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Audit Committee Resolution

Audit Committee Resolution Template for Indonesia

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Key Requirements PROMPT example:

Audit Committee Resolution

"I need an Audit Committee Resolution for our Jakarta-based public manufacturing company to establish a new audit committee with five members, including two independent commissioners, effective March 1, 2025, with specific expertise requirements in finance and risk management."

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Document background
The Audit Committee Resolution is a crucial corporate governance document used by Indonesian companies, particularly those subject to OJK oversight, to formally establish or modify their audit committee arrangements. This document type is specifically required under Indonesian corporate law and OJK Regulation No. 55/POJK.04/2015, serving as the legal basis for the committee's existence and operations. It is typically prepared when establishing a new audit committee, appointing or replacing committee members, modifying the committee's charter, or making significant changes to its operational procedures. The resolution must include specific elements required by Indonesian regulations, such as committee composition, independence requirements, duties and responsibilities, and reporting structures. This document is essential for demonstrating regulatory compliance and maintaining proper corporate governance records.
Suggested Sections

1. Header Information: Date, time, venue of the meeting, and company details

2. Attendance: List of present board members, directors, and other authorized attendees

3. Quorum Confirmation: Statement confirming that the required quorum is present for valid decision-making

4. Preamble: Reference to relevant company articles, OJK regulations, and legal basis for the resolution

5. Resolution Items: Clear statements of the decisions made regarding the audit committee

6. Implementation Authority: Authorization for specific individuals to implement the resolution

7. Closing: Formal closing statement and signature block

Optional Sections

1. Background Discussion: Summary of discussions leading to the resolution, used when significant deliberation occurred

2. Terms of Reference: Detailed committee operational procedures, included when establishing a new committee or substantially modifying existing procedures

3. Voting Results: Detailed breakdown of votes, included when there wasn't unanimous agreement

4. Dissenting Opinions: Record of any opposing views, included when board members express formal disagreement

5. Transitional Provisions: Included when changes affect existing committee members or procedures

Suggested Schedules

1. Appendix A - Committee Member Profiles: Professional backgrounds and qualifications of appointed committee members

2. Appendix B - Committee Charter: Detailed terms of reference and operating procedures for the audit committee

3. Appendix C - Meeting Schedule: Proposed annual meeting schedule and key reporting dates

4. Appendix D - Compliance Checklist: Verification of compliance with OJK requirements and regulations

5. Appendix E - Reporting Templates: Standard formats for committee reports and recommendations

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Company
Board of Commissioners
Board of Directors
Audit Committee
Independent Commissioner
Independent Member
Financial Expert
OJK
IDX
Articles of Association
Committee Charter
Internal Audit Function
External Auditor
Material Transaction
Affiliated Party
Conflict of Interest
Financial Statements
Internal Control Systems
Compliance Program
Risk Management Framework
Corporate Governance Guidelines
Regulatory Requirements
Meeting Quorum
Resolution
Terms of Reference
Working Period
Reporting Period
Professional Advisors
Committee Secretary
Independence Requirements
Relevant Industries

Financial Services

Banking

Insurance

Manufacturing

Mining

Energy

Telecommunications

Real Estate

Consumer Goods

Healthcare

Technology

Transportation

Retail

Agriculture

Construction

Relevant Teams

Legal

Corporate Secretariat

Internal Audit

Risk Management

Compliance

Corporate Governance

Board Support

Finance

Executive Office

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Corporate Secretary

Board Secretary

Legal Director

Compliance Officer

Internal Audit Head

Risk Management Director

Independent Commissioner

Board Commissioner

Company Director

General Counsel

Governance Manager

Legal Manager

Corporate Affairs Director

Industries
Law No. 40 of 2007: Indonesian Company Law (UUPT) - Provides the fundamental legal framework for companies in Indonesia, including corporate governance structures and requirements
OJK Regulation No. 55/POJK.04/2015: Regulation on the Establishment and Implementation Guidelines of Audit Committees - Details specific requirements for audit committee formation, membership, duties, and responsibilities
OJK Regulation No. 33/POJK.04/2014: Regulation on Directors and Board of Commissioners of Issuers or Public Companies - Establishes requirements for corporate governance and oversight roles
Law No. 8 of 1995: Capital Market Law - Provides regulatory framework for public companies and their governance requirements, including transparency and accountability
Indonesia Stock Exchange Regulation I-A: Listing Regulation - Contains specific requirements for listed companies regarding audit committees and corporate governance
OJK Regulation No. 21/POJK.04/2015: Implementation of Corporate Governance Guidelines for Public Companies - Provides corporate governance guidelines including audit committee practices
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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