Rendi Haryadi Dharmawan (1401164185)

Muhammad Hafizal Yusuf Nurjaman (141164274)

Muhammad Abdullah An-Nur (1401163642)

1. Review UU RI Number 40/2007 (About limited liability company) - Focus on the role
and obligation of BOC and BOD.
Based on UU RI No. 40 Year 2007, in chapter VII about Board of Directors (BOD)
and Board Of Commissioners
- The role and obligation of BOD:
Based on Article 92 verse 1, BOD shall undertake the management of Companies in
the interest of the Companies and in accordance with the Companies’ purpose and
objectives. It means BOD should work in accordance with the purpose to achieve the
company’s goals.

Based on Article 92 verse 2, Boards of Directors are authorised to undertake the

management contemplated in paragraph (1) in accordance with any policy that
seems appropriate within the limits specified in this Act and/or the articles of
association.

According to Article 100 verse 1, BOD shall to make a registered of shareholder,

make an annual report and maintain all financial document.

-The role and obligation of BOC

Based on Article 108 verse 1, Board of Commissioners shall supervise management
policies, the running of management in general, with regard to both the Company
and the Company’s business, and give advice to the Board of Directors. In this
article, the roles of BOC is oversee how BOD works. therefore, BOD is expected get
suitable decision making to achieve the goals of the company.

According to Article 116 verse 3, BOC have to give GMS report concerning their task
of supervision performed. As the BOC that appointed by shareholders, they have to
report their performance to shareholders in GMS, so the shareholder can evaluate
and make a decision to continue their work or replace by others.

2. Find the internet about the role and obligations of the BOC and BOD of one
corporation of your choosing, make a brief description (2-3 paragraphs)

The Board of Commissioners (BOC) is held accountable to Annual General meeting.

The role of BOC is collectively supervising the management of the Company, providing input
concerning policies of the Company’s management created by the Board of Directors. The
BOC continuously monitors the effectiveness of the Company’s policies while the president
of BOC is to coordinates each activities of the member of BOC.

The BOC’s performance can be measured based on their decision making process
including the implementation of strategies. Their responsibilities is to meet expectations of
Shareholders and other stakeholders. The performance of the Board of Commissioners is
evaluated by the Shareholders in AGM where it is considering the vision, mission, and
strategic plans for the Company to enable, effective, quick, accurate, independent decision
making process.

The Board of Directors is authorized and responsible for the management of the
company in the interests and to achieve the objectives of the company and for representing
the company both inside and outside the courts in compliance with the provisions of the
Articles of Association.

The detail of duties and responsibilities are:

- deliver an annual report
- prepare a business plan (that includes an annual budget plan for the next
financial year prior to the commencement of the next financial year
- prepare and maintain a Register of Shareholders of the Company
- archive the resolutions of the Shareholders and Board of Directors of the
Company and all other corporate documents.
- hold a General Meeting of Shareholders (including to send invitations or
summons to the shareholders) and many more.

3. Compare your findings to what you get from the point 1 above. Give your comment:
has what you found in point 2 in line with the legislation in point 1?

Both BOD and BOC has their own responsibilities. If they fulfill their responsibilities, they
surely will conduct good corporate of governance. Both parties should cooperate to conduct
each other to ensure the company run well according to the vision and mission of the
company by obligate the rules and regulations to ensure the company achieve the target and
the objecitves. For example roles of BOD shall undertake the management of Companies in
the interest of the Companies and in accordance with the Companies’ purpose and
objectives while Board of Commissioners shall supervise management policies, the running
of management in general, with regard to both the Company and the Company’s business,
and give advice to the Board of Directors.

BOD responsible to the management and controlling the direction of the company and the
BOC responsible to supervise and ensuring the BOD runs the company as planned. BOC
showing how the BOD achieve the target.