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BASIC OF GOOD CORPORATE GOVERNANCE IMPLEMENTATION

The implementation of Good Corporate Governance (GCG) is essential to the sustainability of the Companys business. By employing proper GCG practice, the Company will be able to enhance its credibility among its stakeholders. Five (5) prevailing CGC principles, namely, Transparency, Accountability, Responsibility, Independence and Fairness, are used as the foundation of the GCG structure. With a rigorous structure in place, the Company will be able to perform a check and balance on its operations to eliminate any conflict of interest, fraud and other violation to ensure and achieve optimum performance.

To improve its implementation, the Company drew specific guidelines based on Law No. 40 of 2007 on Limited Liability Company (UUPT) Financial Services Authority Regulation No. 21/POJK.04/2015 on Implementation of Corporate Governance Guidelines in Public Companies and Circular Letter of Financial Services Authority No. 32/SEOJK.04/2015 on Governance Guidelines for Public Companies.

By applying sound GCG practices, the Company aims to optimise its performance and create sustainable growth by prioritising the protection of rights and interest of the Company s shareholders as well as stakeholders.


To achieve this objective, the Company ensures:

1. Transparency

Information transparency encourages disclosure of (including access to) information that is relevant, accurate, reliable, timely, clear, consistent and comparable about the Company.
Implementation:
The Company constantly communicates with its shareholders and other stakeholders to keep them abreast about the Companys strategy, development and transaction activities. Apart from disclosing mandatory information as required by the law and regulations, the Company also releases information that is deemed important to shareholders and stakeholders to allow them to make sound decisions.


2. Accountability

An effective monitoring system that is based on the distribution of functions, duties and responsibilities and authority among members of the Board of Commissioner and Board of Directors, as well as shareholders, are put in place to supervise, evaluate and oversee the management. The system ensures that the management takes into account the shareholders and stakeholders interest when formulating any strategies or make any decisions that will affect the Company.

Implementation:
The Company implements guidelines, policies, manuals and other technical regulations systematically and takes into account shareholders and stakeholders interest in its decision-making process.


3. Responsibility

This principle emphasises the importance of an effective monitoring system on the results, benefits and impacts that help the Company realises its objectives. It also ensures the Company complies with the prevailing laws and regulations.

Implementation:
The Company fulfil its responsibilities as a good corporate citizen by complying with the law and honouring the community living nearby the Companys operational area. As a public listed entity, the Company endeavours to abide by all prevailing Capital Market regulations. As a business operator, the Company is required to comply with the applicable regulations and be fully responsible to the community and surrounding environment by implementing Corporate Social Responsibility (CSR) programmes.


4. Independence

This principle oversees the professional management of the Company to ensure that it is free from any conflict of interest. Therefore, it enables the management to make decisions that prioritise the Companys interest without any pressure from any parties which are not in line with the prevailing laws and regulations as well as the principles of a well-managed Company.

Implementation:
Each part of the Company operates independently without any domineering presence from other units and intervention from other parties. All decisions are made professionally and objectively that acknowledge all business units and free from any conflict of interest.


5. Fairness

The principle refers to the fair and equitable treatment of shareholders that respect the rights of shareholders and complies with applicable agreements, laws and regulations.

Implementation:
The Company is committed to ensuring that all rights of shareholders and stakeholders are met. Both the shareholders and stakeholders are entitled to obtain the same amount of information regarding the Companys performance and activity. The Company also provides equal opportunity to its employees regarding recruiting and manages its employees without prejudice against their ethnicity, religions, race, groups, gender and physical condition.


COMPLIANCE

To improve and enhance the quality of its GCG implementation, the Company periodically conducts a comprehensive self-assessment that refers to the Board of Commissioners and Board of Directors manual. Aside from monitoring and evaluating the current GCG implementation, the assessment also develops and improves the implementation of corporate governance within the Company, including identifying corrective actions required to help the Company maintain its optimum performance.

The Company is committed to continuing improving the implementation of GCG implementation in accordance with POJK No. 21/POJK.04/2015 and SEOJK No. 32/SEOJK.04/2015.


BOARD OF COMMISSIONERS and INDEPENDENT COMMISSIONER
BOARD OF COMMISSIONERS

The Board of Commissioners is responsible for carrying out general and/or specific supervisory duties, in accordance with the Articles of Association. Members of the Board are also entrusted to provide advice to the Board of Directors. Additionally, the Board of Commissioners also oversees the effectiveness of GCG practices in the Company.


Appointment and Dismissal of Board of Commissioners


The GMS determines the appointment and dismissal of the Board of Commissioners. Candidates selected as members of the Board of Commissioners are determined collectively by the Board of Commissioners and shareholders by taking into account the general and specific requirements stipulated in the Articles of Association and regulation of OJK.



Duties and Responsibilities


In carrying out their duties and responsibilities, the Board of Commissioners constantly refers to the following prevailing laws and regulations as well as the Companys Articles of Association:

1. Law No. 40 of 2007 on Limited Liability Company.

2. Decree of the Chairman of Capital Market Supervisory Board and Financial Institutions (now OJK) No. Kep-179/ BL/2008 dated May 14, 2008, concerning the Regulation No.IX.J.1 on Principals in the Articles of Association of a Company that Conducts Public Offering of Equity-type Securities and Public Companies.

3. OJK regulation No. 33/POJK.04/2014 concerning the Board of Directors and Board of Commissioners of Issuers or Public Companies

4. Financial Services Authority Regulation No. 55/ POJK.04/2015 of 2015 concerning the Establishment and Work Guidelines of Audit Committee and Financial Services Authority Regulation No. 56/POJK.04/2015 of 2015 with reference to the Establishment and Work Guidelines of Internal Audit Unit.

5. Financial Services Authority Regulation No. 21/ POJK.04/2014 concerning the Implementation of Governance Guidelines in Public Companies and Circular Letter of Financial Services Authority No. 32/ SEOJK.04/2015 with reference to the Governance Guidelines for Public Companies.

6. Board of Commissioners Charter
The Company acknowledges that the Board of Commissioners plays an essential role in protecting the shareholders interest. All Commissioners of the Company are independent professionals, with extensive knowledge and expertise in many sectors, as well as having a comprehensive understanding of the Capital Market and Financial Institution Regulations.

The Board of Commissioners role is to supervise the Board of Directors performance and provide advice to the Board of Directors, if necessary. The Board of Commissioners is authorised to access the entire Companys information at any given time.



INDEPENDENT COMMISSIONER

Criteria for an Independent Commissioner

The Companys Board of Commissioners comprises 9 (nine) members of which 3 (three) members hold the position of Independent Commissioner. This composition meets the provisions of the enforced laws and regulations. The Independent Commissioners of the Company are external parties who are appointed transparently and independently. Criteria for the appointment of the Companys

Independent Commissioners are as follows:

• He/she is not an employee or someone who has the authority and responsibility to plan, lead, control, or supervise the activities of the Issuer or Public Company within the last 6 (six) months, except for the purpose of reappointment as the Independent Commissioner of the Issuer or Public Company for the following period

• He/she does not have any share, directly or indirectly, of the Issuer or Public Company

• He/she is not affiliated with the Issuer or Public Company, other members of Board of Commissioners, Board of Directors, or the majority shareholders of the Issuer or Public Company and

• He/she does not have any business relationship, directly or indirectly, that is relevant to the Issuer or Public Companys business activities.

The positions of Independent Commissioners are held by Mr Sutanto, Mr Sunaria Tadjuddin and Mr Lim Kee Hong. Therefore, the composition of the Companys Board of Commissioners has met the provision of POJK No. 33/POJK.04/2014 that requires the minimum number of Independent Commissioner to be 1/3 (one-third) of the total members of Board of Commissioners.


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BOARD OF DIRECTORS


The Board of Directors is an essential component of the Company that is authorised and has the full responsibility to manage the Company, and act in the Companys interest to help the Company achieves its aims and objectives. The Board of Directors is also able to represent the Company, both inside and outside the court, in accordance with the provision of Articles of Association.


Appointment and Dismissal of Board of Directors


GMS is authorised to appoint or to re-appoint members of the Board of Directors. A member of the Board of Directors is allowed to resign from his/ her position if he/she passes away, resigns, is dismissed and is declared a bankrupt or under amnesty due to the decision of the court, with the approval from the Board of Commissioners and GMS.


Independency of Board of Directors


All management activities of the Company are carried out independently by the Board of Directors without any intervention from other parties or violation of the laws and regulations as well as Articles of Association. The Board of Directors rejects any interventions from external parties that may affect the objectivity and independence of the Board of Directors in carrying out their duties for the sake of the Companys interest.


Board of Directors’ Duties and Responsibities


The Companys Board of Directors is responsible for leading the Company and for formulating Company policies that are aligned with the Companys philosophy and its Articles of Association, as well as in conformance with applicable laws and regulations.
The Board of Directors determines the overall mission, vision and strategy of the Company and monitors its execution which includes:

• Alignment and coordination of the performance and development of each members area of responsibility

• Ensuring the Companys processes are coordinated in line with the existing quality manuals and are implemented via Quality Evaluation Committees to achieve and maintain the targeted level of quality throughout the Company.

• To review and determine the outline of policies in each functional areas, as dictated by the alignment to the mission, vision and strategy of the Company to ensure that Gajah Tunggal remains relevant, sustainable and competitive in our marketplace.

• Guide the Companys activities and reporting to establish Good Corporate Governance practices, which is in line with the Companys Mission


The Board of Directors main responsibility is to lead the Company towards meeting its objectives, while safeguarding and utilising its assets and resources professionally and responsibly. The Board of Directors is required to conduct meetings regularly but may also hold unscheduled meetings as needed.



Duties and Responsibilities of Each Director


Based on the Board of Directors Manual, duties and responsibilities of each Director of the Company are as follows:

President Director is responsible for the overall Companys performance to stakeholders. In addition, the President Director function includes providing leadership direction, promoting Good Corporate Governance, as well as developing and implementing activities that will achieve the Companys mission, vision and strategy, in collaboration with other members of the Board of Directors.

Deputy President Director is responsible in implementing the overall policy of operations, planning, developing performance and capabilities in the financial area, human resources, manufacturing, sales & marketing and supply chain management & procurement.

Executive Director/Chief Operating Officer is responsible in planning, implementing, overseeing all operational production, engineering, Research & development and Quality assurance.

Executive Director/Chief Personnel & Admin Officer is responsible in implementing HR policies, personnel administration, employee training and development, handling HSE (Health Safety Environment), in addition to handling General Affairs and having the responsibility to handle with matters relating to public communication.

Senior Director Finance & Accounting is responsible for establishing the financial policy and strategy of the Company and providing advice and supervision to the Finance Director on the routine planning as well as performance and capability development of the departments of Accounting, Finance, Management Information System (MIS), Financial Planning, Analysis and Costing, Legal & Licensing and Taxation.

Finance Director is responsible for routine planning as well as performance and capability development of the tax, accounting, finance, MIS, and FPAC departments. Other responsibilities include assisting the Senior Director Finance and Accounting in strategic decision making that involves major operational or financial investments as well as defining policies that have a financial impact on the Company.

Corporate Communication and Investor Relations Director is responsible for providing the general public and investors with sufficient information regarding the Company as required by the norm for public companies. Other responsibilities include managing the Companys public relations activities, developing and overseeing the Companys Corporate Social Responsibility (CSR) programmes and Corporate Secretarial activities as well as ensuring the Companys compliance with the prevailing rules and regulations.

Engineering Director is responsible to ensure that all Engineering aspects are available and functioning optimal to support the productivity of the plant and the Company as a whole.
Sales and Marketing Director is responsible for formulating strategies on pricing, product, distribution and promotion, and ensuring the effective implementation of formulated policies and strategies.

Human Resources & General Affairs Director is responsible to develop, create and monitor HR policies, personnel administration, employee training and development, handling HSE (Health Safety Environment), and also handles General Affairs.

Non Tire Business Director Is responsible for formulating and executing an effective overall strategy to accomplish the optimal level of performance of non-tire businesses (Tire Cord & Synthetic Rubber) and is accountable for the achievement of the business objectives of the non-tire divisions that are aligned with the overall Company objectives.

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Audit Committee Charter - 2016
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The Charter of Internal Audit
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REPORT BY THE BOARD OF COMMISSIONERS AS THE IMPLEMENTER OF THE NOMINATION & REMUNERATION FUNCTIONS


1. The Nomination Function

Assessment on the performance of Board of Directors is carried out based on a set of criteria that have been approved by the Board of Directors and Board of Commissioners at the commencement of each financial year (for the Annual Work Plan and Budget) or each term of service (for the Long-Term Corporate Plan). General assessment on the Board of Directors performance is carried out based on, but not limited to, the following:

• Performance of the Board of Directors in a collective manner towards the Companys performance in line with the Work Plan and Budget, or other specified criteria.

• The contribution of each Director that refers to the Appointment Agreement and/or other agreed criteria.

• The implementation of Good Corporate Governance principles.

• Active participation in the meetings and decision-making processes, including the capability to provide input and solutions regarding the Companys strategic and operational issues.

• The capability of the Board of Directors in identifying, anticipating, and responding to the issues and trends that may influence the Companys performance achievement, both in the short-term and long-term.

The performance evaluation of the Board of Directors is conducted by the Board of Commissioners which performs the function of the Nomination & Remuneration to be then proposed to the General Meeting of Shareholders.


2. The Remuneration Function

The amount of remuneration given to the Board of Commissioners and Board of Directors is determined by the Board of Commissioners who fulfil the Nomination and Remuneration function. The remuneration package for the Board of Commissioners consists of honorarium and bonus, while for the Board of Directors comprises salary, allowance and bonus.

In determining the remuneration policy, the following must be taken into account:
1. Financial performance and fulfilment of the Companys obligations as stipulated in the applicable laws and regulations
2. Individual work achievement
3. Long-term strategies and targets of the Company
The total remuneration (including bonus) paid to the Companys Board of Commissioners and Board of Directors was Rp 94 billion in 2018 and Rp 98 billion in 2019.


DIVERSITY OF THE BOARD OF COMMISSIONERS AND BOARD OF DIRECTORS


Each members career history also supports their duty implementation in the Company. In terms of age and gender, most of the members are male with the average age of above 40 years old. The Company does not have any internal policy that governs the diversity of the Board of Commissioners and Board of Directors in relations to education, gender, age and career history. All criteria, as well as duties and responsibilities of the Board of Commissioners and Board of Directors, are implemented without any prejudice towards the educational background, gender, age and career history of each member.

AFFILIATIONS AMONG MEMBERS OF BOARD OF DIRECTORS, BOARD OF COMMISSIONERS AND SHAREHOLDERS


All members of the Board of Commissioner and Board of Directors carried out their duties and responsibilities in an independent manner. Each member does not have any affiliations with one another with major shareholders or controllers.

AUDIT COMMITTEE
The Board of Commissioners establishes the Audit Committee of PT Gajah Tunggal Tbk based on OJK regulation NO. 55/POJK.04/2015 regarding the establishment and implementation of the guidelines for the tasks of the Audit Committee, as well as referring to the Decision of the Director of Indonesia Stock Exchange No.: Kep- 00001/BEI/01-2014 dated 20 January 2014 regarding Amendment to Regulation No. I-A concerning equity such as securities listings issued by a listed company.

The main duty of the Audit Committee of the Company is to assist the Board of Commissioners in implementing its supervisory function by providing professional and independent information and recommendations as stipulated in the Audit Committee Charter. Details of the duties and responsibilities of the Companys Audit Committee are available in the Audit Committee Charter found on the Companys website (www. gt-tires.com).



Audit Committee Profile

Lim Kee Hong - Head
Profile of the Head of Audit Committee is available in the section on Board of Commissioners profile.

Danny Kartadinata - Member
Mr. Kartadinata was appointed as a member of the Companys Audit Committee in 2018. He graduated from Tarumanagara University with a Bachelors Degree in Accounting. Currently, Mr. Kartadinata is the Accounting Manager of PT Indonesia Prima Property Tbk.

Lina Wong - Member
Lina Wong was appointed as a member of the Companys Audit Committee in 2018. She obtained a Bachelors Degree in Accounting from Atma Jaya Catholic University in 1996. Currently, Mrs. Wong is the Accounting Manager of PT Satya Mulia Gema Gemilang.



Audit Committee Independency

The Companys Audit Committee is chaired by an Independent Commissioner and has two professional members who are appointed from external parties, with a relevant background that supports the Companys business. In implementing their duties, the Audit Committee acts professionally and independently. This statement of independence of the Audit Committee is in line with POJK No. 55/POJK.04/2015.



Duties and Responsibilities of Audit Committee

The main duty of the Audit Committee is to assist the Board of Commissioners in carrying out its supervisory role by providing professional and independent information and recommendations as stated in the Companys Audit Committee Charter with regards to the following matters:

1. Review the financial information, such as Periodic Financial Reports, projections and other financial information of the Company, that will be released to the public and/or authorities, and ensure that such information is accurate and reliable

2. Review the Companys compliance with the laws and regulations that are related to the Companys activities

3. Provide an independent opinion in case of a disagreement between the management and accountant regarding the services they provided

4. Review the assessment by the Internal Auditor and follow-up actions by the Board of Directors on internal audit findings to avoid any possible misconduct in financial reporting, misuse of assets and violations against laws and regulations

5. Review the implementation of risk management activities undertaken by the Board of Directors

6. Examine complaints related to the accounting process and financial reporting of the Company

7. Analyse and advise the Board of Commissioners on any potential conflict of interest

8. Safeguard the confidentiality of Companys data, documents, and information

9. Review the independence and objectivity of the Public Accountant, and provide recommendations to the Board of Commissioners regarding the appointment of the Public Accounting Firm, to be communicated during the GMS

10.Examine the adequacy of the review performed by the Public Accountant to ensure all essential risks have been taken into consideration and

11. Perform an assessment of alleged errors in decision taken during the Board of Directors meeting or a deviation in its implementation.




Performance of Duties in 2019

During the year 2019, the Audit Committee has carried out duties and responsibilities as stipulated in the Regulation of the Financial Services Authority Number 55/POJK. 04/2015 dated 23 December 2015 regarding the Establishment and Implementation Guidelines of the Audit Committee Works, in addition to the other provisions stipulated in the Companys Audit Committee Charter. The Audit Committee held 4 (four) meetings, and the results of the meetings have been reported to the Board of Commissioners.

The following is the summary of work carried out by the Audit Committee in 2019:

• Discussed with the external auditors on nature and scope of the audit before the commencement of audit

• Reviewed the financial reports for 2018 annual results with the management and external auditors, and recommended their adoption by the Board of Commissioners

• Reviewed external auditors management letters and managements responses

• Held private sessions with external auditors in the absence of the management team

• Reviewed the external auditors independence and made recommendations to the Board on the re-appointment of the external auditors

• Reviewed internal audit plan prepared by the Internal Audit department

• Reviewed and discussed quarterly internal audit reports and significant audit observations as well as monitored the implementation of audit recommendations

• Reviewed recent updates and development of accounting and financial reporting standards and assessed their impact on our Group.



NOMINATION AND REMUNERATION COMMITTE/FUNCTION


Until the end of 2019, the Company has not established a Nomination and Remuneration Committee. The Board of Commissioners took on the function of nomination and remuneration based on the approval from shareholders in the GMS.

INTERNAL AUDIT UNIT
The Internal Audit Unit is a work unit or division which assumes the Internal Audit function and is independent and objective. Internal Audit aims to elevate the Companys values and improve the operations through a systematically approach, by evaluating and enhancing the effectiveness of risk management, control, and corporate governance process. Internal Audit Unit is established based on the Regulation of Financial Services Authority No. 56/POJK.04/2015 concerning the Establishment of and Guidelines to Formulate the Charter of Internal Audit Unit. The Companys Internal Audit Unit conducts its duties and functions in line with the set Internal Audit Charter.


Profile of Head of Internal Audit

Rudy Pryana, an Indonesian citizen, was appointed as the Head of the Companys Internal Audit in 2011. He joined Gajah Tunggal in 2009 as the Head of Sales Administration Department. Before joining the Company, he worked at Pricewaterhouse Coopers for almost five years, rising to the senior auditor position. He graduated from the University of Arizona with a Bachelor degree in Accounting and MIS.

The key responsibilities of the Internal Audit Unit:
• preparing and implementing the annual internal audit plan
• evaluating the implementation of internal controls and risk management system
• evaluating the efficiency and effectiveness of the Companys internal controls in finance, accounting, operations, human resources, marketing and information technology
• providing professional and independent recommendations for improvements to the audited unit
• conducting special audits as required and
• preparing reports on audit findings for the President Director and the Board of Commissioners.

Duty implementation of Internal Audit Unit in 2019:
During 2019, the Companys Internal Audit Unit has carried out audit activities with the main focus on Mixing Centrs, Spare Parts, ITGC, Tire Cord Production Planning and Production, and Procurement.



CORPORATE SECRETARY

The Corporate Secretary is appointed and dismissed based on the Decision of Board of Directors, and the position can be assumed by a member of the Board of Directors. The Companys Corporate Secretary position has been adjusted to the latest Regulation of Financial Services Authority No. 35/POJK.04/2014 dated 8 December 2014, concerning the position of Corporate Secretary in Issuers or Public Companies.
Corporate Secretary Profile, Catharina Widjaja, is available under the section on Board of Directors profile.


Duties and Responsibilities of Corporate Secretary

The main duty of the Corporate Secretary is to ensure that the Company complies with and abides by the laws, regulations and stipulations in the capital market. Also, the Corporate Secretary functions as the spokesperson for communicating the Companys policies and achievements to the shareholders, investors, capital market analysts, mass media, general public, government officials and capital market supervisor.

Duty Implementation of Corporate Secretary

During 2019, the Corporate Secretary had carried out various duties in communicating the policies and achievements of the Company to the shareholders, investors, capital market analysts, mass media, general public, government officials and capital
market supervisor.



RISK MANAGEMENT

Risk Management System

The Companys ability to continuously provide added value to its stakeholders relies on its ability to understand the risks that are relevant to its operations, ability to create a mechanism to monitor such risks, and ability to manage the different contingencies arising from the risks. The risk management system aims to ensure the availability and adequacy of the Companys resources for business operations and development and to manage the foreign exchange risk, interest rate risk, credit risk and liquidity risk. The Board of Directors determines the Companys risk management system.


Type of Risks and the Management

In carrying out its business, the Company is exposed to several market risks, namely, foreign currency risk, raw material price risk, energy cost risk and demand risk.

a. Foreign Currency Risk

The Company is exposed to the effect of foreign currency exchange rate fluctuation mainly because of foreign currency denominated transactions such as borrowings that are denominated in foreign currency. The Company manages the foreign currency exposure by matching, as far as possible, receipts and payments in each currency.

b. Interest Rate Risk

Interest rate risk refers to the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rate. To manage the interest rate risk, the Company has a policy in obtaining financing that will provide an appropriate mix of floating and fix interest rates.

c. Credit Risk

Credit risk refers to the risk that a counterparty will default on its contractual obligation resulting in a loss to the Company. Credit risk of the Company is primarily attributed to its cash in banks, trade accounts receivable and other accounts receivables from a related party. The Company places its bank balances with credit-worthy financial institutions while trade accounts receivable are entered with respected and credit-worthy third parties. The Company continuously monitors its exposure and the aggregate value of transactions concluded is spread among approved counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved by the management annually.

d. Liquidity Risk

Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built an appropriate liquidity risk management framework for the management of the Groups short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves and banking facilities, by continuously monitoring the forecast and actual cash flows and by matching the maturity profiles of financial assets and liabilities.

Evaluation and Effectiveness of Risk Management System

Risk identification and evaluation are constantly carried out by the Company through each of its department. The Board of Directors, together with the Internal Audit and Board of Commissioners review and formulate the required management and mitigation strategy. The Board of Commissioners plays a role in monitoring the implementation of activities of risk management and authorise the management to fully manage the risks as they understand the most about the risks faced by the Company.

In addition, the Board of Commissioners is encouraged to carry out the following function:
1. To evaluate Risk Management policy
2. To evaluate the Board of Directors responsibility and implementation of risk management system as stipulated in point (1) above.
3. To evaluate and approve the Board of Directors requests that are related to the transactions needing approval from the Board of Commissioners.



INTERNAL CONTROL SYSTEM

The Company believes that the presence of a strong value and internal control system is necessary to ensure that the strategy and policy determined by the management are executed in earnest by all business units of the Company.

The Board of Directors communicates the values and the importance of a robust internal control periodically through various channels, including regular operational meetings and at other opportunities.

The Companys internal control system is implemented through the application of Standard Operating Procedures (SOPs), ISO/TS 16494 documentation and regular audit, and through the implementation of Oracle application to manage and control the financial reporting process, distribution and manufacturing activities.

Also, the Company has established the Internal Audit Department to perform regular reviews on each business operations to ensure that the internal control level defined by the above systems is adequate and has been effectively applied.


CODE OF CONDUCT

The code of conduct of the Company consists of Business Ethics and Work Ethics, which is a set of commitments that has been composed to influence, form, organize and carry out the suitability of behavior in order to achieve consistent output that is appropriate to the Company’s work culture in achieving its vision and mission.

Business Ethics, standard conduct for the Company when dealing with stakeholders both inside and outside the Company, covers:
a. relationships with employees
b. relationships with customers
c. relationships with suppliers
d. relationships with competitors
e. relationships with regulators
f. relationships with the local community
g. relationships with shareholders
h. relationships with creditors
i. relationships with subsidiaries
a. relationships with the media
k. international trade and
l. relations with the community/professional organizations

Work ethics is standard work conduct or employees in performing tasks for and on behalf of the Company as well as to interact and connect with co-workers, subordinates or superiors, covers:
a. compliance with laws
b. conflicts of interest
c. give and receive
d. equality and respect of Human Rights
e. fair employment opportunities
f. improper payments
g. confidentiality of data and information
h. monitoring and use of assets
i. safety and occupational health and working environment
j. intellectual property rights (IPR) and
k. ethical behavior toward fellow employees

The Code of Conduct applies to all Directors, Commissioners and Employees of the Company when interacting, either inside or outside the Company and further details can be found on the Companys Website (www.gt-tires.com).







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