Audit Committee

Committee Structure

Based on the Board of Commissioners’ Decree No. KEP.KOM/DCI.ID/004/V/2025 dated 2 May 2025 regarding the Establishment of the Audit Committee of PT DCI Indonesia Tbk (“the Company”), the Company’s Audit Committee for the 2025–2030 period has been established with the following composition:

Chairman:
Darwin Cyril Noerhadi (Independent Commissioner)

Independent Member:
Liauw Hendrik

Independent Member:
Hartian Surya Widhanto

Duties & Responsibilities

In carrying out its function, the Audit Committee performs its duties and responsibilities in accordance with the Audit Committee Charter, as updated in the Board of Commissioners’ Decree No. KEP.KOM/DCI.ID/011/VI/2025, among others:

A. Oversight of Financial Information

Conducting reviews, analyses, and/or evaluations of the Company’s financial information disclosed to the public and/or authorities, including:

1. The fairness and reliability of the Financial Statements.

2. The adequacy of processes and procedures for the preparation of Financial Statements, including the control systems implemented to mitigate related risks.

3. Compliance of the Financial Statements with the applicable Financial Accounting Standard.

4. The reasonableness of the frequency and significance of related-party transactions.

5. The relevance and realism of the explanations provided in the Financial Statements

As well as providing input and/or recommendations for approval to the Board of Commissioners.

B. Oversight of Internal Audit

Reviewing and providing input to the Board of Commissioners regarding:

1. The Internal Audit Charter — including the adequacy of the scope of duties, responsibilities, and authority of the Internal Audit function.

2. The objectivity and independence of the Internal Audit function.

3. Compliance with the implementation of the Internal Audit Charter.

4. The quality and adequacy of Internal Audit resource.

5. Reviewing and providing input to the Board of Commissioners and the President Director on the adequacy of the job description, KPI, and KPI targets of the Internal Audit function.

6. Reviewing and providing input to the Board of Commissioners and the President Director on the adequacy of policies, SOPs, and the scope of the Internal Audit annual plan and annual performance evaluation

7. Reviewing and providing input to the Board of Commissioners and the President Director on the budget of the Internal Audit function.

8. Assessing the effectiveness of the Internal Audit function

9. Periodic reports of the Internal Audit function, Internal Audit recommendations, and the follow-up actions taken by the Board of Directors on Internal Audit findings and recommendations

C. Risk Management Oversight

1. Understanding all major risks of the Company, including risks related to the financial reporting process.

2. Evaluating the risk management framework and processes, including risk identification, risk analysis, risk assessment, and mitigation of the Company’s key risks, including fraud risks.

3. Evaluating the adequacy of the Risk Management Policy, including risk management strategy, risk appetite, risk tolerance, risk limits, risk measurement methods, and risk management information systems, as well as Business Continuity Management and emergency response plans.

4. Reviewing the implementation of risk management activities carried out by the Board of Directors.

D. Oversight of Internal Control

Conducting oversight of the effectiveness of the Company’s internal control, particularly by:

1. Ensuring that Internal Audit has conducted an evaluation of the effectiveness of internal control

2. Ensuring that the Company’s internal control design adequately addresses the Company’s key risk mitigation and has been implemented properly and consistently

3. Reviewing information contained in documents originating from management, Internal Audit, External Audit, and/or independent assessments

4. Monitoring the results of internal control evaluations, among others through Risk and Control Self Assessment conducted by Management, periodic testing by Internal Audit, and the Management Letter from the External Auditor.

E. Oversight of External Audit

Providing recommendations to the Board of Commissioners regarding the appointment of the External Auditor, taking into consideration:

1. Independence

2. Scope of the audit

3. Audit fees

4. Expertise and experience

5. Audit methodology and tools

6. The benefit of a fresh perspective

7. Potential risks arising from the use of the same Public Accounting Firm (KAP) for a prolonged consecutive period

8. Evaluation of the results of the previous audit period

9. The quality control system of the Public Accounting Firm (KAP)

F. Compliance Oversight
Conducting oversight of the Company’s compliance with applicable laws and regulations, particularly those related to the Company’s business activities and financial reporting.

G. Oversight of Other Relevant Aspects
Including the preparation and disclosure of the Company’s annual report and sustainability report.

H. Review of Potential Irregularities
Conducting examinations of any suspected errors in the resolutions of the Board of Directors’ meetings or deviations in the implementation of such resolutions.

I. Reporting to the Board of Commissioners
Submitting reports on the results of reviews and evaluations to all members of the Board of Commissioners, with copies of the meeting minutes attached as supporting documentation.

J. Confidentiality
Maintaining the confidentiality of the Company’s documents, data, and information.

Nomination and Remuneration Committee

Committee Structure

Based on the Board of Commissioners’ Decree No. KEP.KOM/DCI.ID/005/V/2025 dated 2 May 2025 regarding the Establishment of the Nomination and Remuneration Committee of PT DCI Indonesia Tbk (“the Company”), the Company’s Nomination and Remuneration Committee for the 2025–2030 period has been established with the following composition:

Chairman:
Darwin Cyril Noerhadi (Independent Commissioner)

Member:
Marina Budiman (President Commissioner)

Independent Member:
Lilis Halim

Duties & Responsibilities

In carrying out its functions, the Nomination and Remuneration Committee performs its duties and responsibilities in accordance with the Nomination and Remuneration Committee Charter, as updated in the Board of Commissioners’ Decree No. KEP.KOM/DCI.ID/012/VI/2025, among others:

A. Nomination Function

Providing recommendations to the Board of Commissioners regarding:

1. The composition of positions for members of the Board of Directors and/or members of the Board of Commissioners.

2. Policies and criteria required in the nomination process.

3. Performance evaluation policies for members of the Board of Directors and/or members of the Board of Commissioners.

4. Assisting the Board of Commissioners in conducting performance assessments of members of the Board of Directors and/or members of the Board of Commissioners based on established benchmarks as part of the evaluation process.

5. Providing recommendations to the Board of Commissioners regarding capability development programs for members of the Board of Directors and/or members of the Board of Commissioners.

6. Proposing qualified candidates, from both internal and external sources of the Company, as members of the Board of Directors and/or the Board of Commissioners

7. Submitting such candidate proposals to the Board of Commissioners for consideration in recommending candidates for the Board of Directors and/or the Board of Commissioners to the General Meeting of Shareholders

B. Remuneration Function

Providing recommendations to the Board of Commissioners regarding the remuneration of members of the Board of Directors, the Board of Commissioners, and the Company’s Committees, including:

1. Remuneration structure

2. Policies regarding remuneration, updates, and/or necessary improvements

3. Amount of remuneration

4. Assisting the Board of Commissioners in evaluating the appropriateness of the remuneration received by each member of the Board of Directors and/or the Board of Commissioners with the Company’s performance and considering the individual performance of each member.

5. Assisting the Board of Commissioners in reviewing the appropriateness or adequacy of the Key Performance Indicators (KPI) and the Company’s Annual KPI Targets proposed by the Board of Directors.

6. Assisting the Board of Commissioners in evaluating the adequacy of the amount and the attractiveness/retention value of remuneration for Key Talents (talents with the potential to succeed Critical Positions) in accordance with performance, potential, and with consideration of market pricing.

C. Others

1. Assisting the Board of Commissioners in conducting reviews and providing input on the adequacy of the Company’s Human Resources Policies, including remuneration, performance management, and competency development.

2. Carrying out other duties assigned by the Board of Commissioners related to Nomination and Remuneration.

D. The Committee shall act professionally and independently in carrying out its duties.