 2009, he was awarded Ernst & Young's prestigious "Young Entrepreneur of the Year" award. He is also a member of the International Advisory Board of the Council on Foreign Relations. He graduated with a Bachelor of Science degree in Industrial Engineering from Cornell University in 1997.
Mr Walujo is the controlling shareholder of PT Indah Sehat Cemerlang and PT Usaha Indah Abadi, holding in aggregate 18.47% of the issued shares in the Company.
Mr Walujo does not have any affiliation with other members of the Board of Commissioners, or with the controlling and major shareholders.
Dominic Kai Ming Lai
Commissioner
Canadian citizen, aged 70. Mr Lai was first appointed as a Commissioner of the Company in May 2018 pursuant to the resolution of the shareholders of the Company as stipulated under Deed No. 141 dated 28 May 2018 drawn up before Jose Dima Satria, S.H., M.Kn., Notary in Jakarta. He was reappointed to the same position at the AGMS on 21 May 2021.
Mr Lai has over 40 years of management experience in different industries. He is an executive director and deputy managing director of CK Hutchison Holdings Limited ("CKHH"). He was finance director and chief operating officer of the AS Watson Group, the retail arm of the CKHH group, from 1994 to 1997, and group managing director of the Harbour Plaza Hotel Management group, the former hotel business of Hutchison Whampoa Limited ("HWL"), from 1998 to 2000. Since 2000, he has been a director of HWL which was formerly listed on The Stock Exchange of Hong Kong Limited ("SEHK") and became a wholly-owned subsidiary of CKHH in 2015. Mr Lai is also a non-executive director of Hutchison Telecommunications Hong Kong Holdings Limited ("HTHKH"), a director of Hutchison Telecommunications (Australia) Limited ("HTAL") and an alternate director to directors of HTHKH, HTAL and TOM Group Limited ("TOM"). CKHH, HTHKH and TOM are listed on the SEHK and HTAL on the Australian Securities Exchange. In addition, Mr Lai is a director of the controlling shareholder of the Company, Total Alliance Holdings Limited. CKHH is the ultimate holding company of the Company. The other aforementioned companies are either subsidiaries or associated companies of CKHH of which Mr Lai has oversight as director of CKHH. He does not hold any other positions in the Company or any other Indonesian issuers or public companies. Mr Lai holds a Bachelor of Science (Hons) degree and a Master's degree in Business Administration.
Edith Shih
Commissioner
British citizen, aged 72. Ms Shih was first appointed as a Commissioner of the Company in May 2018 pursuant to the resolution of the shareholders of the Company as stipulated under Deed No. 141 dated 28 May 2018 drawn up before Jose Dima Satria, S.H., M.Kn., Notary in Jakarta. She was reappointed to the same position at the AGMS on 21 May 2021.
Ms Shih has over 40 years of experience in the legal, regulatory, corporate finance, compliance and corporate governance fields. She is an executive director and the company secretary of CKHH. She has been with the Cheung Kong (Holdings) Limited group since 1989 and with HWL since 1991. Both Cheung Kong (Holdings) Limited and HWL were formerly listed on the SEHK and became wholly-owned subsidiaries of CKHH in 2015. She has acted in various capacities within the HWL group, including head group general counsel and company secretary of HWL as well as director and company secretary of HWL subsidiaries and associated companies. Ms Shih is in addition a non-executive director of HTHKH, HUTCHMED (China) Limited ("HUTCHMED") and Hutchison Port Holdings Management Pte. Limited as the trustee-manager of Hutchison Port Holdings Trust ("HPH Trust"), CKHH and HTHKH are listed on the SEHK, HUTCHMED on the SEHK, the AIM market of the London Stock Exchange and the Nasdaq Global Select Market and HPH Trust on Singapore Exchange Securities Trading Limited. CKHH is the ultimate holding company of the Company. The other aforementioned companies are either subsidiaries or associated companies of CKHH of which Ms Shih has oversight as director of CKHH. She does not hold any other positions in the Company or any other Indonesian issuers or public companies.
Ms Shih is a solicitor qualified in England and Wales, Hong Kong and Victoria, Australia. She is a past International President and current member of the Council of The Chartered Governance Institute ("CGI"), a past President and current Honorary Adviser of The Hong Kong Chartered Governance Institute ("HKCGI") as well as a past Chairperson and current member of the Nomination Committee of HKCGI. Further, she is also Chairperson of the Process Review Panel for the Accounting and Financial Reporting Council and a member of the Executive Committee and Council of The Hong Kong Management Association. She is a Fellow of both the CGI and HKCGI, holding Chartered Secretary and Chartered Governance Professional dual designations. She holds a Bachelor of Science degree and a Master of Arts degree from the University of the Philippines as well as a Master of Arts degree and a Master of Education degree from Columbia University, New York.
Scott John Blakemore
Commissioner
Australian citizen, aged 55. Mr Blakemore was appointed as a Commissioner of the Company in May 2022 pursuant to the resolution of the shareholders of the Company as stipulated under Deed No. 42 dated 13 May 2022 drawn up before Jose Dima Satria, S.H., M.Kn., Notary in Jakarta.
Mr Blakemore has over 30 years of experience in accounting and finance in the corporate and professional service sectors in Hong Kong, the United Kingdom and Australia. He is the Group Finance Director of AS Watson Group (which is part of the CKHH group of companies), the world's largest international health and beauty retailer. In this role Mr Blakemore has full responsibility for all financial aspects of AS Watson Group, including tax and audit activities. He has been with AS Watson Group for over 15 years in various finance roles. Before joining AS Watson Group, Mr Blakemore worked in London and Sydney, leading large finance and audit teams. He is also a director of the controlling shareholder of the Company, Total Alliance Holdings Limited. He does not hold any other positions in the Company or any other Indonesian issuers or public companies. Mr Blakemore holds a Bachelor of Business degree from the University of Western Sydney, Australia, obtained in 1991. He is a qualified accountant and has been a member of the Institute of Chartered Accountants Australia and New Zealand since 1994.
Irwan Bunyamin Afiff
Independent Commissioner
Indonesian citizen, aged 60. Mr Afiff was first appointed as an Independent Commissioner of the Company in May 2018 pursuant to the resolution of the shareholders of the Company as stipulated under Deed No. 141 dated 28 May 2018 drawn up before Jose Dima Satria, S.H., M.Kn., Notary in Jakarta. He was reappointed to the same position at the AGMS on 21 May 2021.
Mr Afiff served as the Chairman of the Audit Committee of the Company from May 2021 to May 2022. He does not hold any other positions in the Company.
Mr Afiff has over 32 years of experience in the accounting, tax and corporate finance fields. He has served as the senior managing partner of RSM Indonesia, an international related accounting and consulting firm since 1992 until 2022. As the main partner of RSM Indonesia, Mr Afiff has been actively involved as a consultant in the areas of accounting, tax and finance serving international and domestic companies. He was also the international contact partner of RSM International for Indonesia between 1992 and 2017, and involved in the strategic development of RSM Indonesia. Before joining RSM Indonesia, Mr Afiff was a consultant at Price Waterhouse (currently known as PricewaterhouseCoopers ("PwC")). Mr Afiff graduated from the University of Indonesia majoring in Accounting, and holds a Master of Business Administration degree, majoring in Finance, from University of Colorado in Boulder, the United States. He does not hold any other positions in other Indonesian issuers or public companies.
Mr Afiff does not have any affiliation with other members of the Board of Commissioners, or with the controlling and major shareholders.
Based on the Deed of Meeting Resolutions Statement No. 101 dated 20 May 2024, drawn up before Jose Dima Satria, S.H., M.Kn., Notary in Jakarta, with effect from 20 May 2024, the Board of Directors of the Company consists of the following two members, each with a term of office from 20 May 2024, which will expire at the conclusion of the third AGMS after their re-election to be held in 2027, except Erwantho Siregar, both with a term of office from 15 May 2023, which will expire at the conclusion of the third AGMS after their appointment to be held in 2026:
Lilis Mulyawati
President Director
Indonesian citizen, aged 56. Mrs Mulyawati was first appointed as President Director of the Company in March 2016 pursuant to the resolution of the shareholders of the Company as stipulated under Deed No. 34 dated 17 March 2016 drawn up before Jose Dima Satria, S.H., M.Kn., Notary in Jakarta. She was reappointed for a second term at the AGMS on 28 May 2018 and for a third term at the AGMS on 21 May 2021. She does not hold any other positions in the Company or any other Indonesian issuers or public companies.
Previously, Mrs Mulyawati served in various strategic positions, including at Guardian as operational director (2015), brand director (2012-2015), senior operational manager (2010-2012) and business unit manager (2004-2010). She obtained her Bachelor's Degree in Pharmacy from Pancasila University in 1994 and received her pharmacist qualification in 1995.
Mrs Mulyawati does not have any affiliation with the other member of the Board of Directors, the members of the Board of Commissioners, or with the controlling and major shareholders.
Erwantho Siregar
Director
Indonesian citizen, aged 54. Mr Siregar joined the Company as the Head of Finance in February 2023, and was appointed as a Director of the Company in May 2023 pursuant to the resolution of the shareholders of the Company as stipulated under Deed No. 102 dated 15 May 2023 drawn up before Christina Dwi Utami, S.H., M.Hum., M.Kn., Notary in Jakarta.
Since May 2023, he has been serving as the Finance Director, responsible for the finance and accounting functions of the Company. He also serves as the Corporate Secretary of the Company and is domiciled in Jakarta City, Indonesia. He does not hold any other positions in the Company or any other Indonesian issuers or public companies.
Mr Siregar has approximately 30 years of experience in financial management, management accounting, statutory accounting and reporting, internal controls and system implementations in a number of multinational companies in various industries. Previously, he served several management positions as Finance Director at PT Hero Supermarket Tbk (2019-2022), Head of Finance at PT Intertek Utama Services (2018-2019), Head of Finance and Compliance at PT Henkel Indonesian (2015-2018) and Head of Finance at PT AstraZeneca Indonesia (2012-2015). Mr Siregar also worked overseas as a Business Analyst at Baxter Healthcare Pty Ltd (2008-2010), a Commercial Business Analyst at Wyeth Australia Pty Ltd (2007-2008), and conducted Financial System Implementation at Goodyear Thailand (2001).
Mr Siregar received his Bachelor's Degree in Accounting from the University of Indonesia and Master's Degree in Management from the Bogor Agriculture Institute. He also holds several accounting qualifications including Chartered Accountant and ASEAN Chartered Professional Accountant (both from Institute of Indonesia Chartered Accountants), Certified Management Accountant (from Institute of Certified Management Accountant, Australia), and Certified Practising Accountant (from CPA Australia).
Mr Siregar does not have any affiliation with the other member of the Board of Directors, the members of the Board of Commissioners, or the controlling and major shareholders.