Annual Report 2014 1 PT Bank Syariah Mandiri

Transcription

PT Bank Syariah Mandiri Annual Report 2014
1
This report is printed using recycle paper
Disclaimer
This annual report contains statements of financial condition,
operational result, projection, plan, strategy, policy as well as
objective of the Company, which are classified as progressive
statements based on prevailing law, except for historical matters.
The statements are prospective with risks and uncertainty and may
cause actual developments that are materially different with as
written in the statements. The progressive statements in this annual
report are made based on the assumption on the recent and future
conditions of the Company as well as the business environment
where the Company operates its business. The Company does
not guarantee that all actions taken to ensure the validity of this
document to bring certain results as wished. This report mentions
“Bank Syariah Mandiri”, “BSM” or the “Company” which shall be
defined as PT Bank Syariah Mandiri that operates banking business.
Strengthen The
Foundation, Sustainable
Development
A healthy entity does
not only discuss material
profit within short term.
The Company, as a
business community has a
sustainable responsibilities
in addition to the duty to
maintain the development
of profit balance from time
to time. Today, the change
of mindset has diverted the
company orientation to not
only operating its business,
but also developing a
family who works together
to be the hands and feet of
the company.
The optimal performance
starts from a strong
motivation to develop
and grow together. The
spirit of the ground to
make the company vision
and mission has been
achieved and maintained
within long term. After
a while of creating, PT
Bank Syariah Mandiri
has a firm direction to be
a company with strong
commitment to sustainable
development. To be a
home for stakeholders
as well as shareholders,
the company existence is
not on the spirit to serve
to be a solution for every
dynamic banking issues.
To bring the company
to survive in the hard
competition that demands
an excellent performance
from all involving hands.
Hard work is no longer
sufficient to achieve and
excellent end, smart
work is more promising
to be the fundamental
of the company’s moves.
The foundation of spirit,
objectives, and goals
of the company to be
the roots that shall not
be abandoned, from
such most fundamental
element, born the company
culture that become the
working soul, to bring the
company to be consistent
in creating.
1
Continuity
Themes
Continuity themes of
Annual Report become
important to show
the consistency of
the Annual Report.
The following is the
continuity of themes for
the last 4 (four) years
(2011-2014 terms).
Better Ways
for Better Indonesia
BSM launched many ways
and means to be developed
better than as had been done
then far. There were ways and
means that were related with
paradigm, philosophy, business
strategy, business operational,
organizational structure, and
management of employees.
2011
Greater Ways
for Greater Indonesia
Better legacy as a form of
commitment from BSM to
leave a great legacy to the
future generation in BSM. We
implemented this commitment
through working principles with the
best ability, prudent, and principle
compliance wherever BSM
personnel was on post.
2012
2
Annual Report 2014 PT Bank Syariah Mandiri
Stronger Fundamentals
for Greater Indonesia
BSM strengthened the
fundamentals of the company to
strengthen more of BSM’s steps
in achieving the objectives of the
company.
BSM aimed to develop a better
Indonesia, in the hope that
Indonesia would be ready to be a
leader of spiritual civilization in the
future.
2013
2014
Strengthen the
Foundation,
Sustainability
Development
BSM committed to become
a company with sustainable
development. Therefore, the
foundation of spirit, objectives
and goals of BSM become the
roots that cannot be ignored, such
fundamental elements results the
corporate culture which become
the working spirit, that brought
BSM to be consistent in creating
and contributing to Indonesia.
3
Annual Report of
PT Bank Syariah Mandiri or referred
as “BSM” and the “Company”,
provides this Annual Report that
ends on December 31, 2014 in
accordance with the prevailing law
and regulations. This Annual Report
of BSM contains the information of
financial performance and business
result based on audited Financial
Statements from Public Accountant.
This Annual Report also contains
the information that elaborates
projection, plan, strategy, and
objective that are not historical data
statements, and can be categorized
as forward looking statements in
accordance with the definitions
based on the prevailing regulations.
Forward looking statements risk of
uncertainty of materially different
result and event compared to the
projection as elaborated in such
statements. References to the
currency of “Rupiah” or “Rp” shall
mean references to the official
currency of Indonesia, while
references to “US Dollar” or “USD”
shall mean references to the official
currency of the United States of
America. All financial information
provided in the Rupiah currency
in accordance with the Financial
Accountancy Standard of Indonesia.
The BSM 2014 Annual Report is
provided in Indonesian and English
format, which divided in 2 (two)
separate books by using the proper
and correct grammar. The BSM 2014
Annual Report is printed in good quality
and provided by using the type and size
of alphabets that ease the reading. The
2014 (as well as previous years) BSM
Annual Report may also be found and
downloaded in the website of BSM
(www.syariahmandiri.co.id). The 2014
BSM Annual Report has referred to the
criterias of Annual Report Award 2014.
Performance
Highlights 2014
ASSETS
THIRD PARTY
FUND
CAR
INCOME
4
Total Assets in 2014 was Rp66.94 trillion, a 4.65%
increase compared to 2013
Third Party Fund in 2014 was Rp59.82 trillion, a 5.95%
increase compared to 2013
Capital Adequacy Ratio in 2014 was 14.76%
Income as Mudharib in 2014 was Rp5.54 trillion
Awards and
Certifications
2014
In 2014, BSM earned various
awards from various domestic and
international institutions. These
awards showed public’s strong
trust to BSM.
Table of List of Awards 2014
No.
Award Picture
Award Name
Award Grantor
Type of Achievement
Date of Award
1.
Good Corporate
Governance
Award 2014
SWA Magazine and
The Indonesian
Institute for
Corporate
Governance
Award for the Most
Trusted Company
Based on Corporate
Governance Perception
Index (CGPI)
17 December
2014
2.
Chair of League
Karim Business
Consulting
Bank Syariah Mandiri has
won the Islamic Finance
Award for seven times
in a row
8 December 2014
3.
Indonesian
Customer
Satisfaction Award
2014
Swa and Frontier
Magazines
Award for the Best in
Achieving Total Customer
Satisfaction
30 October 2014
4.
Infobank Sharia
Finance Award
2014
Infobank Magazine
Very Good Performance
of Banks for 2013
Financial Performance
30 September
2014
5.
Asiamoney Islamic
Bank Award 2014
Asiamoney
The Best Islamic Bank in
Indonesia
25 September
2014
5
No.
Award Picture
Award Name
Award Grantor
Type of Achievement
Date of Award
6.
Best Brand
Platinum Awards
Swa Magazine
in cooperation
with Mars survey
institution
Award for the Indonesian
Best Brand Award for
eight times in a row
(Platinum)
17 September
2014
7.
Service Excellence
Award 2014
Infobank Magazine
in cooperation with
Marketing Research
Indonesia (MRI)
Awards for:
Best Customer Service
Best Teller
Best ATM
Best Security Officers
(Satpam)
13 June 2014
8.
Service Quality
Award 2014
Category: Sharia
Banking
Carre Customer
Satisfaction &
Loyalty and Service
Excellence Magazine
For Achieving Exceptional
Total Service Quality
Satisfaction Based on
Customer Perception
Survey SQ Index 2014
5 June 2014
9.
Corporate Image
Award
Tempo Media
Group Magazines
in cooperation with
Frontier Consulting
Group
Award for the
measurement of:
4 June 2014
1. Quality: high attention
to the consumers, high
quality of products and
services, trustable and
innovative company
2. Performance:
a company with a
chance to grow and
well managed
3. Responsibility:
a company that
care with the
environment and
socially responsible
4. Attractiveness:
a company as
a dream work
place with quality
employees
6
10.
Best Islamic Bank
Award
Best Customer
Service
Islamic Bank in Indonesia
with Very Good
predicate for its financial
performance in 2013
29 May 2014
11.
Best Islamic Trade
Finance Bank
Award
The Asset Asian
Hong Kong
with Very Good
predicate for its financial
performance in 2013
29 May 2014
No.
Award Picture
Award Name
Award Grantor
Type of Achievement
Date of Award
12.
Best Islamic Retail
Bank Award
Best Security
Officers (Satpam)
with “very good”
predicate for financial
performance
in 2013
29 May 2014
13.
Indonesia Bank
Loyalty Award
2014
Infobank in
cooperation with
Markplus Insight
The Best of Indonesian
Bank Loyalty Champion
2014 Category: Saving
Account, Islamic banking
26 February 2014
14.
The Most
Profitable Islamic
Full Fledge Bank
2014: Equity IDR >
1 Trillion (BOOK 2)
Karim Business
Consulting
Islamic Bank with best
performance in the
framework of financial
performance
24 February 2014
15.
The Most Efficient
Islamic Full Fledge
Bank 2014: Equity
IDR > 1 Trillion
(BOOK 2)
Karim Business
Consulting
performance in the
performance
24 February 2014
16.
The Best Islamic
Full Pledge Bank
2014 : Equity IDR
> 1 Triliun (BUKU
2)
Karim Business
Consulting
performance in the
performance
24 February 2014
7
No.
Award Picture
Award Name
Award Grantor
Type of Achievement
Date of Award
17.
1st Teller
Competition
Karim Business
Consulting
Islamic Bank with Best
Teller Services
24 February 2014
18.
The Best Islamic
Bank in Indonesia
2014
Euromoney
Award for the Best
13 February 2014
19.
Top Brand Award
2014 Category
Sharia Bank
Marketing Magazine
in cooperation with
Frontier Consulting
Group
In Recognition
of Outstanding
Achievement in Building
the Top Brand
5 February 2014
20.
Excellent Service
Experience Award
2014 Category
Sharia Bank
Bisnis Indonesia in
cooperation with
Carre
For Excellent
Performance in
Delivering Positive
Customer Experience
Based on Mystery
Shopping Research ESEI
2014
4 February 2014
Certifications
In 2014, BSM did not receive any certification.
8
Table of Contents
1Explanation of Theme
2
Continuity of Theme
4Annual Report Bank Syariah Mandiri
4
Performance Highlights 2014
5Awards and Certifications 2014
9
Table of Contents
11
Reference of Criteria for Annual Report Award (ARA) 2014
23Recommendation of Annual Report Award 2013
24
Key highlights
26Bank Performance Highlights
30
Operational Highlights (Non-Financial)
31Shares Highlights
31
Summary of Bonds, Sukuk or Convertible Bonds
32
Management Report
34Board of Commissioners Report
39Board of Commissioners Profile
46Sharia Supervisory Board Report
48
Sharia Supervisory Board Profile
50
Board of Directors Report
61Board of Directors Profile
64
Senior Executive of Vice President Profile
71Statements on Responsibility of the Accuracy of Annual Report of PT Bank Syariah Mandiri Year 2014
72
Company Profile
74Corporate Identity
75History Brief
77
Line of Business
84Structure of Organization
86Executives Profile
89
Vision, Mission and BSM Shared Values
92
Board of Commissioners Identity and Resume
92
Board of Directors Identity and Resume
92
Number of Employees and Competence Development
94
Group Structure
96
Synergy of Mandiri Group
97
Shareholding Composition
98
List of Subsidiaries / Affiliates
98
Listing Chronology of BSM Shares
98
Listing Chronology of Other Securities
99
Supporting Institutions and Professions of the Company
100
Material Events of 2014
102Operating Area
104Human Capital
9
120
Management Analysis and Discussion
122Economy and Banking Industry Review
126Operating Review per Business Segment
137Third Party Fund Operating Review
142Company Financial Performance Review
151
Repayment Ability and Receivables Collectability Level of the Company
152Capital Structure and Management Policy for Capital Structure
153
Material Agreements for Capital Goods Investment in 2014
154Capital Goods Investment in 2014
154
Comparison of RBB Target for 2014 with the Realization in 2014 and Projection for 2015
155
Material Information and Facts Occurred after Accountant Reporting Date
155
Business Prospect of the Company
158Marketing Aspect
160
Dividend Policy
160Employee and/or Management Stock Ownership Plan (ESOP/MSOP)
161Use of Public Offering Fund Realization
161
Information of Investments, Expansions, Divestments, Merger/Consolidation, Acquisition or Debt/Capital Restructuring
161Material Transaction with Conflict of Interests and/or Affiliated Transaction
166Change in Legislations
166Change in Accounting Policy
10
168 171 172 172 175 178
179 183
193 193
201 201 202 205
206 209 209 213 218 220
223
223 224 228 230 233 240 242
243
244 245 247 250 258
Corporate Governance
Basis and Application of GCG
GCG Implementation Appreciation
Result of GCG Implementation Evaluation
Structure and Mechanism of GCG
Majority and Controlling Shareholders
General Meeting of Shareholders
Board of Commissioners
Independent Commissioner
Board of Directors
Diversity of Board of Commissioners and Board of Directors Compositions
Assessment to the Board of Commissioners and Board of Directors
Remuneration and Other Facilities
Affiliation between Members of Board of Commissioners. Board of Directors and Shareholders
Sharia Supervisory Board
Committees
Audit Committee
Risks Monitoring Committee
Remuneration and Nomination Committee
Corporate Secretary
Access to Company Information and Data
Internal Control System
Internal Audit Function
Public Accountant
Compliance
Risks Management
Information Technology
Material Cases
Non-Halal Incomes and Their Utilization
Internal Policy On Gratification Control
Code of Conduct
Whistleblowing System
Corporate Social Responsibility
Financial Report
Reference of Criteria
Annual Report Award
(ARA) 2014
No
CRITERIA
REMARKS
PAGE
I
General
1
Annual report is presented in good
and correct Indonesian language
and is suggested to be also
presented in English
√
2
Annual report is printed with good
quality and use the type and size
of alphabets that are easy to read
√
3
Annual report mentions clearly
the identity of the company
The name of the company and the year of the annual report shall be presented
on:
1.
2.
3.
4.
Front cover;
Side;
Back cover; and
Every page
4
Annual report is presented in the
company’s website
II
Summary of Material Financial Data
1
Information of business result
of the company in form of
comparison for 3 (three)
accounting years or as of the
initiation of the business if the
company has operated the
business for less than 3 (three)
years
The information shall contain, among others, the following:
Information of financial position
of the company in form of
years
The information shall contain, among others, the following:
1. Amount of investments in affiliated entities;
2. Amount of assets;
3. Amount of liabilities; and
4. Amount of equity.
Financial ratio in form of
years
The information shall contain 5 (five) general financial ratios and relevant with
the industry of the company.
2
3
√
Include the latest and previous annual reports
1.
2.
3.
4.
Sales/revenue of the business;
Profit (loss);
Comprehensive total profit (loss); and
Profit (loss) per share.
√
26,28
26,28
26
26
26
26,27
26
26,27
26-30
26-30
27,29
26-30
11
No
CRITERIA
REMARKS
4
Information of shares price in form
of table and graphic
1. Information in tables shall include the following:
a. Number of issued shares;
b. Market capitalization;
c. The highest, lowest and closing shares price; and
d. Trading volume.
2. Information in graphic shall include at least closing price and shares trading
volume.
3. for each quarter in the last 2 (two) accounting years.
5
Information regarding outstanding
bonds, sukuk or convertible bonds
within the last 2 (two) accounting
years
PAGE
The information shall include:
1. Number of outstanding bonds/ sukuk/ convertible bonds;
2. Interest/ compensation rates;
3. Maturity dates; and
4. Bond/ sukuk rank.
III
Board of Commissioners and Board of Directors Report
1
Board of Commissioners Report
Signatories of members of Board
of Commissioners and Board of
Directors
IV
Company Profile
1
Name and full address of the
company
12
31
31
31
31
31
31
35
35
34-38
37
38
Shall include the following:
1. Analysis of the company performance, which shall include, among others,
strategic policy, comparison between achieved result and target, and
obstacles faced by the company;
2. Analysis on business prospect;
3. Implementation of corporate governance; and
4. Change of Board of Directors composition and the change basis (if any).
3
31
1. Evaluation of Board of Directors performance on management of the
company and the evaluation basis;
2. Opinion on business prospect of the company from Board of Directors and
the opinion basis;
3. Performance evaluation of committees supervised under Board of
Commissioners; and
4. Change of Board of Commissioners composition and the
2
31
50-58
48-60
59
53
51
1. Signatories shall be put in separate page;
2. Statement that the Board of Commissioners and Board of Directors are
fully responsible for the accuracy of the annual report;
3. Signed by all members of Board of Commissioners and Board of Directors
and mentioning their respective names and positions; and
4. Written statement in a separate letter from the respective person that
in the event there is any member of Board of Commissioners or Board
of Directors who cannot sign the annual report, or written statement in
a separate letter from other member in the event the written statement
from the respective person is not available.
71
71
71
71
-
The information shall include, among others, name and address, postal code,
telephone number, facsimile number, email and website.
74
No
2
3
CRITERIA
Brief history of the company
Line of business
REMARKS
Shall include, among others: date/year of establishment, name, and change of
name of the company (if any).
Note: if the company has never changed its name, please disclose.
4
Structure of Organization
In form of chart, shall include the name and position at least up to one level
under the Board of Directors.
5
Vision and Mission of the
Company
Shall include:
7
8
9
Identity and Brief Resume of
Board of Commissioners members
Identity and Brief Resume of
Board of Directors members
Number of employees
(comparative for 2 years) and
description of their competence
development (e.g. education
aspect and training)
Shareholding composition
75-76
The elaboration shall include, among others, the following:
1. Business activities of the company based on the latest articles of
association;
2. Business activities that are operated; and
3. Products and/or services produced.
6
PAGE
1. Vision of the company;
2. Mission of the company; and
3. Statement that the vision and mission have been approved by the Board of
Directors / Board of Commissioners
77
77
78
77-83
84-88
90
90
90
89-91
The information shall include, among others, the following:
1.
2.
3.
4.
5.
6.
Name;
Position (including his/her position in other company or institution);
Age;
Education (Major Program and Institution);
Working experience (Position, Institution, and Term of Office); and
Nomination history as Board of Commissioners member in the Company.
39-41
39-41
39-41
39-41
39-41
39-41
39-41
92
1.
2.
3.
4.
5.
6.
Name;
Position (including his/her position in other company or institution);
Age;
Education (Major Program and Institution);
Working experience (Position, Institution, and Term of Office); and
Nomination history as Board of Commissioners member in the Company.
61-63
61-63
61-63
61-63
61-63
61-63
61-63
92
1.
2.
3.
4.
Number of employees for each level of organization;
Number of employees for each education level;
Number of employees based on employment status;
Description and data of employees competence development that have
been done and show the same opportunity for each level of organization’
and
5. The costs for employees competence development that have been spent.
Shall include, among others, the following:
1. Detail of name of shareholders who are included within 20 major
shareholders and their ownership percentage;
2. Detail of shareholder and ownership percentage shall include:
a. Name of the shareholders who own 5% or more shares;
b. Name of Commissioners and Directors who own shares; and
c. Public shareholders who own less than 5% shares each.
92
92,104
93,108
-117
92 - 93
104 119
108-109
97
97
97
97
97
97 - 98
13
No
CRITERIA
10
List of subsidiaries and/or affiliates
REMARKS
PAGE
Information includes:
1. Name of subsidiary and/or association
2. Share owning percentage
3. Description of subsidiary and/or association business activity, and
4. Description of subsidiary and/or association operational status (operated
or not yet operated)
11
Group structure of the company
Group structure of the company in form of chart that shows subsidiaries,
affiliates, joint ventures and special purpose vehicles (SPV)
12
Listing chronology
98
94 - 97
1. Shares listing chronology;
2. Type of corporate actions that cause change in number of shares;
3. Change in number of shares as of initial listing date until end of accounting
year;
4. Name of stock exchange in which the shares are listed.
13
14
15
16
Listing chronology of other
securities
Name and address of capital
market supporting institutions
and/or professions
1. Listing chronology of other securities;
2. Type of corporate actions that cause change in number of other securities;
3. Change in number of other securities as of initial listing date until end of
accounting year;
4. Name of stock exchange in which the other securities are listed;
5. Securities rank.
99
99
98 - 99
99
The information shall include, among others:
1. Name and address of Securities Administration Agency / the party who
administer the company shares;
2. Name and address of Public Accountant Office; and
3. Name and address of securities ranking company.
Awards received in the latest
accounting year and/or
certifications valid within the
latest accounting year, whether
nationally or internationally
Name and address of subsidiaries
and / or branch or representative
offices (if any)
1. Name and address of subsidiaries; and
2. Name and address of branch / representative offices.
Note: if the company has no subsidiary / branch / representative, please
disclose.
1. Name of awards and / or certificates;
2. Year of obtainment;
3. Institutions that grant the awards and / or certificates; and
4. Validity period (for certificates).
V
Management Analysis and Discussion of Company Performance
1
Operating Review per Business
Segment
Shall include description on:
1. Description of each business segment.
2. Performance of each business segment, among others include the
following:
a.
b.
c.
d.
14
98
99
99
99
99
5-8
5-8
5-8
5
98
102-103
126,135
126-141
Production;
Increase / decrease of production capacity;
Business sales / income; and
Profitability.
5-8
98, 102103
126141
No
CRITERIA
2
Description on company financial
performance
REMARKS
Analysis on financial performance that includes comparison between financial
performance of the year and the previous year and the cause of increase
/ decrease (in narrative and tables), that shall include, among others, the
following:
1.
2.
3.
4.
Current assets, non-current assets, and total assets;
Short term liabilities, long term liabilities, and total liabilities;
Equity;
Business sales / income, liability and profit (loss), other comprehensive
income, and comprehensive total profit (loss); and
5. Cash flow.
3
4
5
Discussion and analysis on
repayment ability and receivables
collectability level of the company,
by presenting relevant ratio
calculation in accordance with
type of industry of the company
Description on:
Discussion on capital structure
and management policy for capital
structure
Description on:
Discussion on material
agreements for capital goods
investment within the latest
accounting year
Description on:
1. Short term and long term debt repayment ability;
2. Receivables collectability level.
PAGE
142-145
145
145
146-147
148-150
142 151
151
151
151
1. Capital structure; and
2. Management policy on capital structure and the basis in choosing the said
policy.
1.
2.
3.
4.
Objective of the agreements;
Source of fund that are planned to satisfy the agreements;
Choose of currency of the agreements; and
Steps plan to protect from the risks of the relevant foreign currency
position.
152
152
152-153
153
153
153
153
153
Note: if there is no agreement on capital goods investment on the latest
accounting year, please disclose.
6
Discussion on capital goods
investments that were executed
within the latest accounting year
Description on:
1. Type on capital goods investment;
2. Objective of the capital goods investment; and
3. Value of the capital goods investments that are spent on the latest
154
154
154
154
accounting book.
Note: if there is no realization of capital goods investment, please disclose.
7
8
Information on comparison
between the target in the starting
of accounting year with the
achieved result (realization), and
the target or projection for the
following year on the income,
profit, capital structure, or other
matters as deemed material by
the company
The information shall include the following:
Material information and facts
occurred after accountant
reporting date
Description of material events after the date of accounting report, including its
impact on the performance and business risks in the future.
Note: If there is no material event after accountant reporting date, please
disclose.
1. Comparison between target on the starting accounting year with the
achieved result (realization);
2. Target or projection to be achieved in the following year.
154
154
154
155
155
15
No
CRITERIA
REMARKS
PAGE
9
Description on business prospect
of the company
Description on the company prospect in relation to the industry and economy
in general, completed with supporting quantitative data from trustable data
source.
10
Description on marketing aspect
Description on marketing aspect for the products and/or services of the
company, among others marketing strategy and market share.
11
Description on dividend policy
and amount of credited dividend
per share and amount of annual
dividend as announced or paid
within 2 (two) latest accounting
years
12
13
14
15
16
155 158
155 158
158-159
124-126
158-159
124-126
1. Policy on dividend distribution;
2. Total distributed dividend;
3. Amount of credited dividend per share;
4. Payout ratio; and
5. Date of announcement and payment of credited dividend for each year.
Note: If there is no distribution of dividend, please disclose.
160
160
160
160
160
156
Employee and/or Management
Stock Ownership Plan (ESOP/
MSOP)
1. Number of ESOP/MSOP shares and their realization;
2. Period;
3. Conditions for qualified employees and / or management; and
4. Exercise price.
Note: if there is no program as such, please disclose.
160
160
160
160
160
Use of public offering fund
realization (if the company is still
required to submit the report on
fund utilization realization)
161
161
161
161
161
161
Material information on
investments, expansions,
divestments, merger /
consolidation, acquisition or debt
/ capital restructuring
1. Transaction objectives;
2. Value of transaction or restructured amount; and
161
161
161
161
Information on material
transactions with conflict of
interests and / or affiliated
transactions
Description on change in
legislations that significantly
impact the company
16
1.
2.
3.
4.
5.
Total fund obtained;
Plan for the use of fund;
Detail of the use of fund;
Balance of fund; and
Date of GMS / General Meeting of Bondholders approval for a change of
use of fund (if any).
3. Source of fund.
Note: If there is no transaction as such, please disclose.
1. Name of transacted parties and nature of the affiliation;
2. Description on fairness of the transaction;
3. Reasons of the transaction;
4. Realization of the transaction within the latest accounting year;
5. Company policy in relation to the review mechanism of the transaction;
and
6. Compliance of relevant law and regulations.
Note: If there is no transaction as such, please disclose.
Description shall include, among others: change of legislations and its impact to
the company.
Note: If there is no change of legislations that cause significant impact, please
disclose.
162-164
162-164
162-164
164-166
161
161 166
161
166
166
No
17
CRITERIA
Description on change of
accountancy policy adopted by
the company within the latest
accounting year
VI
Good Corporate Governance
1
Description on the Board of
Commissioners
REMARKS
Description shall include, among others: change in accountancy policy, its
reasons and impact to the financial statements.
Note: If there is no change on the accountancy policy, please disclose.
The description shall include, among others:
1. Description on the responsibilities of the Board of Commissioners;
2. Disclosure of remuneration decision procedure;
3. Remuneration structure that shows the remuneration component and
nominal amount per component for each member of the Board of
Commissioners;
4. Meeting frequency and attendance level of the Board of Commissioners in
meetings;
5. Training program to increase the competence of the Board of
Commissioners or orientation program for new Commissioners; and
6. Disclosure on Board Charter (guidelines and code of conduct of Board of
PAGE
166167
166-167
184
202
202-203
183193
202 204
185-186
186-187
185
Commissioners).
2
3
4
5
6
Information on Independent
Commissioner
Shall include, among others:
Description on the Board of
Directors
The description shall include, among others:
Assessment to the Board of
Commissioners and the Board of
Directors
Description on remuneration
policy for the Board of Directors
Information on majority and
controlling shareholders, either
directly or indirectly, up to
individual shareholders
1. Nomination criteria of Independent Commissioner; and
2. Statement on the independency of each Independent Commissioner.
1. Scope of work and responsibilities of each member of the Board of
Directors;
2. Meeting frequency and attendance level of the Board of Directors
members in meetings of Board of Directors;
3. Meeting frequency and attendance level of the Board of Directors
members in join meetings of Board of Directors and Board of
Commissioners;
4. Training program to increase the competence of the Board of Directors or
orientation program for new Directors; and
5. Disclosure on Board Charter (guidelines and code of conduct of Board of
Directors).
193
193
193
195-197
200
193200
198-200
198
1. Procedure of assessment for Board of Commissioners and Board of
Directors performance;
2. Criteria that is used for the execution of performance assessment of Board
of Commissioners and Board of Directors; and
3. The party who execute the assessment.
201
201
201
201
1. Disclosure on the procedure to decide the remuneration;
2. Remuneration structure that shows the types and amount of
compensation for short term, pension, and / or long term for each Board
of Directors member; and
3. Disclosure of decision indicators for Board of Directors remuneration.
In form of scheme or diagram, except for State Owned Enterprises that are fully
owned by the Government.
202
202
202 204
203
178
178
17
No
7
8
9
10
11
12
CRITERIA
Disclosure of affiliation between
members of Board of Directors,
Board of Commissioners and
majority and/or controlling
Shareholders
Audit Committee
Nomination and Remuneration
Committee / Function
Other committees supervised by
the Board of Commissioners
REMARKS
PAGE
1. Affiliation between a Board of Directors member with other Board of
Directors member;
2. Affiliation between a Board of Directors member with Board of
Commissioners member;
3. Affiliation between a Board of Directors member with Majority and/or
Controlling Shareholder;
4. Affiliation between a Board of Commissioners member with other Board of
Commissioners member; and
5. Affiliation between a Board of Commissioners member with Majority and/
or Controlling Shareholder.
Note: If there is no affiliation as such, please disclose.
1. Name and position of Audit Committee members;
2. Qualification of education and working experience of Audit Committee
members;
3. Independency of Audit Committee members;
4. Description of duties and responsibilities;
5. Brief report on the execution of Audit Committee activities; and
6. Meetings frequency and attendance level of Audit Committee.
205
205
205
210
210-211
209
209
211-212
212-213
209213
1. Name, position and brief resume of nomination and/or remuneration
committee / function members;
2. Independency of nomination and/or remuneration committee / function
members;
3. Description of duties and responsibilities;
4. Brief report on the execution of nomination and/or remuneration
committee / function activities;
5. Meetings frequency and attendance level of nomination and/or
remuneration committee / function; and
6. Policy on Board of Directors succession.
218
218
218-219
218 219
219
219
1.
2.
3.
4.
5.
Name, position and brief resume of other committee members;
Independency of other committee members;
Description of duties and responsibilities;
Brief report on the execution of other committee activities; and
Meetings frequency and attendance level of other committee.
Description on duty and function
of Corporate Secretary
1. Name and brief position history of corporate secretary;
2. Description on execution of corporate secretary duties; and
3. Training program to develop corporate secretary competency.
Information on the General
Meeting of Shareholders (GMS)
for the previous year
In table form, shall include among others the following:
1. GMS resolutions of the previous year;
2. Realization of GMS resolutions of the previous years in the accounting
year; and
3. Reasons in the event there is any GMS resolution that was not executed.
18
205
205
205
213 217
221
221
-
220 222
178 182
178 182
No
CRITERIA
13
Description on Internal Audit Unit
REMARKS
Shall include among others:
1.
2.
3.
4.
5.
6.
14
15
16
17
18
19
Public Accountant
Description on the company’s risks
management
Description on internal controlling
system
Description on corporate social
responsibility that relates to the
environment
PAGE
Name of chief of internal audit unit;
Number of employees (internal auditor) in the internal audit unit;
Certification as internal audit professional;
Position of internal audit unit within corporate structure;
Brief report on the execution of internal audit unit activities; and
The party who appoints / terminates chief of internal audit unit.
1. Number of terms that the public accountant has audited annual financial
statements;
2. Number of terms that the Public Accountant Office has audited annual
financial statements;
3. Amount of fee for each service provided by the public accountant; and
4. Other services provided by the accountant in addition to the audit of
annual financial statements service.
Note: If there is no service as such, please disclose.
226
226
226
225
227-228
225
224 228
229
229
228 229
229
229
1.
2.
3.
4.
5.
Description on the system of risks management adopted by the company;
Description on the evaluation made for the affectivity of the system;
risks management;
Description on the risks faced by the company; and
Efforts to manage the risks.
233-243
233 236
237
238-239
235-237
1. Brief description on the internal controlling system, among others, include
the financial and operational control;
2. Description on the harmony with the internal controlling system in
the internationally acknowledged framework (COSO – internal control
framework); and
3. Description on the evaluation made for the affectivity of the internal
controlling system.
1. Policy adopted by the management;
2. Implemented activities;
3. On the environment program in relation to company operating activities,
such as the use of material and energy which are environmental friendly
and recyclable, company waste management system, consideration of
environment aspects in providing credits to the customers; and so on.
4. Company’s environment certifications.
responsibility that relates to
employment, occupational health
and safety
responsibility that relates to social
and cultural development
2. Implemented activities in relation to employment, occupational health
and safety practices, such as equality of gender and working opportunity,
employment facilities and safety, turnover rate of employees, employment
accident rate, and so on.
2. Implemented activities; and
3. Costs that are spent for social and cultural development, such as the use
of local employees, utilization of communities surrounding the company,
renovation of social facilities, other donation form, and so on.
223
223 224
224
224
250-251
252-254
252254
254
254-255
255
254 255
250-254
250-254
250-254
250 254
19
No
20
21
CRITERIA
REMARKS
PAGE
responsibility that relates to
consumers liabilities
Material cases that are faced
by the company, subsidiaries,
member of Board of
Commissioners and / or member
of Board of Directors whose term
of office was within the term of
the annual report
1. Case / claim object;
2. Settlement status of the case / claim;
3. Impact on the company condition; and
4. Administrative sanction imposed to Entity, Board of Commissioners and
5. Implemented activities in relation to product liabilities, such as consumer
health and safety, product information, facilities, number and handling of
consumers complaints, and so on.
256
256-257
242-243
242-243
242-243
242-243
Board of Directors members, by relevant authority (capital market, banking
and other authorities) on the last accounting year (or a statement that
there is no administration sanction that was imposed).
255 257
242 243
Note: If there is no case as such, please disclose.
22
23
Access to company information
and data
Description on the access availability to the company information and data to
the public, for example through a website (in Indonesian and English languages),
mass media, mailing list, bulletin, meeting with analysts, and so on.
Discussion on code of conduct
1.
2.
3.
4.
Content of the code of conduct;
Disclosure that the code of conduct applies for all level of organization;
Distribution of code of conduct;
Effort to the enforcement and sanction for violation to the code of
conduct; and
5. Statement on corporate culture of the company.
24
25
Disclosure on whistleblowing
system
Diversity of Board of
Commissioners and Board of
Directors compositions
VII
Financial Information
1
Statement Letter of Board of
Directors and / or Board of
Commissioners on the Liabilities of
the Financial Statements
2
Opinion of independent auditor
on the financial statements
20
Shall include description on whistleblowing system mechanism, among others
as follows:
1.
2.
3.
4.
5.
Submission of violation report;
Protection for whistleblower;
Handling mechanism of reports;
The party who handle the reports; and
Number of reports that were submitted and processed within the last
accounting year as well as their follow up actions.
Description on the company policy for the diversity of Board of Commissioners
and Board of Directors compositions on education (major program), working
experience, age and gender.
Note: If there is no policy as such, please disclose the reason and
considerations.
223
223
245
245
245
246
246
245-247
247
247
248
247
248
247-249
201
201
260
260
262 263
262 263
Compliance with relevant regulations on the Liabilities of Financial Statements
No
3
4
CRITERIA
REMARKS
Description of the Independent
Auditor on the Opinion
Description shall include the following:
1. Name and signatory;
2. Date of Audit Report; and
3. Number of Public Accountant Office License and Number of Public
Accountant License.
Complete financial statements
Shall completely include the elements of financial statements as follows:
1. Balance sheet;
2.
3.
4.
5.
6.
Comprehensive profit loss report;
Equity change report;
Cash flow report;
Financial statement notes; and
Comparative financial position report on the starting of term, which
PAGE
263
263
263
263
265-269
270-271
272
273-274
278-397
265-269
262-397
shall be presented when the entity applies an accountancy policy
retrospectively or makes a re-presentation of financial report posts, or
when the entity reclassifies its financial report posts (if relevant).
5
Comparison of profitability level
Comparison of performance / profit (loss) of the year and of the previous year.
6
Cash Flow Report
Shall meet the following requirements:
1. Classification in three activity categories: operation, investment, and
funding;
2. Use of direct method to report cash flow from operation activity;
3. Separation of presentation between cash income and or outcome within
the year on the operational, investment and funding activities; and
4. Disclosure of non-cash transactions must be included in the note of
financial statements.
7
8
9
Summary of Accounting Policy
Disclosure of related party
transactions
Taxation-related disclosure
Shall include at least the following:
1. Statement of compliance to SAK;
2. Basis of calculation and preparation of the financial statements;
3. Acknowledgement of revenues and liabilities;
4. Compensation; and
5. Financial Instruments.
Shall disclose among others:
1. Name of related party, as well as nature and relationship with the related
party;
2. Value of transaction as well as its percentage to the relevant total revenue
and liabilities; and
3. Amount of balance as well as its percentage to total asset or liabilities.
Must disclosed matters:
1. Fiscal reconciliation and calculation of current tax liabilities;
2. Description on the connection between (income) tax costs and accounting
profit;
3. Statement that reconciliated Taxable Profit is made as a basis in filing
Annual Tax Return and Personal Income Tax;
4. Details of assets and liabilities of deferred tax that are acknowledged on
financial position report for each term of presentation, and amount of
(income) deferred tax costs what are acknowledged on the profit loss
report if the amount is not seen in the amount of assets and liabilities of
deferred tax that are acknowledged in the financial position report; and
5. Disclosure on whether or not any tax dispute exists.
269-270
269-270
273-274
285
273274,285
273
273
284
285
285,306
306
292
284-313
369
372
368 372
372
348-350
350
350
350
347-350
350
21
No
10
11
12
13
CRITERIA
Fixed assets-related disclosure
Operating segments-related
disclosure
Financial Instruments – related
disclosure
Publication of financial statements
REMARKS
PAGE
1. Depreciation method that is adopted;
2. Description on adopted accounting policy between revaluation and costs
model;
3. Method and significant assumption that are used in estimating fair value
of fixed assets (for revaluation model) or disclosure of fair value of fixed
assets (for costs model); and
4. Reconciliation of gross listed amount and accumulation of fixed assets
depreciation on the beginning and end of period by presenting: addition,
reduction and reclassification.
341
298-300
310
339-340
341
1. General information that includes the factors used to identify the reported
segments;
2. Information on profit loss, assets and liabilities of reported segments;
3. Reconciliation of total income of the segments, profit loss of the reported
segments, assets of the segments, liabilities of the segments; and material
elements of other segments to the related amount within the entity; and
4. Disclosure on entity level, that includes information on the product and/or
services, geographical area and major customers.
362
1.
2.
3.
4.
Detail of financial instruments owned based on their classification;
Fair value of each financial instrument group;
Risks management policy;
Description on the risks related to the financial instruments, market risks,
credit risks and liquidity risks; and
5. Risks analysis related to the financial instrument in quantitative.
283
283
380
380
291-291
382-391
383
Must disclosed matters among others:
1. Date of authorization to publish the financial statement;
2. The party who responsible to authorize the financial statements.
22
300
301
397
397
397
Recommendation
of Annual Report
Award 2013
BSM is committed to follow up the recommendation
received on Annual Report 2013. The recommendations are
as follows:
No
Recommendation of Annual Report 2013
Page
1.
Disclose the complete operating review per business segment
2.
Disclose information on comparison between the target in starting date of the accounting year and
the achieved result (realization), as well as target or projection to be achieved in the following year
on income, profit, capital structure, or other matters deemed material by the company
3. .
Complete disclosure on the change of accounting policy, reason and impact to the financial
statements
166-167
4.
Disclosure on the procedure to decide remuneration for Board of Directors, remuneration structure
that presents the type and amount of short term compensation, pension and /or other long term
compensation for each member of the Board of Directors as well as the indicator to decide the
remuneration of the Board of Directors
202-204
5.
Complete disclosure on resolutions of General Meeting of Shareholders (GMS) of previous year,
realization of GMS resolutions on the accounting year, and the justifications in the event that there
is any GMS resolution that has not been executed
181-182
6.
Disclosure of brief description on internal controlling system, among others include financial
and operating control, harmony between internal controlling system with the internationally
acknowledged framework (COSO – internal control framework) and evaluation for the affectivity of
the internal controlling system
223-224
7
Disclosure on the mechanism of whistleblowing system that includes the submission of violation
report, protection for whistleblower, handling mechanism of reports, the party who handle the
report as well as number of reports that were submitted and processed in the last accounting year
as well as the follow up actions
247-249
8.
Disclosure on any matter related to financial instruments shall be in accordance with the prevailing
regulations
291-292
382-391
126-141
154
23
Key
Highlights
24
Key Highlights
26Bank Performance Highlights
30
Operational Highlights (Non-Financial)
31
Shares Highlights
31Bonds, Sukuk or Convertible Bonds Highlights
Key
Highlights
Management
Report
Company
Profile
Bank Performance
Highlights
Table of Financial Summary
Description
2010
2011
2012
2013
2014
A. Financial Position Report (In Billion Rupiah)
1
Assets
32.482
48.672
54.229
63.965
66.942
2
Productive Assets
30.744
44.918
50.640
58.947
61.766
3
Placement of SBIS, FASBIS, Reverse
Repo SBSN & BI Term Deposit of
Foreign Exchange
3.412
4.850
3.125
5.918
10.302
23.968
36.727
44.755
50.460
49.133
5.010
7.041
9.169
11.030
8.330
25.251
37.858
40.380
47.574
53.175
4
Provision of Financing
5
Liabilities
6
Temporary Syirkah Fund
7
Issued Securities
200
700
500
500
500
8
Third Party Fund
28.998
42.618
47.409
56.461
59.821
a. Giro
4.015
4.669
6.434
7.525
5.200
b. Savings
9.873
14.424
19.148
22.101
22.685
c. Deposit
15.110
23.525
21.827
26.834
31.936
2.021
3.073
4.181
4.862
4.937
B. Comprehensive Profit Loss Report
(In Billion Rupiah)
2010
2011
2012
2013
2014
1
Operational Income
3.334
4.853
5.824
6.631
6.549
Income from Fund Management by
Bank as Mudharib
2.768
3.771
4.685
5.438
5.547
567
1.082
1.139
1.193
1.003
9
Equity
Fee Based Income
Non-Operational Income
2
4
6
6
9
14
Operational Costs
2.602
3.963
4.648
5.118
5.487
Profit Sharing Costs
1.216
1.855
2.081
2.249
2.613
Over head Costs
1.222
1.892
2.247
2.615
2.833
150
197
291
233
38
15
19
28
23
3
-
-
-
-
-
Taxation Costs
Zakat Costs
Non-Operational Costs
3
Operational Profit
728
897
1.182
1.522
1.076
4
Business Profit
580
761
1.119
898
99
5
Profit Before Benefit / (Liability)
Income Tax
569
748
1.097
884
110
6
Net Profit
419
551
806
651
72
7
Comprehensive Profit
8
Net Profit Per Basic Share (in Rupiah)
26
-
553
807
651
75
3.179
3.376
3.382
2.232
241
Management Analysis
and Discussion
Corporate
Governance
C. Key Financial Ratios Report Financial
Report
2010
2011
2012
2013
2014
10.60%
14.57%
13.82%
14.10%
14.76%
1
Capital Adequacy Ratio (CAR)
2
Return on Assets (ROA) – Before Tax
2.21%
1.95%
2.25%
1.53%
0.17%
3
Return on Assets (ROA) – After Tax
25.05%
24.24%
25.05%
15.34%
1.49%
4
Financing to Third Party Fund (FDR)
82.54%
86.03%
94.40%
89.37%
82.13%
5
Problematic Financing to Total
Financing (NPF NETT)
1.29%
0.95%
1.14%
2.29%
4.29%
6
Problematic Financing to Total
Financing (NPF GROSS)
3.52%
2.42%
2.82%
4.32%
6.84%
7
Income of Net Profit Sharing to
Productive Assets (NIM)
6.57%
7.48%
7.25%
7.25%
6.19%
8
Current Assets to Current Liabilities
202.90%
262.62%
155.26%
178.65%
275.56%
9
Debt to Equity Ratio (DER)
247.94%
229.11%
219.31%
226.85%
168.73%
10
Debt to Assets Ratio (DAR)
15.42%
14.47%
16.91%
17.24%
12.44%
Assets Report
Financing
44,755
49,133
2012
2013
2014
Third Party Fund
2011
2012
2013
2014
4,937
2013
2014
3,073
4,181
59,821
56,461
47,409
(in Billion Rupiah)
2,021
28,998
42,618
2010
Equity
(in Billion Rupiah)
2010
50,460
2011
4,862
2010
23,968
32,482
36,727
66,942
63,965
(in Billion Rupiah)
54,229
(in Billion Rupiah)
48,672
Graphics of
Financial
Position Report
2011
2012
2013
2014
2010
2011
2012
27
Key
Highlights
Management
Report
Company
Profile
Graphics of
Comprehensive
Profit Loss Report
Operating Income
Income as Mudharib
2011
2012
2013
2014
2010
1,076
897
728
2014
1,522
2013
1,182
2012
1,003
1,193
(in Billion Rupiah)
1,139
1,082
2010
Operational Profit
567
28
5,547
2012
(in Billion Rupiah)
2011
5,438
2011
Fee Based Income
2010
4,685
2014
3,771
6,563
2013
2,768
6,640
4,859
3,338
2010
(in Billion Rupiah)
5,830
(in Billion Rupiah)
2011
2012
2013
2014
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Graphics of
Material Financial
Ratios Report
0,17%
1,53%
2,25%
1,95%
2013
2,21%
2012
14,76%
14,1%
2011
10,6%
13,82%
Return on Assets
(ROA)
14,57%
Capital Adequacy Ratio
(CAR)
2014
2011
2012
2013
2014
82,54%
1,49%
82,13%
2012
89,37%
2011
94,40%
25,05%
2010
15,34%
24,24%
Financing of Third Party Fund
(FDR)
25,05%
Return on Equity
(ROE)
2010
86,03%
2010
2013
2014
2010
2011
2012
2013
2014
29
Key
Highlights
Management
Report
Company
Profile
Operational
Highlights
(Non-Financial)
Table of Operational Summary (Non-Financial)
2010
ATM network (BSM, Bank Mandiri, ATM
Bersama, ATM Prima, MEPS)
Funding and Financing Customers
669
764
853
865
11,788
15,999
16,945
16,895
47,000
65,118
109,686
144,865
164,737
1,989,927
2,864,087
3,873,043
4,835,889
5,569,887
2012
2013
2014
11,788
865
853
2014
2010
65,118
1,989,927
164,737
(Accounts)
144,865
Customers
(Unit)
109,686
ATM Network
2011
2012
2013
2011
2014
2010
2011
2012
2013
5,569,887
2013
4,835,889
2012
2,864,087
2011
3,873,043
7,902
507
764
(Persons)
669
Employees
47,000
30
507
(Unit)
2010
2014
7,902
Offices Network
2010
2013
16,895
Employees
2012
16,945
Offices network
2011
15,999
Description
2014
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Shares
Highlights
Until end of 2014, BSM did not execute any shares trading activities in the Indonesian Stock
Exchange, therefore there is no information that includes: (1) Number of issued shares; (2)
Market capitalization; (3) Highest, lowest and closing shares prices; and (4) Trading volume.
Bonds, Sukuk
or Convertible
Bonds Highlights
(in Billion Rupiah)
Description
Number
of Bonds/
Sukuk
Interests/
Compensation
(Nisbah) Rate
Subordinated Securities Issued by Bank
Syariah Mandiri Stage 1 Year 2011
75
16,30%
275
150
Effective Date
Maturity
Date
Rank of
Bonds /
Sukuk
19 December
2011
19 December
2021
idAA
16,30%
19 December
2011
19 December
2021
idAA
16,30%
19 December
2011
19 December
2021
idAA
31
Management
Report
32
Management Report
34Board of Commissioners Report
39
Board of Commissioners Profile
46Sharia Supervisory Board Report
48Sharia Supervisory Board Profile
50
61Board of Directors Profile
64
Senior Executive Vice President Profile
71Statement Letter on Responsibilities on Content Accuracy of Annual Report PT Bank Syariah Mandiri Year 2014
Key
Highlights
Management
Report
Company
Profile
Board of
Commissioners
Report
Ventje Rahardjo
President Commissioner
Assalamualaikum warahmatullahi
wabarakatuh
Dear our Honored Shareholders and
Stakeholders,
Our gratitude for Allah SWT
whose favor, mercy, and grace
has been abundantly provided
for all of us, hereby please kindly
let me representing the Board
of Commissioners convey this
Supervisory Report for BSM
operation in 2014.
In a transitional year from SBY,
2014 was a challenging year for
Indonesia. The continuation of
economy slow down globally caused
adverse impact continuously to the
export performance of Indonesian
commodities, which caused long
term deficit to the current balance.
In addition to the high deficit of the
current balance, Indonesia must also
face the discharge of foreign funds
in line with the monetary stimulus
reduction policy of the Federal
Reserve, which caused volatility
of exchange rate of Rupiah that
reached the level of more than IDR
12,500 per USD at the end of the
year.
In 2014, Indonesia recorded an
achievement for successfully holding
a safe and democratic general
election. Indonesian people have
34
chosen Joko Widodo as the new
president and establish a new
cabinet formation. One of policies
decided by the new government
was to decrease subsidy on fuel oil
that caused the worsening of trading
balance and decrease fiscal pressure.
Meanwhile, after adjusting the
guiding rate for four times in last
year, Bank of Indonesia increase the
SBI rate again to the level of 7.75%
as a step to handle the deficit of
current balance, the possibility of
inflation pressure due to the change
in fuel oil price and the weakening of
Rupiah currency.
Due to the increase of interests rate
within the latest two years, there
was a slow-down in economy growth
from 6.0% to 5.8% in 2012 and in
2013 to become 5.02% in 2014.
Management Analysis
and Discussion
Performance Evaluation in 2014
We understand that various
adjustments in economy structure
that was signed by the slow-down
affected the business performance
of BSM. Nevertheless, BSM was
still capable to show quite satisfying
performance. We see that the Board
of Directors had put its best efforts
in managing the company, in the
middle of various hurdles in 2014.
Even though there was performance
downgrade in several aspects, but
there were also several upgrade
in other sides. In 2014, the assets
of BSM reached IDR 66.94 trillion,
financing that was granted to the
customers reached IDR 49.13 trillion,
while Third Party Fund (DPK) that
was successfully collected from the
public reached IDR 59.82 trillion by
the end of 2014.
From market share perspective, in
2014 BSM still controlled 24.58%
market share of sharia banking
assets, even though it is a 0.74%
decrease compared to the market
share in 2013 that was 26.40%. In
2014, total assets of BSM increased
for 4.65% (yoy) or IDR 2.98 trillion
from IDR 63.96 trillion in 2013 to be
IDR 66.94 trillion in 2014. Therefore,
BSM contributed 25.56% to the
growth of sharia banking industry in
2014.
In 2014, third party fund of BSM
grew for IDR 3.36 trillion or 5.95%
from IDR 56.46 trillion in 2013 to
be IDR 59.82 trillion in 2014. At the
same time third party fund of sharia
banking grew for 14.23% (yoy) from
IDR 183.53 trillion in 2013 to be IDR
209.64 trillion in 2014.
Corporate
Governance
In a whole, the Board of
Commissioners views that the Board
of Directors and Management of
BSM during 2014 had shown a
well performance in accordance
with management contract
between the Shareholders, Board
of Commissioners, and Board of
Directors.
Business Prospect
In the middle of global economy
situation that showed improvement
signs, Indonesian economy in 2014
grew for 5.02% (yoy), a slowing
down compared to growth level in
2013 that was 5.58%. This growth
was supported by the consumptive
expenses of non-profit institutions
that serve household and household
consumptions. The slow-down of
economy growth in 2014 was caused
by the weakening of the growth
of commodity exports in line with
the slow-down of demands from
emerging market (EM) countries.
The slow-down of Indonesian
economy was also in line with the
direction of stabilization policy of
the Government and the Bank of
Indonesia to bring the economy to
be healthier and fairer.
Financial
Report
Even though in 2015 there is an
estimation that it will also be a year
with full challenges, the Board of
Commissioners believes that the
growth of BSM will be even better.
The Board of Commissioners also
believes that the business prospects
prepared by the Board of Directors
is already appropriate and can
bring BSM to reach an optimum
growth. In the future, the Board
of Commissioners views that the
Board of Directors shall focus in
the business with competitive
advantages.
The Board of Commissioners
believes that sharia market share
in Indonesia is very large, especially
in retail segment. In order to
face business challenges in the
future, BSM is currently preparing
a Corporate Plan BSM for 20162020 period. The preparation
of Corporate Plan for 2016-2020
period launches the vision “To be
the Foremost Retail Sharia Bank”
and is prepared in mirror with the
Corporate Plan for 2015-2020 of
Bank Mandiri.
Inflation pressure until 2014 was
remain in control. Annually, the
Consumers Price Index in 2014
reached 8.36% year on year (yoy),
lower than the inflation in 2013 that
reached 8.38% (yoy).
Even though the initial condition of
Indonesian economy in 2015 still
suffered from a slight uncertainty,
we believe that the new government
slow but sure will be able to provide
certainty to the market actors that
the government has economy
breakthrough and policy that will
improve economy performance in
a whole as well as affecting sharia
banking industry.
35
Key
Highlights
Supervising Activities of Board
of Commissioners
The Board of Commissioners is
continuously executing its duties and
responsibilities in professional and
independent manner based on good
corporate governance. The Board of
Commissioners is committed to be
proactive in executing supervisory
function of the bank, either in the
process of preparation of corporate
strategic plan, preparation and
implementation of business plan
of the Bank, performance review,
as well as implementation of risks
management and implementation of
Good Corporate Governance.
In 2014, supervising activities of the
Board of Commissioners included
the following:
1. Performance Report of the Bank
Performance Report of the
Bank discussed achievement
of both financial and nonfinancial target. The Board
of Commissioners provided
its opinion, suggestion and
advice regarding performance
report and problems occurred,
including implementation of the
next working plan.
2. Development of Bank Healthy
Level
Based on POJK No.8/
POJK.03/2014 dated 11 June
2014 regarding Evaluation
of Healthy Level of Sharia
Commercial Banks and Sharia
Business Units, BSM has
executed evaluation of Healthy
Level in self-assessment basis,
which concluded that the
healthy level of the Bank by 31
December 2014 was generally
healthy, thus it was capable
to handle significant negative
impacts of business condition
changes as well as other external
factors. It was shown from the
level of evaluation factors that
consisted of risks profile, GCG
36
Management
Report
implementation, profitability,
and capitalization that were
generally well.
3. Development of the Bank’s Risks
Profile
Risks profile included a
description on risks level
attached to all activities of
BSM and sufficiency of risks
control system. Risks profile
position by 31 December
2014 showed a moderate
predicate of BSM composite
risks with “satisfactory” quality
rank of risks management
implementation.
4. Project Saturn
The Board of Commissioners has
requested the Board of Directors
to develop and improve BSM
performance, among others
through optimization of
implementation of synergy and
alliance with the Group Mandiri.
intensively supervised and
advised the Board of Directors
so that the synergy and alliance
programs with Bank Mandiri
Group can be realized soon.
5. Bad Financing Management
In 2014, the Board of
Commissioners had done
several meetings with the
Board of Directors (Rakomdir)
to discuss problems and
management of Non-Performing
Financing. Further, the Board
of Commissioners intensively
through the Risks Review
Committee and Audit Committee
monitored through weekly
meetings with the Settlement
Team for Bad Financing to
have the information on the
process of management and/
or settlement of NPF, either
per customers or per financing
segment.
Company
Profile
6. Internal Control
Based on supervision of the
for reports conveyed by the
Internal and External Auditors,
during 2014 there were still
violations to the provisions and
actions of fraud. The Board of
Commissioners has requested
the Board of Directors to
improve system effectiveness of
bank internal control (1st line,
2nd line, and 3rd line of defense)
and to evaluate bank’s business
process (end to end) including
effectiveness of organization and
sufficiently of infrastructure. The
Board of Commissioners has also
to improve the integrity and
competence of the employees,
strengthen early warning
system, conduct socialization
of provisions and evaluation of
employees’ understanding on
the applicable provisions, and
impose the fast and appropriate
punishment to give deterrent
effect.
7. Human Resources Management
concerns on the Human
Resources management as a
factor that is very important
in development the company.
continuously reminding and
requesting the Board of Directors
to improve the employees’
integrity and competence,
assess the head of working units
(Division Head, Head of Area
Office, and Head of Branch) by
an independent third party. The
to strengthen basic knowledge
skill of banking and sharia for all
employees, thus the business
can be run prudently and in line
with sharia principles.
Management Analysis
and Discussion
8. Compliance to the Sharia
Principles
concerns on the compliance
to sharia principles. The said
concern showed in, among
others, coordination meetings
with the Sharia Supervisory
Board to optimize the
supervision on the compliance
to the implementation of sharia
principles in bank’s business
activities and improvement of
Sharia Supervisory Board’s roles
to develop the bank’s business.
9. Compliance Performance Report
monitored the Bank’s compliance
function through performance
report and compliance
supervisory result executed by
compliance working unit.
10.Programs on Anti-Money
Laundering and Prevention of
Terrorist Financing (APU and PPT)
To ensure the Bank’s compliance
and effectiveness of APU and
PPT programs, the Board of
Commissioners requested the
Director whose responsibilities
include compliance function to
ensure reporting obligation to
PPATK has been done well (zero
defect). Further, Working Unit
of Anti-Money Laundering and
Prevention of Terrorist Financing
(SKAP) shall monitor and ensure
all transactions that must be
reported by the Bank have
been reported to the PPATK and
ensure that there are Person in
Charge (PIC) that performs APU
and PPT function in all outlets
of the Bank (Area Office, Branch
Office, Supporting Branch Office,
and Cash Office) and to ensure
that APU and PPT function are
done well.
Corporate
Governance
Implementation of Corporate
Governance
For the Board of Commissioners,
implementation of Good Corporate
Governance principles is a must.
To achieve such intention, in 2014
the Board of Commissioners,
consistently and highly committed,
had performed supervising
and directing functions to the
implementation of strategies and
policies taken by the Management
of the Company. The Board of
Commissioners was continuously
proactive in giving direction
and suggestions to the Board
of Directors in relation to the
management of the Company.
The supervising function executed
by the Board of Commissioners
was shown through the totality in
implementing working programs
of the Board of Commissioners,
among others by overseeing the
current working programs, the
harmony of implemented procedure
to maintain the integrity, disclosure
and professionalism of the
Company, regular internal meetings
of the Board of Commissioners,
joint meetings of the Board of
Directors, Committees meetings and
other meetings.
Financial
Report
Committees of the Board of
Commissioners
In line with the law, the function of
the Board of Commissioners shall
be to supervise the management
of the company and to advise the
Board of Directors. Also in line with
the banking authority’s rules, in
performing our duties, we shall be
assisted by 3 committees, namely
Audit Committee, Risks Monitoring
Committee, and Remuneration
and Nomination Committee. Audit
Committee performs evaluation of
internal control implementation,
evaluation and coordination with
Public Accountant Office as well
as follow up of audit findings.
Risks Monitoring Committee
is responsible to evaluate the
policies and implementation of
risks management. Remuneration
and Nomination Committee is
responsible for the duties related
to evaluation on the policies and
implementation of nomination and
remuneration as well as provide
recommendation to the Board of
Commissioners on nomination and
remuneration aspects.
37
Key
Highlights
Management
Report
In 2014, the three committees
had shown a good performance
and highly contributed to the
development of BSM. Not only the
contributed through appropriate
implementation of working program,
each of them also improve its
respective function to provide
more support to the duties and
responsibilities of the Board of
Commissioners. The Board of
Commissioners continuously
supported the implementation
of the entire good management
standard in all business activities of
BSM.
Change of Board of
Commissioners Composition
Based on GMS resolutions dated
7 May 2014, there was a change
in the Board of Commissioners
composition of PT Bank Syariah
Mandiri. Based on such GMS
resolutions, the Board of
Commissioners composition by the
end of December 2014 is as follows:
Ventje Rahardjo
Ramzi A. Zuhdi Bambang Widianto Zulkifli Djaelani
Agus Fuad
:
:
:
:
:
Our Appreciation
Our biggest appreciation and
gratitude are given to the
shareholders and stakeholders
for their trust and support so
far. In addition, our gratitude
is also given to the Sharia
Supervisory Board for the
guidance and direction that
brought BSM continuously
operates in sharia manner.
Our deepest appreciation
is also given to the Board
of Directors, employees
and working partners who
participated and supported
BSM to continuously grow
and develop. May Allah SWT
grants us ease and blessing for
all of us in realizing the wishes
we all wish for. Amin.
Commissioner
In this opportunity, please allow
us to say our gratitude for the
dedication and efforts of the
previous Board of Commissioners
that caused BSM capable to be the
foremost sharia bank in Indonesia.
Our sincere gratitude for Mr.
Achmad Marzuki who served as
the President Commissioner /
Independent Commissioner and
Mr. Sulaeman who served as a
Commissioner in previous period.
We wish the great services of
them so far will be returned with
the ridho of Allah SWT and success
in the new place.
38
Company
Profile
Wassalaamu’alaikum Wr. Wb.
On behalf of the Board of Commissioners,
PT Bank Syariah Mandiri
Ventje Rahardjo
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Board of
Commissioners
Profile
Ventje Rahardjo
60 years old, Indonesian citizen, born in
Yogyakarta, 04 November 1954
Work Experience
In addition to serve as the President
Commissioner of BSM, he also currently
serves as Senior Executive Vice President
(SEVP) of PT Bank Mandiri (Persero) Tbk
and President Commissioner of PT Mandiri
AXA General Insurance. He also had served
as the Chief Executive Office of BRI Syariah,
Managing Director of SME Commercial
and Syariah Banking of Bank International
Indonesia (BII), Senior Advisor of Batasa
Tazkia Consulting, Managing Director of
Retail and Micro Banking of PT BRI (Persero)
Tbk., Managing Director EVP Commercial
Banking of PT Bank Mandiri (Persero) Tbk.,
and Assistant to The President Director of
PT Bank Mandiri (Persero) Tbk.
Education and Training
Graduated from the Faculty of Economy,
University of Indonesia, in 1980. Earned
Master of Economics degree from The
University of New England in 1986.
Participated in trainings, among others, Risks
Management Certification in Amsterdam
(2004), SESPIBANK in Jakarta (1998),
Advance Course on Banking (1983), Advance
Management Programme for Overseas Banker
(1993), and Top Management Programme in
Manila (1995), etc.
Nomination Basis
GMS Resolution Dated 7 May 2014
39
Key
Highlights
Management
Report
Company
Profile
Ramzi A. Zuhdi
Bambang Widianto
62 years old, Indonesian Citizen, born in Jambi,
05 May 1952.
55 years old, Indonesian citizen, born in Jakarta
on 27 November 1959
Work Experience
Work Experience
Prior to his nomination as an Independent
Commissioner of BSM, he had served as a
Director of DPbS of Bank of Indonesia and Finance
Director of PT Mekar Prana Indah. Currently he
also serves as assessor of Risk Management in
the Indonesian Banking Profession Certification
Institution (LSPP) and a Lecturer for Master
Studies in University of Indonesia.
Graduated from Gadjah Mada University in
1979. Earned his Master Degree from Iowa
State University in 1989.
Participated in trainings, among others,
Coaching & Counseling Skill in Jakarta (2003),
Credits for Reporting Purposes in Washington
DC, United States of America (2004), Total
Image in Bandung (2008), Advanced Leadership
on Central Bank & Poli in London (2008),
Human Resources Management Strategy in
Jakarta (2008), Certificate of Competence in
Jakarta (2011), Workshop for Competence
Assessors in Jakarta (2011), Risk Management
Certification Refreshment Program in
Frankfrut, Germany (2012), etc.
Nomination Basis
Extraordinary GMS Resolution Dated 29 June
2010
40
Besides serving as an Independent
Commissioner of BSM, currently he serves
as Deputy Secretary of Vice President People
Prosperity and Eradication of Poverty Division
as well as Executive Secretary of National
Team of Poverty Eradication Acceleration
(TNP2K), a lecturer in Magister Program
in State Administration Academy of State
Administration Institute, a Lecturer in Public
Policy and Planning Master Program, Faculty of
Economy, University of Indonesia.
Graduated from Faculty of Industrial
Engineering, Bandung Technology Institute in
1985. Earned his Master of Arts (MA) degree
on Computer Science in 1990 from Boston
University, Boston, United States of America,
and earned his Philosophy Doctor (PhD)
degree on Economy in 1995 from Northeastern
University, Boston, United States of America.
Participated in trainings, among others Risks
Management Certification – Level 2, Executive
Distance Learning on Islamic Banking Training,
etc.
Nomination Basis
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Zulkifli Djaelani
Agus Fuad
Commissioner
Tembilahan (Riau) on 08 February 1948
Sragen on 09 August 1959
Work Experience
Work Experience
Prior to his nomination as an Independent
Commissioner of BSM, he had served as
Audit Committee Member of PT Bank
Mandiri (Persero), Tbk., Director of
Operational and Human Resources of Bank
Niaga, Head of Central Java and Yogyakarta
as well as Jakarta Areas of Bank Niaga,
Head of Branch in Solo and Jakarta for Bank
Niaga.
Besides serving as a Commissioner in BSM,
currently he also serves as Group Head of
Distribution Network I, PT Bank Mandiri
(Persero), Tbk. Previously he had also
served as Group Head Distribution Network
II, Group Head Business Banking II, Regional
Manager Area X – Makassar, Deputy
Regional Manager Area I – Medan, Area
Manager for Banjarmasin, Branch Manager
for Malang Merdeka.
Participated in trainings, among others
Advanced Bank Management Program
and Top Management Program – Asian
Institute in Manila, Philippine, International
Banking & Finance – State University of
Hawaii, Honolulu, United States of America,
Advanced Commercial Lending – State
University of New York in Buffalo, United
States of America, Computerization for
Banking Services – The Osaka Bankers
Association, Osaka, Japan, etc.
Nomination Basis
Graduated from Faculty of Economy,
Academy of Indonesian Economy in 1994.
Earned his Master Management degree in
1999 from University of Airlangga.
Participated in trainings, among others
Executive Distance Learning on Islamic
Banking Training, Risks Management
Certification Level 4, Coaching for
Excellence Executive, Workshop Six Sigma
Champion, The Looking Glass Experience,
Managing Customer Relationship for Profit,
as well as Leading Strategic Growth &
Change, etc.
Nomination Basis
41
Management
Key
Analysis
andHighlights
Discussion
Management
Corporate
Report
Governance
Company
Financial
Profile
Report
4
5
1
43
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Board of
Commissioners
3
2
1. Ventje Rahardjo
2. Ramzi A. Zuhdi
3. Bambang Widianto
4. Zulkifli Djaelani
5. Agus Fuad
Commissioner
44
Key
Highlights
Management
Report
Company
Profile
Sharia
Supervisory
Board
Report
Assalaamu’alaikum Wr. Wb.
Bismillaahirrahmaanirrahiim
Our gratitude to Allah SWT The
Provider. Wishes and prayers
may always be abundant to His
Messanger, Muhammad SAW. We
hope taufiq and hidayat of Allah
SWT will always be abundant for
all of us.
In 2014, the Sharia Supervisory
Board (DPS) has supervised the
operational of BSM independently.
DPS members have been
recommended by the National
Sharia Council (DSN), a body
under the Indonesian Scholars
Association (MUI). All guidelines
46
for funding products, financing and
operational of the Bank have been
approved by DPS to guarantee
their compliance with sharia
principles.
Chairman : Prof. Dr. Komaruddin Hidayat, MA
Member : Dr. M. Syafi’I Antonio, M.Ec
Member : Dr. H. Mohamad Hidayat, MBA, MH
DPS Composition in 2014
DPS activities in 2014 included the following:
1. Provided input that BSM’s products and services
were in accordance with the fatwas issued by
DPS.
2. Provided input and opinion on all operational
working guidelines and products manuals.
After the issuance of Decree Letter
of Board of Commissioners of PT
Bank Syariah Mandiri No.13/001/KEP/KOM dated 22 December
2011 on the Nomination of Head
of Sharia Supervisory Board of the
Bank, then DPS composition is as
follows:
Execution of DPS Activities in 2014
Management Analysis
and Discussion
3. Submitted sharia supervision
report to Bank of Indonesia,
Board of Directors and DSN MUI
every semester in 2014, disclosing
several aspects, as follows:
a. Supervision result to the
development process of
new products of the Bank,
which includes the objective,
characteristic, and agreement
(akad), compliance with
fatwa of DSN – MUI, review
of new product system and
procedure.
b. Supervision result on the bank
activity that includes fund
collection, fund disbursement
and Bank service. The
supervision activities include
analysis of Internal Audit
Report, determination and
audit of transaction sampling
test, SOP review on its shariaaspect.
c. cPeriodical DPS General
Opinion on the Bank
operational as of. The 1st
period started from 1 January
2014 through 30 June 2014
and the 2nd period started
from 1 July 2014 through 31
December 2014.
d. DPS opinion on fund
collection, fund disbursement
and service activities of the
Bank. By disclosing data in
form of total Circular Letter
(SE), financing data and DPS
opinion on the Bank new
product. In 2014, DPS issued 8
Sharia opinions.
e. Audit sampling methodology
and technique. In 2014, DPS
carried direct monitoring/
sampling to 7 BSM Branch
Offices, namely KC Jogjakarta,
KC Cirebon, KC Cimahi, KC
Sukabumi, KC Bogor, KC
Cianjur, KC Purwakarta. With
sampling concentration was
on funding and financing
activities. To complete the
Corporate
Governance
audit process, DPS also
requested and verified the
findings from Internal Audit
& Anti Fraud Group (IA) from
each Branch Office wherein
the sampling tests were
conducted.
4. Enhanced Sharia Banking
Practical Understanding. DPS
held dialogues with branch office
heads and employees, thus
the business and operational
problems in branch offices that
are related with sharia aspect
could be settled.
Moreover, DPS also provided
guidance and material refreshment
on “Sharia Banking Agreement
and Products” to branch office
staff, by organizing Sharia Clinic
Forum to answer complaints as
well as to receive constructive
recommendation for sharia aspect
compliance quality improvement.
This is aimed that every executive
at branch office will understand and
recognize sharia banking products
and services schemes. Also including
standard agreements that are used
in funding products, financing and
services. It is our hope that on
business perspective, it will keep
develop while also complying with
sharia aspects.
Financial
Report
of Bank Syariah Mandiri,
especially when currently
Bank Syariah Mandiri is
applying “The Strengthening
of Foundation” program.
Thus the Sharia Supervisory
Board Report 2014. The
continuously reminds BSM
Management to continuously
comply with sharia principles
and applicable law, to achieve
vision and mission of BSM
well.
Wassalaamu’alaikum Wr. Wb.
On behalf of Sharia
Supervisory Board,
Prof. Dr. H. Komaruddin Hidayat, MA
Chairman of Sharia Supervisory Board
To support all achievements
mentioned above, DPS, morally and
spiritually, is obligated to convey
motivation and guidance to all
officials and staff of branch offices
to continuously prioritizing Islamic
attitude / ethics in executing all
duties and responsibilities which are
trusts from the Company. This is due
to the view that it is the additional
value and fundamental power
47
Key
Highlights
Management
Report
Company
Profile
Sharia Supervisory
Board Profile
Prof. Dr. H. Komaruddin Hidayat, MA
Chairman
61 years old, Indonesian Citizen, born in
Magelang on 18 October 1953
Work Experience
Besides serving as the Chairman of
Sharia Supervisory Board of BSM, he had
also served as the Chairman of Election
Monitoring Committee / Panwaslu (20032004); Director of SPS UIN Jakarta (2005);
Member of BNPT (2010-now); and active
in management of several NGOs especially
in relation to education and inter-religions
dialogues, etc.
48
Education
Besides serving as the Chairman of Sharia
Supervisory Board of BSM, he had also
served as Rector of the State Islamic
University (UIN) Jakarta, period of 20062010 and 2010-2014, Founder of Madania
School in Kahuripan-Bogor, the Chairman of
Election Monitoring Committee / Panwaslu
(2003-2004); Director of SPS UIN Jakarta
(2005); Member of BNPT (2010-now); and
active in management of several NGOs
especially in relation to education and interreligions dialogues, etc.
Nomination Basis
GMS Resolution Dated 28 June 2011
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Dr. H. M. Syafii Antonio, M.Ec.
Dr. H. Mohamad Hidayat, MBA, MH.
Member
Member
47 years old, Indonesian Citizen, born in
Sukabumi, 12 May 1967
47 years old, Indonesian Citizen, born in Jakarta,
3 May 1967
Work Experience
Work Experience
Prior to his post as a member of Sharia
Supervisory Board of BSM, he had served in
Committee of Sharia Banking Development
Experts of Bank of Indonesia, member of Daily
Management Board of National Sharia Council,
MUI as well as a Lecturer of Tazkia. He had also
posted as Global Sharia Advisor in Dubai, Kuala
Lumpur Sharia Banking Experts Committee and
Bank of Indonesia. Since 2010 he has been
appointed by the President of the Republic of
Indonesia as a member of National Economy
Committee.
In addition to serves as a member of Sharia
Supervisory Board of BSM, he also serves
as a member of MUI National Sharia Board
Committee, Lecturer in Master Program PSTTI
University of Indonesia and Lecturer in Master
Program IEF Trisakti University. In addition,
he is also active as a supervisor and advisor
in several Islamic financial / non-financial
institutions, and serves as the Chairman of AlWashiyyah Foundation.
Education
He earned his PhD degree on Micro Finance
from the University of Melbourne, Australia in
2004, while his Master degree on Economy was
earned from International Islamic University
(IIU), Malaysia, in 1992.tahun 1992.
Graduated from Sharia Faculty of IAIN Jakarta in
1991, obtained MBA degree from IPWI Jakarta
and a master degree from Institute at Business
Law & Legal Management (IBLAM) Jakarta in
2003. He also earned a doctoral degree from
Islamic Economic and Finance from Trisakti
University, Jakarta, in 2014.
Nomination Basis
Nomination Basis
Education
49
Key
Highlights
Management
Report
Company
Profile
Board of
Directors
Report
Agus Sudiarto
President Director
The honorary Shareholders and
Stakeholders,
Assalaamu’alaikum Wr. Wb.
Bismillaahirrahmaanirrahiim
First, please let us to share the
optimism for the future of Bank
Syariah Mandiri. With all potentials
it has, we believe Bank Syariah
Mandiri (BSM) will not only be the
biggest and the best sharia bank
in Indonesia, but it also has a big
chance to become a respected
sharia bank in South East Asia
region. This optimism is the basis
of our faith to join BSM in May 2014.
50
BSM Performance
This optimism is proved with
the fast growth of BSM since its
establishment in 1 November
1999. BSM’s assets increased
approximately 39.92% per year
(Compounded Annual Growth
Rate / CAGR for years 2000
through December 2014), third
party fund grew for 51.58% per
year, and financing increased for
approximately 43.41% per year.
With such growth, BSM dominates
market share of sharia banking for
24.58%, third party fund for 27.46%,
and financing for 24.65%.
In line with the domination on
national sharia banking, assets rank
of BSM in national banking league
is continuously leveling up. If in
2005 BSM position is still in rank
29, in December 2014 it has leveled
up drastically to rank 18. A very
well performance of BSM in years
has been acknowledged from
external institutions, either
domestically or internationally.
Ranking institutions Pefindo
maintains BSM rank in 2014 with
AA+ (idn) with a Stabil Outlook.
Several awards that were earned
by BSM among others Platinum
Trophy Award for Banks With
Very Good Performance for more
than 10 (ten) consecutive years
from Infobank Magazine, first
rank of Annual Report Awad
for 4 (four) consecutive years
(2009, 2010, 2011 and 2012)
and second rank in 2013, and
The Most Trusted Companies
(2011 through 2013) from
The Indonesian Institute for
Corporate Governance (IICG).
Management Analysis
and Discussion
BSM also awarded the first rank
for The Best Service Excellence in
cooperation with Infobank (2014)
and capable to maintain The Best
Brand Award (2009 through 2014).
From international perspective,
BSM’s performance was
appreciated Euromoney through
The Best Islamic Bank in Indonesia
award (2013-2014).
Our optimism is not exaggerate,
considering the support from PT
Bank Mandiri Tbk (BMRI) as our
parent company and the biggest
bank in Indonesia. Within the last
5 (five) years, Bank Mandiri has
increased its capital participation
in form of cash to BSM, namely IDR
200 billion (18 March 2011), IDR
300 billion (29 December 2011) and
IDR 300 billion (21 December 2012).
On 30 December 2013, BSM has
received an addition of non-cash
capital participation in form of land
and building (inbreng) in the value
of IDR 30.77 billion.
Within the last five years, Bank
Mandiri has never disburse
its dividends to strengthen
capitalization of BSM. This strong
support from Bank Mandiri is also
performed in the strengthening of
infrastructure, human resources,
network, products, etc.
We realize that the performance
of BSM in 2014 has not provided
satisfying result. It means that it
also did not meet the expectation of
shareholders either. Nevertheless,
we still believe that the measures
taken will be a solid basis for
business development in the future.
Challenges
In 2014, BSM faced many
challenges, both internally and
externally. Therefore, please let us
explain in comprehensive manner
regarding various problems faced
by BSM and their impact to the
operational, performance and
prospect of BSM.
Corporate
Governance
In this opportunity, we also would
like to show consolidation steps,
improvement of earning assets
quality and business performance,
including strengthening
of information technology
infrastructure, risks management,
and corporate governance
comprehensively.
Entering 2014, BSM faced higher
challenges. The condition of macro
economy in Indonesia that was not
perfectly conducive impacted the
funding customers’ business and
therefore adversely impacted their
financial conditions. This condition
impacted the quality of BSM’s
earning assets. In December 2014,
Non Performing Financing / NPF
net) increased to be 4.23% from its
position in December 2013 which
was 2.29%.
Such decrease in quality of earning
assets caused the company added
its assets recall reservation, and
caused a pressure on its profit in
2014. In addition to the reservation
costs, the company’s profit was also
impacted by the negative financing
development for approximately
2.63% and decrease of fee based
income (FBI). These decreases were
caused mainly due to the residual
impact of the implementation of
Government Regulation regarding
hajj funding.
On the other hand, the fast growth
of BSM in previous years were
not fully supported with the fast
provision of optimum information
technology (IT) infrastructure
nor increase of human resources
competence, which in the end
impacted the productivity of its
branches.
Even though the situation was
not perfectly conducive, BSM
was still able to record good
performance, especially on liquidity
and capitalization aspects, the two
most important aspects to value the
Financial
Report
future prospects of a bank. By the end
of 2014, BSM was capable to maintain
the indicator of Financing to Deposit
Ratio (FDR) of 82.13%, meanwhile FDR
for national sharia banks had reached
91.50%. Capital Adequacy Ratio (CAR)
was also maintained at the level of
14.76%.
The impact of the fast growth of
BSM without the fully support of the
fast provision of infrastructure cause
decreased of performance in these last
3 (three) years, especially the increase
of NPF Gross from 2.82% (2012), 4.23%
(2013), and 6.84% (2014). In other
words, net profit was also decreased
significantly, namely IDR 806 billion
(2012), IDR 651 billion (2013) and IDR 72
billion (2014). Such decrease of profit
was because the company must add the
earning assets reservations (PPAP).
Internally, BSM faced several
operational issues that required
immediate improvements. First, the
high non-performing financing (NPF)
and fraud. Second, the weak sanctions
and discipline for the fraud persons.
Third, slow down of business growth
had decreased market share of BSM.
Fourth, human resources, information
technology, and branches productivity
had not developed optimally. Fifth,
internal communication had not been
done effectively.
Change in Banking Regulation
In December 2013, Sharia Accounting
Standard Council – Indonesian
Accountants Association (IAI) issued
Revised PSAK No. 102 on “Murabahah
Accounting” (2013 revision) that was
effective in prospective as of 1 January
2014. The biggest change of this PSAK
No. 102 was the adoption of accounting
treatment for murabahah transactions
that are categorized as financing
transactions.
PSAK 102 regulates that all murabahah
transactions that are substially
considered as financing must refert
to PSAK 55 on Financing Instruments:
Acknowledgement and Calculation,
51
Key
Highlights
Management
Report
PSAK 60 on Financing Instruments:
Disclosure, and other relevant
PSAKs.
capable to meet and comply with all
applicable regulations.
The impact of the adoption of such
PSAK No. 102 (2013 revision) to
the decrease of financial assets
value resulted from murabahah
transactions are fully borne in
comprehensive profit loss report
in 2014 because the Bank could
not differentiate the impact of
such value decrease to the initial
balance per 31 December 2013 / 1
January 2014.
In the middle of economy slow
down in Indonesia throughout 2014,
assets, DPK and capital positions
of BSM was still increased even
though it was not as significant
as previous years. On the other
hand, financing performance has
many imperfections that must be
improved. NPF condition was not
satisfying at all.
In relation to the strengthening
of capital aspect, the bank is
obligated to comply with the
provision of minimum capital in
accordance with the risks profile,
the requirements of 6% core
capital minimum and 4.5% main
core capital (common equity tier
1) from calculated assets based on
risks (ATMR). By December 2014,
the core capital to ATMR ratio of
BSM was 12.51% or more than the
required minimum limit, including
to comply with capital ratios in line
with the bank’s risks profile.
The bank is also obligated to
form supporting capital addition
in accordance with the criteria
(capital conservation buffer,
countercyclical buffer; and or
capital surcharge). BSM has
done several strategic steps
among other to add its capital
from retained earning and parent
company.
In relation to the plan to adopt
liquidity standards based on
Basel III, BSM has calculated
and evaluated periodically to
ensure its compliance with the
limitation requirements. Up to
date, calculation of liquid coverage
ratio of BSM shows a ratio of
much more above minimum limit,
i.e. 100%. By the permit of Allah
SWT, we are optimistic that we are
52
Condition of BSM in 2014
Since January – December 2014, the
trend of financing quality of BSM
was decreasing. In early January
2014, NPF position reached IDR
2.34 trillion or NPF gross of 4.78%,
an increase of IDR 169.72 billion
compared to December 2013. In the
end of December 2014, NPF position
was closed at IDR 3.35 trillion or NPF
gross of 6.84%. It means that there
was an NPF increase of IDR 1.20
trillion in 2014.
The said data includes write off that
was done in 2014 in the amount of
IDR 985.25 billion from the budget
of IDR 1 trillion. Even though the
amount of written-off financing was
quite huge, BSM had maintained the
available PPAP reservation of more
than 100%.
BSM has calculated PPAP in
accordance with the prevailing
provision, even more than 100%
from minimum limit required by the
regulator. Based on the regulation,
PPAP general reservation must
be at least 1% from all current
earning assets, except for BI wadiah
certificate and securities issued by
the government based on sharia
principles. Meanwhile special
reservation must be at least 5% for
special earning assets, 15% for noncurrent earning assets and 50% for
questioned earning assets and 100%
for bad earning assets.
Company
Profile
With the decrease of earning assets
quality of BSM within these years, a
working unit that focus on collection
of bad financing is required, either
for bad financing that are still on
balance sheet or the ones that
already off balance sheet. It also
requires a working unit that capable
to restructure bad financing with risk
management unit.
We have also prepared a strategy
to handle the current problems,
including to form a task force
to settle NPF and fraud. BSM
had prepared comprehensive
transformation strategies and
working programs related to the
quality, strengthening of risks
management, and internal control,
business development, as well
as strengthening of information
technology infrastructure and
human resources.
Strategic Policies
To overcome the increasing
challenges and in order to improve
the condition of the Bank, BSM
has formulated strategic policies as
follows:
Improvement of Assets Quality
To improve assets quality, BSM
has three task forces of Financing
Recovery Division (FRD). In 2014,
FRD I, FRD II and FRD III had
improved the NPF in the amount of
IDR 2.92 trillion or approximately
IDR 244 billion in each month. This
number is still lower than monthly
median downgrade which is IDR
384.60 billion. It means that it was a
downgrade of IDR 140.60 billion per
month.
To the customers who had been
written off, recovery level in 2014
in the amount of 233 billion, was
increased for IDR 90 billion or 63%
compared to the write off (WO)
recovery in 2013 that was IDR 143
Management Analysis
and Discussion
billion. This achievement became
nothing when the financing quality
fell to be NPF.
To handle such conditions, we have
taken the steps to increase the
improvement and collectability of
financing and write off recovery.
For this purpose, we had formed
the Centralization Unit of NPF
and WO that was performed by
Regional Representative Financing
Recovery (R3). The establishment
of R3 followed the working area
of Regional Office (RO), which is
divided to be 5 (five) areas. This
working unit plays to improve NPF
and recovery with total employees
of 313 personnels.
R3-RO 1 is stationed in KCP Medan
Ampas and assisted by 6 (six)
collection coordinators (Colco) in
Medan I, Medan II, Medan III, Aceh,
West Sumatera and Riau Islands
areas and involving 91 (ninety one)
personnel.
R3-RO II is stationed in Micro &
Business Finance Recovery Group,
assisted by 4 (four) Colco personnel
in Jakarta, Bekasi, Bogor and Banten
areas and involving 54 (fifty four)
personnel.
R3-RO III is stationed in KCP
Bandung Surya Sumantri, assisted
8 (eight) Colco personnel in
Bandung, Palembang, Lampung,
Jambi, Cirebon, West Kalimantan,
Purwokerto and Joglosemar
(Jogjakarta, Solo, Semarang) and
involving 101 (one hundred and one)
personnel.
R3-RO IV is stationed in KCP
Surabaya Rungkut, assisted by 5
(five) Colco personnel in Denpasar,
Kediri, Malang, Surabaya Darmo, and
Surabaya Boulevard by involving 37
(thirty seven) personnel.
R3-RO V is stationed in KCP Makassar
Panakukang, assisted by 6 (six) Colco
personnel in Makassar, Banjarmasin,
Corporate
Governance
Balikpapan, Manado, Papua and Palu
and involving 30 (thirty) personnel.
To accelerate bad financing recovery
of bad customers, in strategic
initiative of 2015, Financing
Restructuring & Recovery Division
(FRD) is changed to be Micro &
Business Financing Group (MFG),
Consumer Collection Group (CLG)
and Wholesale Financing Recovery
Group (WFG). They will have
duties to implement Get 1 Trillion
Movement (Ges1t). This movement
has 8 (eight) programs to handle
NPF and WO. This program has
centralization of NPF and WO,
technical guidelines for operational
of collection in form of Operating
Procedure Memorandum (MPO),
system monitoring, online list of
auction of securities in the website,
preapproval of margin discount,
incentive program, weekend
collection and lawyer in action.
Segmentation of BSM Market in
the Future
BSM will focus on retail segment
and will implement customer centric
approach in marketing its products.
BSM’s products will be marketed
in accordance with customers
segments so that they will be more
appropriate with the needs of each
customer. In the future, BSM will
aim selective market targets in line
with the needs of customers in each
segment.
For consumers segments, BSM
is divided to become 3 (three)
segments. First, mass segment
that consists of state employees
(PNS), traders, businessmen and
employees. Second, mass affluent
segment that consists of retirees,
housewives, professionals and state
employees. Third, affluent segment
that consists of housewives,
business owners, employees and
professionals.
Financial
Report
To have the same perception in
all business units in branches and
head office, BSM issued circular
letter on rating guidelines for
economy sector / industry sector
/ business line as the basis for
funding channeling. This guidelines
aim to minimize the risks and one
of basis for deciding sharing of
financing fees.
This rating decision of economy /
industry sector is given in macro
and thus created possibility of
differences in certain areas.
BSM classified economy sector /
business line in 3 (three) categories,
namely attractive / very attractive,
neutral, and selective (less / not
attractive). From 53 industry
sectors that were classified, there
was one industry classified as
attractive rate, namely food and
beverages industries. Further,
there were 7 (seven) industries
classified as selective rate, namely
coal (less attractive), woods and
woods products (not attractive),
chemical production industry
and chemical products (not
attractive), textile, fashion and
leather industries (less attractive),
real estate services for non-simple
housing (less attractive), metal
ores mining (less attractive), and
restaurant & hotel (less attractive).
The rest of them, which were 45
(forty five) other industries, were
classified as neutral, among others
water industry, travel agency, gas,
pharmacy, basic metal, component
production, non-metal mining
production industry, printing /
publishing, plastic, medical services,
financial services, and education
services. Other business sectors
that were classified as neutral
among others include real estate
services for simple housing, real
estate services for shopping malls,
rent services of vehicles / nonvehicles, palm oil, communication,
construction services, crude
oil, freight forwarding, trading,
53
Key
Highlights
warehousing, fishing, plantation and
cement industry.
For rate calculation of economy
sector, BSM decided 11 (eleven)
economy sectors. From 11 (eleven)
sectors, only agriculture sector
that was included as attractive
(very attractive) rate. Two of them
were classified in selective ranks,
namely production industry (not
attractive) and mining industry
(less attractive). While 8 (eight) of
the rest were classified as neutral,
among others business-related
services, community social services,
construction services, freight
forwarding / warehousing, trading,
communication, and electricity /
water / gas.
BSM limits channeling of financing
to economy sector and industry
sector / business line with selective
rating. Financing to selective rating
must be prior approved by financing
committee, at least head of division
by considering the segment and
limit of customers financing.
Submission of such financing must
also be completed with sufficient
risks mitigation. BSM will evaluate
the rating of economy sector and
industry / line of business sector
periodically (annually) or faster if
required, in line with the growth of
economy and industry.
We directed market segmentation
of financing to micro, small and
medium business sector (UMKM)
because its potential was really
huge. In 2014, UMKN took a
portion of more than 67% from total
financing. Until the end of 2014,
BSM owns an offices network of
853 outlets that are spread in 34
provinces in Indonesia.
BSM will prioritize business
development in ecosystem and value
chain basis, for example hajj-related
54
Management
Report
business, core-plasma plantation
business, and education institution
business. We will also prioritize
business development with cross
selling basis.
From financing side, BSM is also
continuously expanding customers
basis to improve financing structure
from high costs institutions to
become low costs institutions
(demand deposits) and individuals
(savings) with customers fund
portion of minimum 55% and cheap
fund of minimum 50%.
To expand customers segments, BSM
offers several new products, among
others Juneor Mabrur Saving and
electronic money products (BSM
e-money_ that are supported by
Bank Mandiri. The opportunity to
increase cheap fund is increasing
after BSM earned its status to
become the nominated bank to
receive hajj costs payments.
We fight to direct all selling efforts of
products and services that are in line
with the needs of the public. We
prepared priority segments that we
have identified before.
We also sharpening our business
focus by reconfiguring retail
distribution network, improve
serving culture, and strengthening
branch network. We also aim to
provide retail services offer that
relevant to priority customers.
Transformation and Consolidation
To succeed all programs, the Board
of Directors implemented five
strategies, namely human resources
development and corporate
culture, sharpening business
focus, strengthening network,
integration with Mandiri Group and
improvement of business supporting
function.
In their applications, those strategies
were adopted through several
Company
Profile
steps, among other through
the implementation of human
resources quantity and quality,
organization restructuring,
strengthening of corporate
culture, zero defect to fraud, and
NPF, integrated IT system, and
business integration between BSM
and Mandiri Group.
In 2014, Mandiri executed several
transformation to increase its
productivity. Therefore, we
executed transformation on
network, operational,. human
resources, business process and
information technology.
In services network field, we
executed transformation for
branches distribution network
and electronic network. In early
2014, BSM adjusted the branches
business focus to be in line with
local potential and changed
services focus from product
centric to become customers
centric.
We did the said transformations
because branch offices were not
fully focus on their businesses.
Previously, branch offices sold all
products of business unit without
considering the local potential. IN
addition, there were operational
and financing risks because the
branch head must decide all
financing segments.
In principle, these transformations
were executed to change
perspective of the branches in
managing the business. Currently,
branch offices have focused on
selling the products that are in
line with the surrounding local
potential and the needs of the
customers. Previously, we map
the branches to become four
types, namely KC Commercial,
KC Commercial – Retail, KC Retail
– Commercial, and KC Retail. By
Management Analysis
and Discussion
the mid of 2014 this concept was
simplified to become two types,
namely KC Commercial and KC
Non-Commercial. Every branch
type performs the business in
line with its segment focus. The
commercial type focus on managing
the customers from commercial
segment, while the non-commercial
type manages the customers from
non-commercial segment.
Since beginning of 2015, BSM
has implemented business focus
of branch offices that includes
five models. In principle, branch
office (KC) model 1 can execute all
financing business and fee based
income (FBI), financing and trade
services activities. In financing
business, model 1 executes the
process and maintenance of
all business activities, such as
commercial, business to business,
business to customers, micro
business, pawning and wealth
management services.
To implement all business activities,
KC model 1 is strengthened with
four business banking officers (BBO)
for commercial, 1 BBO Small, and
two retail banking officers (RBO).
KC model 1 that has trade service
business can have a Trade Service
Officer. KC model 2 only engages
in all financing business and FBI
and funding, except commercial
financing process.
Model 3, supporting branch offices
(KCP) that runs financing & FBI
and funding business with certain
limitations, among others no
commercial financing processing and
B to B financing. Under KCP, there
is also KCP model 4 that does not
run commercial, B to B, and B to C
financing processing. Meanwhile,
model 5 is KCP / Cash Offices that
are not authorized to process any
financing business.
Corporate
Governance
In electronic network field, we
executed several transformations,
among others perfection of mobile
banking with capability to operate
in four platforms (iOS, Android, BB
and Symbian). BSM also published
e-money that can be used for
Transjakarta, commuterline and
shopping transactions.
To support data availability and
optimize core banking system (CBS),
we have revitalized our mobile
banking with adding new menu that
can be accessed in cellular devices
with android, BB, OS10 and iOS
basis.
We also have increased data
communication network function
to ensure the availability of internet
network, bandwidth manager,
including upgraded and standardized
of bandwidth.
With the said improvements, BSM is
capable to improve close of business
performance process. Now, branch
offices are ready to operate in line
with the determined hours.
As the biggest sharia commercial
bank in Indonesia, BSM realized that
customers must receive the best
services. Therefore, we continuously
improve reliability of information
technology in each banking services
and products.
We also try to implement the latest
information technology and innovate
continuously. This is done to
improve BSM’s competitiveness level
in banking industry.
In banking operational, we have
implemented centralized branch
operations. This step was aimed
to focus BSM outlet in selling and
services. BSM is also continuously
fighting to improve affectivity and
efficiency of works.
Financial
Report
In business process field,
BSM did the transformations
with re-review business
processes, either in frontline or
financing/.
In human resources field,
transformations were made
with several steps. First, to
meet human resources needs
of 1,267 persons to be posted
in main strategist positions
in branch and supporting
branch offices, among others
the positions for branch head,
marketing manager, retail
banking officer, and business
banking officer.
Second, to implement the
assessment for 138 heads of
working units for the positions
of group head, area CEO, and
branch manager. Third, to
effectuate the role of area
office head as Area CEO and
implement talent management
program.
In technology and information
field, BSM has implemented
several information technology
working programs. First,
development of applications
that support our services.
Second, re-engineering of
information technology in
stages. Third, development of
e-channel features. Fourth,
human resources development
in information technology
side. Fifth, improvement
of information technology
security.
To provide a prime service to
the customers, BSM will have
a uniform e-channel features
in stages, thus all features are
available in all e-channels.
TO provide an easy, fast and
secure transactions for the
customers, we have also
implemented transaction
55
Key
Highlights
verification through electronic data
capture (EDC) in branch offices. This
step has also improved the image of
BSM as a modern sharia bank.
BSM consistently develops e-channel
features. The features that have
been developed include, among
others, addition of BSM cash to
cash facility on BSM net remittance
and web services, including
extensification of H2H between ATM
BSM and BPR.
Continously, BSM has increase
IT devices security to support
operations such as Firewall and
IPS server farm data center, proxy
gateway, and security information
and event management (SIEM).
Those three securities are
implemented in a whole to support
implementation of information
technology securities. BSM
has also implement backup link
for communication network in
all branch offices thus provide
maximum services to the customers.
To minimalize the risks of
information technology utilization,
BSM has implemented an effective
risks management in stages in
accordance with the provisions of
Bank of Indonesia regulation (PBI)
No. 9/15/PBI/2007.
We have implemented trial of
disaster recovery plan (DRP) for two
times. We evaluated risks profile for
information technology periodically,
at least once in a year.
We realized that, the
implementation of information
technology in banking requires
satisfying availability and
competence of BSM. Therefore,
BSM has developed human
resources competence through
various means, among others
through inter-employees knowledge
sharing program, seminar, courses
and trainings.
56
Management
Report
Strengthening of Synergy and
Alliance with Mandiri Group
As a subsidiary of Bank Mandiri,
BSM continuously improve it
strategic alliance with its parent
company, including with the
group. This alliance is aimed to
support the growth of BSM and
Mandiri Group.
Strategic alliances with Bank
Mandiri are done in several
fields. First, risk management
and internal audit with duties to
develop application preparation
of risks profile of branch
operations. Second, the use
of Bank Mandiri network to
optimize pawning business of
BSM.
Third, product development and
e-channel network to implement
co-branding of Mandiri
E-Money. Fourth, acquisition of
EDC Bank Mandiri to socialize
feature product of EDC to all
branches of BSM within Kanwil
2 (Jabodetabek). Fifth, retail
banking to sell BSM savings in
pawning counters of BSM within
Bank Mandiri outlets.
Sixth, commercial banking to
obtain customers references
from the Commercial Banking
Center (CBC) of Bank Mandiri.
Seventh, corporate banking
so BSM can join syndication
transactions (club deal). Eighth,
corporate culture to involve
employees of BSM in change
agent trainings and involve
branch manager of BSM in
service leader activities or any
other activities.
Currently, BSM has also develop
an alliance with business
subsidiary of Bank Mandiri.
With AXA Mandiri Financial
Services, we act as sales point
for sharia bancassurance
products from AMFS. Similar
alliance is also done with Bank
Company
Profile
Sinar Harapan Bali (BSHB) that act
as sales point (Pawning Service
Counter) for pawning products of
BSM.
With Mandiri Sekuritas and
Mandiri Manajemen Investasi,
BSM acts as sales point for
sharia investment products of
Mandiri Sekuritas and PT Mandiri
Manajemen Investasi. Alliance
with the Financing Institution
Pension Fund (DLPK) of Bank
Mandiri is implemented with the
participation of BSM’s employees
in DPLK Bank Mandiri since
October 2012.
Implementation of Corporate
Governance
In addition to risks profile,
susceptibility and capital profiles,
we really realize that good
corporate governance (GCG)
principle is one of evaluation
factors of bank health. We also
realized, evaluation of bank
health level is adjusted with the
implementation of consolidated
supervision with the parent
company.
As a subsidiary of Bank Mandiri,
the condition of BSM certainly
impacts the health level of its
parent company. Therefore, BSM
is obligated to evaluate its bank
health by individual evaluation
(through the implementation
of prudent, sharia and risks
management principles) as well
as consolidation with parent
company.
Evaluation for implementation
of GCG consists of 3 (three)
aspects, namely governance
structure, governance process
and governance outcome.
Therefore we really focus on
optimization of governance aspect
implementation and believe the
imperfection now exists may be
improved in the future.
Management Analysis
and Discussion
Improvement of GCG evaluation
needs change in behavior and
working ethics of employees
thus requires quite long time.
Nevertheless, we are optimistic
that good behavior and working
ethic from the employees will
be achieved in line with our
persistence in in supporting
professionalism and motivation
for the employees to improve
themselves. We will continuously
give the support and motivation
for the employees of BSM
to be able to keep the trusts
from the shareholders and
other stakeholders. Our
gratitude to Allah SWT that the
implementation of GCG in BSM is
one of the best in Indonesia.
We are committed to maintain
GCG implementation value
as good as possible by
implementing various efforts,
among others perfection
of organization structure,
compliance to guidelines and
internal provisions, and culture
transformation that results in the
new fundamental of BSM.
To increase the competence of
BSM’s employees, we conduct
various trainings and workshops,
talent management programs,
strengthening of services and
products qualities, as well as
corporate social responsibility
(CSR) activities to the public and
the environment. Further, we
also involve the employees in the
government’s health program
(BPJS) and other matters,
including competition inter
banking industry.
On May 7, 2014, General Meeting
of Shareholders (GMS) decided
the change of management
composition in BSM, both
Board of Directors and Board of
Commissioners. In implementing
Corporate
Governance
its duties and responsibilities, the
Board of Directors is strengthened
with a Senior Executive Vice
President (SEVP).
The new Board of Directors and
Board of Commissioners of BSM
passed selection stages executed
by the regulator. Fit & Proper
Tests were authorized by the OJK
through the decision of Board of
Commissioners of OJK. This process
in meeting organization structure
will really support the achievement
of BSM’s target in the future.
Strengthening of Corporate
Culture
In transformation, we realized that
corporate culture is a very important
matter. Therefore, BSM formed a
special working unit that handles its
corporate culture, namely Corporate
Culture Department.
The establishment of corporate
culture unit is aimed to develop the
culture and its implementation to all
employees of BSM.
In 2014, BSM has implemented
several programs to develop
corporate culture of BSM. BSM
has published The 7 Fundamentals
of BSM that were distributed to
all employees of BSM throughout
Indonesia.
We also prepared Anti-Fraud
Doctrine by involving head of
working unit and board of directors.
Every Mondays, this doctrine is
read in the Morning Prayers Forum
(FDP) in working units throughout
Indonesia.
In 2014, we declared a Fundamental
Discipline Movement (GDF) that was
socialized to all working units. To
implement the GDF, each working
unit prepared their respective
working unit culture programs.
To install the corporate culture,
we held New Employee Induction
Financial
Report
Program. Each new employee
in BSM will obtain the
knowledge on vision, mission
and shared values of BSM.
To implement the corporate
culture well, each working unit
determined change agent in its
respective working circle.
Strengthening Internal
Control
To manage the company’s
risks, we continuously develop
and implement effective
internal control system.
Internal Control System (SPI)
is a standard of guideline for
supervision mechanism on
going basis.
The guidelines is made to
maintain and secured bank’s
assets. This guideline is made
to ensure the availability of
more accurate report and
to improve compliance to
applicable regulations. With
the standard of guideline,
we wish to decrease loss,
including those losses due to
fraud, to increase effectiveness
of organization and improve
costs efficiency.
Periodically, we implement
performance evaluation,
financial control and bank
operations. Working unit of
internal audit is responsible
for the evaluation on the SPI
effectiveness continuously in
relation to the implementation
of bank’s financial control and
operations.
In the implementation
of evaluation on the SPI
effectiveness, BSM has
used eight components
approach of COSO-ERM
Framework, namely: Internal
Environment, Objective
Setting, Event Identification,
57
Key
Highlights
Risk Assessment, Risk Response,
Control Activities, Information
and Communication System and
Monitoring Activities.
We continuously monitor the
sufficiency and effectiveness of
internal control implementation.
and Board of Directors received
periodical report on summary
of holistic identification result of
internal control issues.
BSM has designed whistleblowing
system. With this system, any party
may involve in the effort in early
avoidance and detection of violation
in BSM. Any party may report of the
violation through phone, mail, email,
B-Wise (IT-based reporting),(webbased reporting and direct reporting
(CEO line).
In 2014, Working Unit of Internal
Audit received 174 reports, 159 of
which have been audited and 15
other are in the process of audit.
Firm Action to Fraud Actors and
Bad Customers
As a follow up action for
internal audit findings and GCG
implementation, management has
and will firmly punish fraud actors
and bad customers. It is a part of
main strategy and action plan of
BSM in 2014.
To the employees who are proved
violating internal provisions, we
have taken firm action in line with
applicable regulations, starting
from delivery of warning letters
(SP), removal from his/her posts,
suspension, until termination of
employment (PHK). We conveyed
the reports to the police office
to give deterrent effect to the
violators. In the reporting, we also
included suspension to money
laundering crime (TPPU), to have
some assets returned to the bank.
By processing the suspension legally,
we try to force integrity and protect
stakeholders’ interests.
58
Management
Report
The discovery of fraud cases was one
of analysis results of internal audit
for suspected transactions based on
deep review and process. It is due
to early warning system adopted
by internal BSM that was operated
well. The reporting of fraud violator
showed that BSM complied with
legal principles.
Management of BSM consistently
and seriously discovers and
prevents any crime that may
undermine national banking
industry. To the risks potentials
that appear we also has mitigated
and prepared anticipation steps to
maintain customers’ interests and
convenience.
Strengthening of Governance and
Disclosure
Strengthening governance in
three aspects, namely governance
structure, governance process, and
governance outcome. BSM executed
such strengthening through several
steps.
First, change of management.
Second, separation of directors
who are responsible for risks
management and the ones for
business as well as change in
organization structure. Third,
strengthening in distribution
network through perfecting
branch model in line with business
focus. Fourth, optimization of
integration with Mandiri Group
through services, customer base and
infrastructure. Fifth, internalization
of regulator’s rules. Sixth, change
of working mental from bank’s
employees and ashamed culture if
target is not reached.
We also have conveyed GCG
implementation in BSM openly
through annual GCG implementation
report to OJK and annual report.
In presenting the reports, we
convey the information openly to
stakeholders, of both strong and
weak points of the bank.
Company
Profile
Delivery of data in relation to criminal
cases committed by internal bank are
presented accurately and correctly.
We wish stakeholders understand of
bank’s condition and the efforts we
had done. This condition encourages
us to improve our performance to
meet stakeholders’ requirements.
Business Prospect
Welcoming 2015
The World Bank predicted that
Indonesian economy growth in
2015 will remain stable. This year,
Indonesian economy will grow for
5.2% and improved to be 5.5% in 2016.
This condition is better than economy
growth in 2014 that was only recorded
for 5.02% (year on year/yoy).
To see the economy growth for quarter
IV – 2014 that was improved than
previous quarter, the World Bank was
also believe that the economy growth
in 2015 will be higher, namely will
improve around 5.4% - 5.8% and 4%
inflation plus minus 1%. This believe
underlies BI’s decision to decrease BI
Rate for 25 bps to be 7.50% and Time
Deposit Facility Rate for 25 bps to be
5.50% on 17 February 2015.
That economy growth will be
supported by the government’s
investment expansion in line
with increase of fiscal facilities
to support productive economy
activities, including construction of
infrastructure, in accordance to the
APBN-P 2015 that was approved by the
House of Representative (DPR). On the
other hand, improvement of domestic
economy performance in line with
better global economy condition from
previous year. Further, contribution of
exports to the growth is also predicted
to be increased.
Increase of income and lower inflation
will also support domestic demands.
In sector basis, economy growth
of 2015 will be supported mainly
by production industry, trading,
hotel & restaurant, transportation
Management Analysis
and Discussion
and telecommunication sectors.
Performance prospect of such
economy sectors is supported by,
among others, improvement of export
activities and domestic demands in
line with the improvement of the
customers’ buying power especially
expansion of middle class supported
by the decreasing trend of inflation.
Bank Indonesia also recorded, the
weakening of exchange rate of rupiah
in line with global appreciation to the
US dollar. In quarter IV of 2014, rupiah
was weakened for approximately
3.9% (quarter to quarter) to the
level of IDR12,244 per US dollar.
The strengthening of US dollar
was supported with the more solid
position of US economy. Pressure
on rupiah was continue until early
2015 in line with the continuous US
dollar strengthening due to the plan
of European Central Bank (ECB) to
execute monetary easing policy that
was followed by several countries.
BI saw the movement of exchange rate
as a supporting element to the deficit
improvement of current transactions,
either through decrease of import or
improvement of competitive power of
export. In the future, BI is committed
to maintain the stability of the
exchange rate of rupiah in line with its
fundamental value.
Until the end of 2014, BI considered
that the stability of financial system
would still be solid by supported with
resilience of banking system and
relatively secured financial market
performance. The resilience of
banking industry is still strong with
credit, liquidity and market risks
that are sufficiently secured. In the
end of quarter IV of 2014, capital
adequacy ratio (CAR) of 19.40% and
non-performing loan (NPL) ratio were
remain low and stable at around
2.0%. The improvement of liquidity
condition was mainly supported by
the expansion of government account.
This improvement continued up to
January 2015.
Corporate
Governance
From intermediation function side,
credit growth at the end of 2014
was slowing down to be 11.6%
(yoy), meanwhile third party fund
(DPK) grew for 12.3%. In line
with the decrease of exchange
rate, sufficiently of liquidity and
improvement of economy growth,
BI believes that DPK and credit
will be improved and achieve,
respectively, 14-16% and 15-17%.
In 2014, the Financial Services
Authority (OJK) recorded that the
sharia banking performance was
not satisfying. Industrial assets of
sharia commercial banks (BUS),
sharia business units (UUS) and
sharia community credit banks
(BPR) were only developed for
12%, while financing and third
party fund (DPK) were improved
for 10% and 17%. Until the end
of 2014, market share of sharia
banking was still around 4.8%, and
98% of them were controlled by
BUS and UUS.
In 2014, OJK saw the decrease of
assets quality of national sharia
banking. It was shown from
the increase of non-performing
financing (NPF) ratio from 2.6% in
2013 to be 4.8%. This increase of
NPF was caused by several factors,
among others by the decrease of
debtors’ business conditions and
internal consolidation steps of
major sharia banks.
From capitalization side, OJK saw
that there was improvement of
capitalization of sharia banking
that was shown from the
strengthening of capital adequacy
ratio (CAR) to be 15.18% from
previously 14.4% (December
2013). The said strengthening
of capitalization was in line with
increase of capitals of several
sharia banks (from paid up
capital and IPO of BUS for IDR
1.47 trillion). The liquidation
condition of sharia banking was
also improved and shown from the
Financial
Report
improvement of AL/DP and AL/NCD
ratios that were far from minimum
limits. In contrast, financing to debt
ratio (FDR) decreased to be 94.6%
from 100.32%.
The growth of third party fund (DPK)
of sharia banking was improved
again in the end of 2014. This
improvement was happened in line
with the payment of hajj-fund to
sharia banks for around IDR 28 trillion
per November 2014. Contribution of
hajj fund is around 14% from the total
of DPK of sharia banks.
In 2015, sharia banking industry is
predicted to have a slow down due
to the domestic economy condition
and anticipation to the normalization
of monetary policy of The Fed and
consolidation process of sharia banks.
Nevertheless, sharia banking industry
is believed in having a very good long
term prospect until one more decade
in the future. Currently, Indonesia
is the new sharia financial industry
mecca in the world. It is based on
the community structure of Indonesia
that consists of the biggest muslim
community in the world.
BSM Strategy in 2015
To face challenges and to catch
business prospects in 2015, BSM
has decided the main strategies
namely human capital & culture
developments, reshaping business
focus, strengthening distribution
network, integration with Mandiri
Group, and improve businesssupporting function. In short, we
elaborate these following five main
strategies:
First, human capital & culture
developments shall be done with,
among others, acceleration to have
satisfying number of employees,
effective organization of head quarter,
and synergy with human resources
department of Bank Mandiri.
59
Key
Highlights
Second, reshaping business focus shall
be done with, among others, reshaping
corporate culture, determination
of market and product targets,
review and improvement of business
model, implementation of customers
portfolios, mapping of NPF account
priority, development of hajj business
and development of priority segment
products.
Third, strengthening distribution
network shall be done with, among
others, determination of outlet models
(5 models), adjustment of branch
organization, adjustment of area office
organization, expansion of area offices,
and target distribution.
Fourth, integration with Mandiri
Group shall be done with, among
others, preparation of Corporate Plan
2015-2020, cooperation with area
offices of Bank Mandiri, strengthening
business alliance with Bank Mandiri,
determination of alliance target with
Bank Mandiri.
Fifth, improving business-supporting
functions, shall be done with, among
others, internal control of branch
offices and strengthening information
technology infrastructure to support
business growth.
Change of Board of Directors
Composition
To handle the higher challenges,
Bank Mandiri as a shareholder had
rejuvenated BSM by changing the
management through a General
Meeting of Shareholders (GMS) of BSM
on 7 May 2014. After the execution
of such GMS, organization structure of
BSM in 2014 was changed, including
the change of Board of Directors
composition of BSM, which previously
consisted of 6 (six) persons to become
5 (five) persons.
From the 5 (five) Directors, the GMS
had appointed 4 (four) new Directors
based on GMS Deed No. 02 of 7 May
2014, while the other 1 (one) Director
60
Management
Report
Company
Profile
was an existing Director who had
been appointed through GMS Deed
No.16 of 7 May 2010. In executing
their duties and responsibilities,
the Board of Directors has been
strengthened by senior executive vice
president (SEVP).
The new Board of Directors and
Board of Commissioners of BSM
have passed selection processes
executed by the regulator. Fit and
proper tests were also authorized
by the Financial Services Authority
(OJK) through the decree of Board of
Commissioners of OJK. The process
to meet this organization structure
really supports the achievement
of BSM’s target in the future. The
new Board of Directors and Board of
Commissioners of BSM immediately
served by adopting consolidation
strategy. With this consolidation
strategy, BSM focuses on the
quality and business process, as well
as strengthening of infrastructure.
As a parent company, Bank Mandiri
fully supports the consolidation
and transformation performed by
the new management of BSM. To
have a faster business growth of
the company, the management
has synergized the improvement
of business capacity, infrastructure
development, and improvement of
human resources competence with
the parent company and group.
Closing
All honorary stakeholders.
BSM history up to this date shows
achievements that prove the
existence of BSM as the window of
National Sharia Banking. We realize
that these achievements were made
by the support of all stakeholders,
especially customers. Therefore,
let us say our honest gratitude for
the support throughout BSM history
until today.
We realize that our duties in the
future are not easy because 2014
was hard, but 2015 will also be
similar. However, we fully believe
that with the support of all
stakeholders, Mandiri Group, and
especially the customers, insha Allah
we can handle all challenges well.
Our believe is also based on various
preparation and improvements that
we have done openly in the latest
quarter of 2014. In the end, may
Allah always assist all of us to achieve
success and good name of sharia
banking in general and BSM can
contribute as big as possible to the
ummah, and the beloved Indonesia.
Amin.
Wassalamu’alaikum Wr. Wb.
On behalf of the Board of Directors,
The strong support from its parent
company, stakeholders and the trust
from the public were shown from
the high market share of BSM, the
good brand and development of
public funds. All of them are the
assets of the management to bring a
better performance of BSM in 2015
as well as to achieve BSM’s vision to
become a modern retail sharia bank
in Indonesia.
Agus Sudiarto
President Director
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Board of
Directors
Profile
Agus Sudiarto
President Director
50 years old, Indonesian citizen, born in Jakarta, 17
September 1964
Work Experience
Prior to serving as President Director of BSM,
he served as Senior Vice President Special Asset
Management Bank Mandiri (2010-2014), Senior Vice
President Assets Management Bank Mandiri (20072010), Vice President Regional Credit Recovery I
– Medan Bank Mandiri (2006-2007), Vice President
Recovery Manager – Medan Bank Mandiri (20052006).
Graduated from the Faculty of Law, University
of Indonesia, in 1988. Earned his Master of
Management degree from Faculty of Economy,
University of Indonesia in 2004.
Participated in domestic and international trainings,
among others, Corporate Debt Management in
Singapore (2002), SME & Communication Banking
Attachment Program in New York, United States
of America (2003), High Impact Leadership in New
York, United States of America (2008), INSEAD Blue
Ocean Strategy in Fountainebleau, France (2011),
Leading Team for Growth and Change in Virginia,
United States of America (2013), etc.
Nomination Basis
61
Key
Highlights
Management
Report
Company
Profile
Achmad Syamsudin
Agus Dwi Handaya
Risk Management Director
Finance & Distribution Network Director
49 years old, Indonesian citizen, born in Jakarta,
27 July 1965
44 years old, Indonesian citizen, born in Medan, 17
August 1970
Work Experience
Work Experience
Prior to serving as the Risks Management
Director of BSM, he served as Regional Risks
Management III and V of Bank Mandiri (20062007), Department Head of Commercial
Risks Management Group of Bank Mandiri
(2003), Department Head of Retail Credit Risks
Management Group of Bank Mandiri (2002).
Prior to serving as the Finance & Distribution
Network Director in BSM, he served Senior Vice
President of Strategy and Performance of Bank
Mandiri (2009-2012, 2013-2014), Vice President
of Strategy and Financial Analysis of Bank Mandiri
(2007-2009)
Graduated from the Faculty of Economy, South
Sumatra University, in 1995. Earned his Master
of Business Administration from the National
Technologycal University, Singapore, in 2013.
Graduated from the Agribusiness Faculty,
Bogor Agriculture Institute, in 1989. Earned
his Master of Business Administration from the
International University of Japan in 1998.
Participated in domestic and international
trainings, among others, Platinum Workshop
Maqashid Sharia in Sharia Banking (2014),
Revamping the Capability in Loan Analysis
(2014), The Director As Strategic Leader in
London, England (2013), Workshop on Great
Leader Program in Jakarta (2012), Coaching for
Excellence in Jakarta (2010), Euromoney Risks
Management Master Series (2003), etc.
Nomination Basis
trainings, among others, Corporate Financial
Modeling in Singapore (2002), Strategic MGT as a
Process of Creating in Jakarta (2007), Reinventing
Strategic Planning in Singapore (2008), Corporate
Strategy Program in the United States of America
(2011), Financial Crime Asia in Jakarta (2011),
Executive Education, Sustainability in the United
States of America (2012), Executive Education,
Finance & Strategy in the United States of
America (2012), etc.
Nomination Basis
62
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Fahmi Ridho
Putu Rahwidhiyasa
IT & Operation Director
Compliance & People Management Director
Palembang, 22 September 1968
50 years old, Indonesian citizen, born in Jakarta, 13
September 1964
Work Experience
Work Experience
Prior to serving as the IT & Operation Director
in BSM, he served as IT Executive General
Manager of PT Pegadaian (Persero) (20122014), Chief IT & Business Process of Bank BRI
Syariah (2008-2012), Vice President Senior
Project Manager of PT Bank BNI (Persero), Tbk
(1998 – 2008).
Prior to serving as the Compliance & People
Management Director in BSM, he served as
Division Head of Transformation Management
& Corporate Culture of BSM (2010-2014), Head
of Pawning Division of BSM (2008-2010), Vice
President of Risks Management of Bank Mandiri
(2004-2008), Assistant to Vice President of Human
Capital of Bank Mandiri (2001-2004).
Graduated from the Faculty of Engineering,
Gadjah Mada University, in 1994. Earned his
Master of Management from Gadjah Mada
University in 1996.
Graduated from the Faculty of Agriculture, Bogor
Agriculture Institute, in 1986. Earned his Master
of Business Administration from the University of
Illionis, USA, in 1995.
trainings, among others, Temenos R.10 in
Berlin, Base24 Overview, ACI, in Singapore,
Base 24 for Programmer, ACI in Singapore,
Base24 Remote Banking System Interface, ACI,
in Singapore, Tandem Pathway, HP in Bangkok,
Thailand, Tandem Safeguard, HP di Bangkok,
Thailand, Tandem Problem Management, HP
in Bangkok, Thailand, Prognosis, Integrated
Research in Sydney, Australia, Visatest
Simulator, Visa International in Singapore,
Integrated Product Management, Mastercard
International in Singapore, etc.
trainings, among others, Advanced Leadership
Program, Executive Center for Global Leadership
& Erasmus University (2006), Macroeconomic
Policies for Sustainable Growth with Equity in
East Asia (2013), Workshop Certified International
Project Manager (CIPM) in Hong Kong (2011),
Assessor of Banking Profession Certification
Institution (Risks Management) (2011), The
InterACT Asia Pacific Shanghai Conference:
Discover the Secret of Successful Retail Banks in
Shanghai, China (2007), etc.
Nomination Basis
Nomination Basis
63
Key
Highlights
Management
Report
Company
Profile
Edwin Dwi Djajanto
Senior
Executive
Vice President
Profile
SEVP on Retail Directorate
Bandung, 24 September 1962
Work Experience
Prior to serving as the SEVP on Retail
Directorate, he served as Senior Vice
President Regional VIII / Surabaya for Bank
Mandiri (2013-2014), Senior Vice President
Regional IX / Banjarmasin for Bank Mandiri
(2011-2013), Vice President Regional II /
Palembang for Bank Mandiri (2010-2011),
Vice President Area VI / Bandung for Bank
Mandiri (2007-2010), Head of Branch for Area
III / Jakarta Kota for Bank Mandiri (20062007)
Graduated from the Farming Faculty, Bogor
Agriculture Institute, in 1987.
Coach 6o Hours APPR Certification, APBN
2014 Workshop and Banks Business Potential
(2014), Accounting Socialization (2013),
Internal Training of Mandiri Employees (2013,
Sespinbank Year 57 (second rank) (2012),
etc.
Kusman Yandi
SEVP Wholesale, Treasury and &
International Banking Directorate
Dumai, 1 May 1965
Work Experience
Nomination Basis
Prior to serving as the SEVP on Wholesale,
Treasury & International Banking
Directorate, he served as the Executive
Business Officer, Commercial & Business
Banking of Bank Mandiri (2013-2014),
Vice President of Commercial Banking
Center Manager of Jakarta Plaza Mandiri
(2010-2013), Vice President of Commercial
Banking Center Manager of Jakarta Kelapa
Gading (2007-2010), Vice President
Commercial Banking Center Manager
Bekasi (2007).
Muhammad Busthami
Work Experience
Graduated from the Faculty of Economy,
State University of Riau, in 1989.
Prior to serving as the SEVP on Special
Asset Management Directorate, he
served as a Vice President of Asset Equity
Management & Disposal, Special Asset
Management Group (2014), Executive
Director of Bank Mandiri (Europe) Ltd in
London, United Kingdom (2010-2013),
Vice President of Bank Mandiri in Dili –
Timor Leste branch (2007-2008), Assistant
Vice President of Bank Mandiri in Dili –
Timor Leste Branch (2006-2007)
Coach 60 Hours APPR Certification (2014),
Great Leader Program Phase III (2011),
Environmental Risks Analysis (2011),
Creating Value to Keep Profitable Forum
(2009), Ship Insurance and Financing
Workshop (2009), etc.
Nomination Basis
SK No. 16/332-KEP/DIR Dated 12 June 2014
64
SK No.16/333-KEP/DIR tanggal 12 June 2014
SEVP on Special Asset Management
Directorate
Jambi, 9 September 1966
Graduated from the Faculty of Law,
University of Indonesia, in 1989. Earned
his Master of Arts from the International
University of Japan in 1997.
trainings, among others, Roadmap
to Committed Vision and Strategic
(2007), The Global Financial Institution
Symposium, series: The Eurozone Paradox
in London, England (2011), Enterprise Risk
Management in the Digital Era in London,
England (2011), Coaching for Leadership
in Jakarta (2009), Adversity Quotient in
Jakarta (2009), etc.
Nomination Basis
SK No. 16/334-KEP/DIR Dated 12 June
2014
Management
Key
Analysis
andHighlights
Discussion
2
Management
Corporate
Report
Governance
4
Company
Financial
Profile
Report
5
1
67
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Board of
Directors
& SEVP
3
6
7
8
1. Agus Sudiarto
President Director
2. Achmad Syamsudin
Risk Management
Director
3. Agus Dwi Handaya
Finance & Distribution
Netwok Director
4. Fahmi Ridho
5. Putu Rahwidhiyasa
Compliance
& People
Management Director
6. Edwin Dwi Djajanto
Senior Executive Vice
President
7. Kusman Yandi
President
8. Muhammad Busthami
President
68
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Statement Letter on
Responsibilities for Accuracy of Annual Report Content
PT Bank Syariah Mandiri Year 2014
This Annual Report, including Corporate Governance Report, Financial Statement and other related information are the responsibilities
of BSM Management and have been approved by all Board of Commissioners and Board of Directors through their respective
signatories below:
Jakarta,
28 February 2015
Ventje Rahardjo
Ramzi A. Zuhdi
Bambang Widianto
Zulkifli Djaelani
Agus Fuad
Commissioner
Board of Directors
Agus Sudiarto
President Director
Achmad Syamsudin
Director
Agus Dwi Handaya
Director
Fahmi Ridho
Director
Putu Rahwidhiyasa
Director
71
Company
Profile
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74
75
77
84
86
89
92
92
92
94
96
97
98
98
98
99
100
102
102
Company Profile
Corporate Identity
Company’s Brief History
Line of Business
Organizational Structure
Executives Profile
Vision, Mission and BSM Shared Values
Board of Commissioners Identity and Resume
Board of Directors Identity and Resume
Number of Employees and Competence
Development
Group Structure
Synergy of Mandiri Group
Shareholding Composition
List of Subsidiaries / Affiliates
Listing Chronology of BSM Shares
Listing Chronology of Other Securities
Supporting Institutions and Professions of the
Company
Significant Events of 2014
Operating Area
Human Capital
Key
Highlights
Management
Report
Company
Profile
Corporate
Identity
Name
Address
Social Media
@syariahmandiri
Wisma Mandiri I Jl. MH.
Thamrin No. 5 Jakarta
10340 – Indonesia
Establishment Date
Phone
1 November 1999
(62-21) 2300 509, 3983 9000
(hunting)
Authorised Capital
Call Center
BSM Call 14040
(021) 2953 4040
Facsimile
(62-21) 3983 2989.
Website
www.syariahmandiri.co.id
ATM Network
25 October 1999
Initial Operating Date
Total ATM of 164,737
network, include:
• ATM Syariah Mandiri
• ATM Mandiri
• ATM BERSAMA
• ATM Prima dan
• Malaysia Electronic
Payment System (MEPS)
Number of Employees
16,895 employees
IDR 2,500,000,000,000
Paid-Up Capital
IDR 1,489,021,935,000
Equity
IDR 4,936,978,820,073
Serving Offices
865 serving offices throughout
Indonesia
Email
[email protected]
74
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Company’s
Brief History
July 1999. The merger policy
was also determined PT Bank
Mandiri (Persero) tbk as the
majority shareholder of PT
Bank Susila Bakti (BSB). PT
BSB is a conventional bank
owned by Employees Welfare
Foundation (YKP) of PT
Bank Dagang Negara and PT
Mahkota Prestasi.
To recover from the
economic crisis, PT BSB was
also merged with several
banks and invited foreign
investors. As an action plan
of Sharia Economy System
Development initiative, the
Government implemented
Law No. 10 of 1998 that
granted an opportunity for
commercial banks to also
serve sharia transactions
(dual banking system). As a
response, PT Bank Mandiri
(Persero) Tbk consolidated
and established Sharia
Banking Development team,
aiming to develop Sharia
Banking Service in PT Bank
Mandiri (Persero) Tbk.
corporate group.
Multi-dimensional crisis hampered
Indonesia in 1997 – 1998 brought
distinct blessing for the milestone
of sharia banking system in
Indonesia. When the conventional
banks severed the economic crisis,
a paradigm on new concept to
save the economy from prolonged
crisis was flourishing. In the other
hand, to recover economy
generally, the Government took
an initiative to merge 4 (four)
Government-owned banks,
namely Bank Dagang Negara,
Bank Bumi Daya, Bank Exim
and Bapindo into one entity,
a strong bank named PT Bank
Mandiri (Persero) Tbk on 31
75
Key
Highlights
Management
Report
The Sharia Banking Development
Team assumed that the
implementation of the Law as a
momentum to convert PT Bank
Susila Bakti from a conventional
bank to become a sharia bank.
Therefore, the Sharia Banking
Development Team immediately
prepared its system and
infrastructure that BSB business
activity was transformed from
Conventional bank to a Bank
operated based on sharia-principle
under the name of PT Bank Syariah
Mandiri as stated on Notarial
Deeds: Sutjipto, SH No. 23 dated 8
September 1999.
Company
Profile
BSB business activity business
transformation to sharia commercial
bank was confirmed by the
Governor of Bank of Indonesia
under its Decree No. 1/24/KEP/
BI/1999 dated 25 October 1999.
Further, under the Decree of
Senior Governor Deputy of Bank of
Indonesia No. 1/1/KEP.DGS/1999, BI
approved the change of name to be
PT Bank Syariah Mandiri (BSM).
Following the said confirmation
and legal acknowledgement, PT
Bank Syariah Mandiri started its
operations legally as of Monday, 25
Rajab 1420 H or 1 November 1999.
PT Bank Syariah Mandiri came and
presented with harmonization of
business idealism and spiritual
values. Bank Syariah Mandiri
grew to be a bank that capable in
harmonizing both of them, which
underlying its operating activities.
This harmonization between
business idealism and spiritual
values become one of strong points
of Bank Syariah Mandiri in its
performance in Indonesian banking
industry.
Milestones
1955
1967
1973
Establishment of
PT Bank Industri
Nasional (PT BINA)
Change of name of
PT BINA to be PT
Bank Maritim
Indonesia
Change of name of
PT Bank Maritim
Indonesia to be PT
Bank Susila Bakti
1999
PT Bank Susila Bakti
was converted to be
a sharia bank and
changed its name to
be PT Bank Syariah
Mandiri
Change of Name
PT Bank Industri
Nasional
(PT BINA)
PT Bank
Maritim
Indonesia
PT Bank
Susila Bakti
Information on the Company Logo :
1. General Meaning :
a. The choose of small capitals on the logo shows the proximity with customers while maintaining
humble attitude.
b. Friendly to all business segments of any classifications.
c. The two writings on the logo (“mandiri” and “syariah”) are a unity, but may have a change in color
when needed.
2. Color of Alphabets :
a. Green symbolizes prosperity, wealth and peacefulness.
b. Green is also identic with the universal world of Islam.
3. Liquid Gold Wave :
a. Liquid gold wave symbolize wealth, prosperity and glory.
b. b.Gold arch symbolizes the character that agile, progressive, future outlook, excellent in any
possibilities that may come.
76
Management Analysis
and Discussion
Line of
Business
Business Lines Based on the
Latest Articles of Association
and Business Lines that are
Currently Operated
The business lines of BSM based on
the latest Amendment Deed No.
2 Dated 2 June 2014 as approved
by the Minister of Law and Human
Rights of the Republic of Indonesia
under its Decree No. AHU12852.40.22.2014 Dated 10 June
2014, the Articles of Association of
BSM, are as follows:
1. Collection of fund for savings in
form of demand deposits, savings
or other form considered the
same based on wadi’ah contract
or other contract that in line with
sharia principles;
2. Collection of fund for
investments in form of time
deposits, savings or other form
considered the same based on
mudharabah contract or other
contract that in line with sharia
principles;
3. Channeling of profit sharing
financing based on mudharabah
contract, musyarakah contract,
or other contract that in line with
sharia principles;
4. Channeling of financing based
on murabahah contract, salam
contract, istishna contact, or
other contract that in line with
sharia principles;
5. Channeling of financing based on
qardh contract or other contract
that in line with sharia principles;
Corporate
Governance
6. Channeling of financing to rent
movable or immovable goods
to the customers based on
ijarah contract and/or purchase
lease in form of ownership
ijarah muntahiyabitta or other
principles;
7. Acquisition of debts based
on hawalah contract or other
principles;
8. Debit card and/or financing
card businesses based on sharia
principles;
9. Purchase, sale, or guarantee
of own risks for third party
securities issued based on real
transactions, among others
such as ijarah, musyarakah,
mudharabah, murabahah,
kafalah, or hawalah contract;
10.Purchase of securities based
on sharia principles issued by
the government and/or Bank of
Indonesia;
11.Receive of payment from claim
of securities and calculate
with third party or amongst
third parties based on sharia
principles;
12.Depository services for the
interests of other party based
on a contract in sharia-principles
basis;
13.Provision of depository spaces
for goods and securities based
on sharia principles;
14.Transfer of money, either for
own needs or customers needs
based on sharia principles;
15.Trustee function based on
wakalah contract;
16.Provision of letter of credit or
bank guarantee facility based on
sharia principles;
17.Other activities as commonly
engaged in banking and social
fields as long as those activities
in line with sharia principles and
the prevailing law;
Financial
Report
18.Foreign currency activities
based on sharia principles;
19.Capital investment activities
in sharia commercial bank or
financial institution engaging
in business activities based on
sharia principles;
20.Temporary capital investment
activities to manage financing
failure based on sharia
principles, subject to recall of
the investment;
21.Establish and manage
pension fund based on sharia
principles;
22.Capital market activities as
long as in line with sharia
principles and capital market
law;
23.Activities or products of the
bank that based on sharia
principles by using electronic
means;
24.Issuance, offering, and trading
of short term securities based
on sharia principles, either
directly or indirectly through
money market;
25.Issuance, offering, and trading
of long term securities based
on sharia principles, either
directly or indirectly through
capital market;
26.Provision of other products
or business activities of sharia
commercial bank based on
sharia principles.
All of the above activities are
operated by BSM.
.
77
Key
Highlights
Management
Report
Products and Services of BSM
Products/Services of BSM can be
classified into 3 (three) products /
services as follows:
1
Funding
Products
2
Financing
Products
3
Services
Products
Funding Products
1. BSM Saving
Saving account in Rupiah
currency under Mudharabah
Mutlaqah contract with cash
withdrawal facility on mutually
approved conditions.
2. BSM Scheduled Saving
Time saving account with
progressive profit sharing and
guarantee of predefined fund
target achievement and is
complemented with insurance
protection.
3. BSM Simpatik Saving
Saving account based on
wadiah principle, in which cash
withdrawal can be made at any
time based on the mutually
agreed conditions.
4. BSM Mabrur Saving
Saving account to assist adult
customers in planning hajj &
umrah.
78
5. BSM Mabrur Juneor Saving
Saving account to assist
children customers in
planning hajj & umrah.
6. BSM Dollar Saving
Dollar denominated saving
account with ease of cash
withdrawal and deposit
transactions at any time or in
accordance with BSM policy
by using a withdrawal form.
7. BSM Investa Cendekia Saving
(TIC)
Time saving account for
financial planning especially
for children education plan.
8. BSM Corporate Saving
Saving account that
mainly made for collecting
outstanding fund of demand
deposits accounts owned by
institutions / companies in
legal entity form by using an
auto-save feature.
9. BSM Kurban Saving
Saving account in Rupiah
currency to assist the
customers in planning
Kurban and Aqiqah.
10.BSM Pension Saving
Saving Account in Rupiah
currency in cooperation with
PT Taspen for Indonesia civil
servant pensioners.
11.BSM TabunganKu Saving
Individual saving account
with easy and simple
requirement, which is issued
collectively by Indonesian
banks to foster the saving
habit and to improve society
welfare.
Company
Profile
12.BSM Time Deposits
Time deposits product which
withdrawal can only be made on
certain maturity period based on
mutually agreed conditions.
13.BSM Foreign Currency Time
Deposits
Time deposits product in foreign
currency which withdrawal can
only be made on certain maturity
period based on mutually agreed
conditions.
14.BSM Demand Deposits
Saving facility which cash
withdrawal can be made at
any time by using cheque,
promissory notes or other
payment instrument under
wadiah yad dhamanah principle.
15.BSM Foreign Currency Demand
Deposits
A USD-denominated saving
account which cash withdrawal
can be made at any time
management based on the
16.BSM Demand Deposits in
Singapore Dollar
A Singapore Dollar denominated
saving account which cash
withdrawal can be made at any
time management based on the
17.BSM Demand Deposits in Euro
A Euro denominated saving
account which cash withdrawal
can be made at any time
management based on the
Management Analysis
and Discussion
Financing Products
1. BSM Mudharabah Financing
Financing facility for the whole
working capital required by
the customers facilitated by
the bank. Any revenue shall
be shared in accordance with
mutually agreed profit sharing
scheme.
2. BSM Musyarakah Financing
Special Financing for working
capital, where the fund from
the bank is a part of business
capital of the customers and the
revenue shall be shared based on
mutually agreed profit sharing
scheme.
3. BSM Murabahah Financing
Financing based on trading
agreement between the bank
and customers. The Bank shall
purchase the goods required and
re-sel them to the customers
at basic price with additional
mutually agreed profit margin.
This product can be used
for business requirements
(investments, working capital)
and consumers financing.
4. BSM Hajj Bailouts Financing
Bailouts facility provided by
the bank to the customers
specifically to cover lack of fund
to obtain a hajj seat and at the
BPIH settlement date.
5. BSM Istishan Financing
Financing for procurement of
goods under Istishna scheme,
which can be short, medium
and long-term financing to meet
procurement requirements
(istishna object). Installment
period of this product shall
exceed the goods procurement
period (goods in process) and
Corporate
Governance
the bank shall acknowledge
the income which become
the bank’s share during the
installment period, either when
the procurement is based on
shipping percentage of the goods
or after the goods is ready.
6. Financing with IMBT (Ijarah
Muntahiyah Bittamilk) Scheme
Ijarah Muntahiyah Bittamilk
financing is a financing facility
under leasing scheme for a
leased object between the bank
and the customers during certain
period that shall be ended with
transfer of ownership of the
goods to the customers.
7. Mudharabah Muqayyadah
Financing Off Balance Sheet
Mudharabah Muqayyadah off
Balance Sheet is channeling
manner of Mudaharabah
Muqayyadah fund, wherein the
Bank serves as channeling agent,
thus the Bank shall not face any
risk.
8. BSM Customer Network Financing
BSM Customer Network
Financing (BSM - CNF) is working
capital financing facility provided
to customers (agent, dealer and
others) for purchasing goods
inventory for Partners (ATPM,
producers/distributors and
others) in cooperation with the
Bank.
9. BSM Warehouse Financing
It is a commercial transaction
financing on tradable
commodity/product generally
with main collateral as financed
commodity/product and located
in independently controlled
warehouse or premise.
Financial
Report
10.PKPA
Financing for Members
of Cooperatives (PKPA)
is financing for members
of cooperative to fulfill
the members’ consumer
requirement (collective)
who proposes financing to
employees cooperative
11.BSM Implant
It is a consumer financing
product in the Rupiah
currency for permanent
employees of the company
or members of Employees
Cooperative through collective
application (in group).
12.BSM Housing Financing
BSM Housing Financing is a
short, medium or long term
financing to finance purchase
of houses (consumers),
either new or used, in
developer neighborhood with
murabahah system.
13.BSM Financing for Subsidized
Housing
BSM Financing for Subsidized
Housing is a financing facility
to purchase Simple Healthy
House (RS Sehat/RSH)
constructed by a developer
with a supporting facility of
down payment subsidy from
the government.
14.BSM Financing for Ownership
of Rumah Sejahtera Syariah
Tapak
BSM Financing for Ownership
of Rumah Sejahtera Syariah
Tapak is a financing supported
by the Housing Financing
Liquidity Facility (FLPP)
managed by the Ministry of
People Housing and issued
by the executing bank with
79
Key
Highlights
sharia basis operations to the
customers with low income to
own Rumah Sejahtera Syariah
Tapak that may be purchased
from individuals and/or legal
entity.
15.BSM PUMP-KB Housing
Financing
BSM Housing Financing
with Down Payment Loan
– in Cooperation with Bank
(PUMP-KB) is a financing
supported with the funding
from BPJS Employment
to BSM for ownership
or purchase of house
to the members of BPJS
Employment.
16.BSM Optimum House
Ownership Financing
BSM Optimum Housing
Financing is a financing
for house ownership
with additional benefit of
additional financing facilities
that can be disbursed by the
customers at certain time
within the validity period of
securities that can still cover
total financing and with
calculation on debt to service
ratio of the customers.
17.BSM Pension
BSM Pension financing is a
financing granted to retirees
to provide opportunities and
ease in obtaining financing
facilities to bridge the needs
of the retirees.
18.BSM Medical Equipment
BSM Financing for Medical
Equipment is a financing to
purchase working capital
or supporting equipment in
medical works.
80
Management
Report
Company
Profile
19.BSM Oto
Financing for purchase of
vehicles, either new or
second hand cars.
26.BSM Gold Pawning
Financing based on gold
collateral as an alternative to
obtain cash immediately.
20.BSM Eduka
BSM Financing Eduka is a
financing to meet education
costs.
27.BSM Gold Installment
Financing to own gold in
installment payments.
21.Revolving Fund Financing
Financing facilities for
working capital with
musyarakah principle, which
withdrawal can be made at
any time depending on the
real needs of the customers.
1. BSM Card
It is a media to conduct
transactions of withdrawal,
payment and overbook
of fund in ATM BSM, ATM
Mandiri, ATM Bersama,
ATM Prima and ATM MEPS
(Malaysia). BSM Card also
functions as a debit card that
can be used for shopping
transactions in merchants
that use EDC Bank Mandiri or
Prima Debit (BCA).
22.Umrah Financing
Short-term financing to
facilitate the needs for
umrah travel, such as tickets,
accommodation, and other
umrah costs with ijarah
contract.
23.Secured Financing with
Syariah Mandiri Tied
Investment
Financing with cash collateral,
in which the investor limits
the bank on the place,
manner, and object of
investment.
24.BSM Micro Shop Financing
Short-term financing to be
used to facilitate business
needs as well as multi-uses
with maximum financing
up to IDR 100 million with
murabahah and ijarah
contracts.
Services Products
2. BSM ATM
It refers to ATM Machines
owned by BSM. BSM ATM
used by the customers
of BSM, customers of
Prima banks, customers
of ATM Bersama banks,
and customers of Bancard
(Malaysia) banks.
3. BSM CALL 14040
Banking services by phone
with access number of 14040
or 021 2953 4040, that can
be used by the customers to
obtain information on banking
services.
25.BSM Vehicles Financing (PKB)
Financing for purchase of
vehicles with murabahah
system.
Management Analysis
and Discussion
4. BSM Mobile Banking
It is a banking services
product through SMS
technology that eases
any banking transaction,
wherever, whenever.
5. BSM Mobile Banking
Multiplatform
It is a distribution channel
owned by BSM to access
the accounts owned by
the customers by using
the technology of GPRS/
EDGE/3G/BIS and WIFI
through smart phones.
Smart phones platform that
can be used for this product
are BlackBerry, Android, iOS
and Symbian.
6. BSM Net Banking
It is a facility of banking
services that can be used by
the customers to conduct
banking transactions (as
determined by the bank)
through internet network by
using computers or smart
phones.
7. BSM Notification
It is a service to provide
immediate information of
any mutation transaction of
the customers in line with the
type of transactions that are
registered by the customers
to be reported through SMS
or email medium.
8. MBP (Multi Bank Payment)
It is a service to ease
any payment to certain
institutions (namely
education institutions,
insurances, special
entities, non-bank financial
institutions) through
overbooking menu in any
ATM of the bank.
Corporate
Governance
9. BPI (BSM Institution Payment)
It is a service of payment with
a direct connection to the
relevant institution in online
real time.
10.BPR Host to Host
It is a cooperation form
between BSM with BPR/BPRS
that enable the customers of
the BPR/BPRS to obtain ATM
card that can be used in ATM
BSM, ATM Bank Mandiri, ATM
Bersama and ATM Prima.
11.BSM E-Money
It is a prepaid card with smart
card basis issued by Bank
Mandiri in cooperation with
BSM.
12.BSM Payment Point
It is a banking service in
receiving the customers’
electricity and telephone bills,
payment of prepaid electricity
voucher, prepaid cellular
phone (Simpati, IM3, XL)
and post-paid cellular phone
(Indosat and IM2), premium
payment of Takaful Insurance,
and ticket payment of Garuda
Indonesia. Payment point
services can be done in cash or
debit of saving account.
13.PPBA (Payment through
Overbooking in ATM)
It is a service of payment
to certain institutions (i.e.
education institutions,
insurances, special entities,
non-bank financial entities)
through overbooking menu in
the ATM.
14.BSM Pooling Fund
It is a facility provided by the
Bank to ease the customers
in automatic management
of their fund in each of their
accounts, in accordance with
the requirements of the
customers.
Financial
Report
15.BSM Sale and Purchase of
Foreign Currencies
Exchange of Rupiah currency
with any foreign currency, or a
foreign currency with another
foreign currency, between BSM
and the customers.
16.BSM Bank Guarantee
Written agreement provided
by the bank to a third party,
that the bank is willing to
comply with certain obligations
to the third party if at certain
time as agreed between the
parties, the guaranteed party
(i.e. customers) fails to comply
with its obligations.
17.Electronic Payroll
Payment of employees’ salary
through the latest technology
of BSM in easy, secure, and
flexible manner.
18.BSM SKBDN
Written agreement based on
a written application of the
customers to engage BSM as
an opening bank to pay the
receiving party or to receive
and pay a draft (money order)
when it is due, as withdrawn
by the receiving party, or
to authorize other bank to
conduct the payment to the
receiving party, or to negotiate
drafts (money orders)
that are withdrawn by the
receiving party for delivery of
documents (for this moment
only applicable for BSM with
BSM).
19.BSM Letter of Credit
Written agreement based on
a written application from the
customers that engages BSM
as an opening bank to pay to
the receiving party or its order
or to receive and pay a draft
(money order) when it is due
as withdrawn by the receiving
party, to authorize another
81
Key
Highlights
bank to conduct the payment
to the receiving party, or to
negotiate drafts (money orders)
withdrawn by the receiving party
for the delivery of documents.
20.BSM Western Union Transfer
Money transfer services as well
as money receiving services in
real time on line basis and can be
made inter countries as well as
domestic.
21.BSM Clearing
Bank draft collection on another
bank that is located under the
same clearance region.
22.BSM Collection (inkaso)
Bank draft collection on another
bank that is located under the
same clearance region or in a
different country; the collected
fund is credited to the customer’s
account.
23.BSM Intercity clearing
Bank draft (check/transfer form
in Rupiah) collection from a bank
in a different clearance region,
allowing for the customer to
receive the collected fund the
next business day.
24.BSM RTGS (Real Time Gross
Settlement)
Rupiah currency interbank realtime transfer within the same
city or different cities. Effective
transfer within minutes.
25.Domestic Transfer (LLG)
Interbank fund transfer in the
same local area of clearance.
26.D.U.I.T (Dana Untuk Indonesia
Tercinta) Transfer
Money transfer services from
overseas to Indonesia. Currently,
BSM is in cooperation with
Merchantrade Asia (MTA)
Malaysia.
82
Management
Report
27.BSM Online Tax
Taxpayer facility to pay
tax obligation (other than
import tax payment)
through automatic account
debiting or by cash.
28.BSM Importing Tax
Facility for importers to
pay imported commodity
tax via online channel as
a requirement to ship the
commodity from custom
warehouse.
29.BSM Bank Reference
A reference letter issued by
Bank Syariah Mandiri upon
customer official letter for a
specific purpose.
30.BSM Standing Over
facility for the customers
to simplify their financial
transactions that need
repeat transfer among
accounts. By this service,
the customers need only
a single instruction for the
bank.
31.BSM Transfer Valas
Foreign currency transfer
consists of:
• Outgoing transfer
from BSM customer to
customer of another
bank at home country or
overseas.
• Incoming transfer from
customer of another
bank at home country
of overseas to BSM
customer
Company
Profile
32.BSM Offline Payment System
BSM payment system with
offline basis can be used
by institutions with many
customers to conduct payment
transactions from their
customers in all BSM counters.
33.Retail State Sukuk
BSM as a Selling Agent in
Initial Market, offers a State
Sharia Securities (SBSN)
in retail basis or known as
Retail State Sukuk (Sukuk
Negara Ritel). Retail State
Sukuk refers to State Sharia
Securities (State Sukuk)
that are sold to individuals
or Indonesian individuals
through a Selling Agent in
domestic Initial Market.
Appointment of BSM as a
Selling Agent of Retail State
Sukuk was determined by the
Government. Retail State
Sukuk product offered by BSM
are as follows:
a. Retail State Sukuk Series
SR-001
Was due on 25 February
2012
b. Retail State Sukuk Series
SR-002
2013
c. Retail State Sukuk Series
SR-003
2014
d. Retail State Sukuk Series
SR-004
Maturity Date on 21
September 2015.
e. Retail State Sukuk Series
SR-005
Maturity Date on 27
February 2016
f. Retail State Sukuk Series
SR-006
Maturity Date on 5 March
2017
Management Analysis
and Discussion
34.Mutual Funds
BSM is registered as Selling
Agent of Mutual Funds
Securities (APERD) based on
Registration Certificate No. 25/
BL/STTD/APERD/2007 from the
Capital Market and Financial
Institutions Supervisory Board
dated 24 April 2007.
Mutual Funds is a medium
to collect fund from public
investors, which fund to
be invested in a Securities
Portfolio by the Investment
Manager. Based on Law No.
8 of 1995 regarding Capital
Market, Mutual Funds can be
established in form of Limited
Liability Company, either
private or public, as well as
Collective Investment Contract.
Corporate
Governance
b. M
utual Funds Sharia Mandiri
Investa Atraktif (Sharia
MITRA)
This is a product of Sharia
Mutual Funds issued by PT
Mandiri Manajemen Investasi
(MMII), the type is equity
fund, i.e. a medium used for
fund collection from public
investors, which at least 80%
of the fund to be invested
by the Investment Manager
in Sharia Stock Securities
portfolio.
Financial
Report
c. c.Sharia Mutual Funds Sharia
BNP Paribas Pesona (BNPP
PS)
This is a product of Sharia
Mutual Funds issued by PT
BNP Paribas Investment
Partners, the type is equity
fund, i.e. a medium used for
fund collection from public
investors, which at least 80%
of the fund to be invested
by the Investment Manager
in Sharia Stock Securities
portfolio.
Legal form of Mutual Funds
marketed by BSM is Collective
Investment Contract.
Meanwhile Mutual Funds
products offered through BSM
are as follows:
a. Mutual Funds Mandiri
Investa Sharia Balancing
(MISB)
This Sharia Mutual Funds
product issued by PT
Mandiri Manajemen
Investasi (MMI), the thype
is balanced fund, i.e. a
medium used for fund
collection from public
investors, which fund to be
invested by the Investment
Manager in portfolio of
Sharia Stock Securities,
Sharia Money Market
Securities, and Sharia
Bonds.
83
Key
Highlights
Management
Report
Organizational
Structure
Retail Directorate
Edwin Dwidjajanto
Micro Banking & Hajj
Yuniarto Joko
Purwanto
Consumer Banking
Jeffry Prayana
Pawning
Andri Vendredi
Retail Customer
Management
Dewa Bagus Ivan Baruna
Small Banking
Teguh Budi Santoso
Company
Profile
Board of Sharia
Supervisory
Wholesale, Treasury
& International
Directorate
Kusman Yandi
Corporate Banking
Siti Nurdiana
Commercial Banking
Anton Sukarna
Finance & Distribution
Network Directorate
Agus Dwi Handaya
Risk Management
Directorate
Achmad Syamsudin
Planning, Development
& Performance
Management
M. Fanny Fansyuri
Enterprise Risk
Management
Ana Nurul Khayati
Accounting
Suhendar
Retail, Micro
and Small Risk
Assessment
Ramadhona Fitri
Special Financing &
Syndication
Indra Falatehan
Corporate Secretary
Taufik Machrus
Treasury &
International
Banking
Rahmat Syukri
Network
Gunawan Arief
Hartoyo
Commercial and
Corporate Risk
Assessment
Asriel Hay
Policy & Procedure
Subki Matsyah
Region I-V
Remittance Business &
Transfer
Erick L. Pardede
84
Branch
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
GMS
(General Meeting of Shareholders)
Audit Committee
President Director
Agus Sudiarto
Board of
Commissioners
Nomination &
Remuneration Committee
Risk Monitoring
Committee
Compliance & People
Management Directorate
Putu Rahwidhiyasa
IT & Operation
Directorate
Fahmi Ridho
Compliance
Priyo Prakoso
IT Strategy &
Assurance
Agus Tri Widodo
Transformation
Management &
Corporate Culture
Dian Faqihdien
Suzabar
Human Capital
Achmad Fauzi
Learning Centre
Eka Bramantya
Danuwirana
IT Operation
Khoirul Huda S.
Riyadi
Special Asset Management
Directorate
Muh. Busthami
Financing
Restructuring &
Recovery 1
Firman Jatnika
Financing
Restructuring
& Recovery 2
Rustanti Rachmi
Internal Audit &
Anti Fraud
Mardiana
Risk Management
Committee
Operation
Roosita Abdullah
Finance Operation
Aji Erlangga
Martawireja
Financing
Restructuring &
Recovery 3
Sulistyo Budi
Legal
Tri Widiyono
Alternate Channel
Zul Ikbal
Procurement &
Services
Musdar Ayub
Bussiness unit
Support unit
Bank Syariah Mandiri determined the structure of organization in its Board of
Directors Decree Letter No. 327/KEP/DIR Dated 12 June 2014
85
Key
Highlights
Executives
Profile
Retail Directorate
Jefry Prayana
Serving as the Head of Consumer
Banking Division based on SK
No.16/090-KEP/DIR dated 11
February 2014. Born in Medan on
20 January 1972. Graduated from
Machinery Engineering Faculty of
Bandung Technology Institute (ITB)
in 1999 and Master degree from
Faculty of Economy, Specialized
in Islamic Middle East Studies,
University of Indonesia, in 2007.
Joining BSM since 2000.
Andri Vendredi
Serving as the Head of Pawning
Division based on SK No.16/090KEP/DIR dated 11 February 2014
(PWD). Born in Bandung on 12 April
1968. Graduated from the Faculty
of Economy, Parahyangan University.
Dewa Bagus Ivan Baruna
Serving as the Head of Retail
Customer Management Division
based on SK No.13/234A-KEP/
DIR dated 18 May 2011. Born in
Denpasar on 29 September 1965.
Graduated from the Faculty of
Engineering, National Science and
Technology Institute in 1990. Joining
BSM since 1999.
86
Management
Report
Teguh Budi Santoso
Serving as the Head of Small Banking
Division based on SK No.15/1007KEP/DIR dated 20 August 2013.
Born in Nganjuk in 1 May 1964.
Graduated from Agriculture Faculty,
Surakarta 11 March University.
Joining BSM since 10 March 2003.
Erick Lasac Pardede
Serving as the Head of Remittance
Business & Transfer Division based
on SK No.14/747-KEP/DIR dated 13
December 2012. Born in Sibolga
on 23 October 1959. Graduated
from Engineering Faculty of Trisakti
University in 1988 and earned his
Master of degree from Finance
Faculty (Business Administration)
from Oklahoma City University in
1991. Joining BSM since 18 August
2003.
Yuniarto Joko Purwanto
Serving as the Head (pjs) Micro
Banking and Hajj Division based
on SK No.15/1007-KEP/DIR dated
12 September 2013. Born in
Jakarta on 6 June 1966. Graduated
from Agriculture Faculty, Bogor
Agriculture Institute in 1989. Joining
BSM since 18 June 2001.
Wholesale, Treasury &
International Directorate
Siti Nurdiana
Serving as the Head of Corporate
December 2012. Born in Jakarta
on 16 December 1966. Graduated
from Faculty of Economy, Padjajaran
University in 1991. Joining BSM
since 1999.
Company
Profile
Anton Sukarna
Serving as the Head of Commercial
December 2012. Born in Bandung
on 24 November 1970. Graduated
from Faculty of Farming, Bogor
Agriculture Institute in 1994. Joining
BSM since 1 November 1999.
Indra Falatehan
Serving as the Head of Special
Financing Syndication Division based
on SK No.14/747-KEP/DIR dated 13
on 3 March 1978. Graduated from
Engineering Faculty, University of
Indonesia in 2002. Joining BSM
since 3 September 2002.
Rahmat Syukri
Serving as the Head of Treasury
and International Banking Division
based on SK No.16/531-KEP/DIR
dated 16 September 2014. Born
in Bukittinggi on 3 March 1965,
graduated from Faculty of Economy,
Andalas University in 1990 and earn
his master degree on Agribusiness
Management from Bogor Agriculture
Institute in 2003. Joining BSM since
15 August 2014.
Finance & Distribution Network
Directorate
M. Fanny Fansyuri
Serving as the Head of Planning
Development & Performance
Management Division based on
SK No. 16/090-KEP/DIR dated 11
February 2014. Born in Bandung
on 14 April 1967. Graduated from
Faculty of Economy, Padjajaran
since 1999.
Management Analysis
and Discussion
Suhendar
Serving as the Head of
Accounting Division based on
SK No.16/624-KEP/DIR dated 21
October 2014. Born in Jakarta on
11 May 1976. Graduated from
Faculty of Economy, University of
Indonesia in 2002. Joining BSM
since 26 August 2004.
Taufik Machrus
Serving as the Head of Corporate
Secretary Division based on
SK No.14/747-KEP/DIR dated
13 December 2012. Born in
Pasuruan on 3 April 1968.
Economy, Airlangga University
in 1994.Joining BSM sine 1 June
2001.
Gunawan Arief Hartoyo
Serving as the Head of Network
Division based on SK No.16/908KEP/DIR dated 24 September
2014. Born in Sukohardjo on 26
March 1971. Graduated from
Faculty of Economy, Airlangga
since 27 December 1999.
Risk Management
Directorate
Ana Nurul Khayati
Serving as the Head of Enterprise
Risk Management Division
dated 11 February 2014. Born
in Madiun on 26 March 1972.
Law, Gadjah Mada University
in 1997 and earned her master
degree from the Faculty of Law,
Corporate
Governance
Ramadhona Fitri
Serving as the Head of Retail
Micro and Small Risk Assessment
Division based on SK No.14/309KEP/DIR dated 28 May 2012.
Born in Deli Serdang on 3
March 1961. Graduated from
Agriculture Faculty, Bogor
Agriculture Institute in 1984.
Joining BSM since 1 June 2012.
Asriel Hay
Commercial and Corporate Risk
Assessment Division based on SK
No.14/309-KEP/DIR dated 28 May
2012. Born in Jakarta on 15 July
1966. Graduated from Economy
Faculty, Krisnadwipayana
University in 1991 and obtained
his Master degree from Sriwijaya
since 1 June 2012.
Subki Matsyah
Serving as the Head of Policy &
Procedure Division based on SK
No. 16/624-KEP/DIR dated 21
October 2014. Born in Aceh on
1 September 1964. Graduated
from Agriculture Faculty, Bogor
Agriculture Institute in 1986.
Compliance & People
Management Directorate
Financial
Report
Dian Faqihdien Suzabar
Transformation Management &
Corporate Culture Division based
on SK No. 16/363-KEP/DIR dated 27
June 2014. Born in Bandung on 18
November 1975. Graduated from
Engineering Faculty, University of
Indonesia in 1999 and a Master
Study from Faculty of Business
Information Technology, RMIT
University Melbourne Australia
in 2002. Joining BSM since 5
September 2011.
Achmad Fauzi
Serving as the Head of Human
Capital Division based on SK No.
14/747-KEP/DIR dated 13 December
2012. Born in Kuningan on 4
November 1965. Graduated from
Economy Faculty, Krisnadwipayana
University in 1989 and a Master
of Business Law from Padjajaran
University, Bandung in 2002. Joining
BSM since 2005.
Eka Bramantya Danuwirana
Serving as the Head of Learning
Centre Division based on SK No.
16/090-KEP/DIR dated 11 February
2014. Born in Tegal on 11 April
1969. Graduated from Engineering
Faculty, University of Missouri USA
in 1993 and a Master in Engineering
from Purdue University USA in 1995.
Priyo Prakoso
Compliance Division based on
SK No. 07/156-KEP/DIR dated
12 September 2005. Born in
Surabaya on 20 March 1959.
Graduated from Economy Faculty,
University of Indonesia in 1987,
obtained a Master of Business
Administration from Case
Western Reserve University Ohio
in 1997. Joining BSM since 1999.
87
Key
Highlights
IT & Operation Directorate
Agus Tri Widodo
Serving as the Head of IT
Strategy & Assurance Division
based on SK No.16/405-KEP/
DIR dated 6 August 2014. Born
in Solo on 15 October 1959.
Graducated from Management of
Informatics from STIMK, Jakarta
in 1980. Completed a Master
in Information Technology from
University of Indonesia in
1998. Joining BSM since 1 January
2010.
Khoirul Huda S Riyadi
Serving as the Head of IT
Operation Division based on SK
on 6 October 1975. Graduated
from Agronomy Faculty, Bogor
Agriculture Institute in 1999 and a
Master in Management from Budi
Luhur University in 2004. Joining
BSM since 1 September 2003.
Roosita Abdullah
Serving as the Head of Operation
Division based on SK No.16/405KEP/DIR dated 6 August 2014.
Born in Jakarta on 7 April 1961.
Graduated from Science Faculty,
University of Indonesia in 1987
and profession education from
Indonesian Bankers Institute in
2000. Joining BSM since 2002.
Aji Erlangga Martawireja
Serving as the Head of Financing
Operation Division based on SK
February 2014. Born in Bandung
on 2 July 1973. Graduated from
Economy Faculty, University of
Gadjah Mada in 2000. Completed
a Master of Management from
Joining BSM since 12 July 2004.
88
Management
Report
Zul Ikbal
Serving as the Head of Alternate
Channel Division based on SK
No.14/609-KEP/DIR dated 8 October
2012. Born in Bukittinggi on 9
December 1964. Graduated from
Economy Faculty of Padjadjaran
University in 1988. Joining BSM since
19 October 2009.
Special Asset Management
Directorate
Firman Jatnika
Restructure & Recovery 1 Division
dated 24 September 2014. Born
in Jakarta on 26 February 1970.
Padjadjaran University in 1995 and
Master of Economy from University
of Indonesia in 2005. Joining BSM
since 1999.
Rustanti Rachmi
Restructure & Recovery 2 (FRD2)
based on SK 16/090-KEP/DIR dated
11 February 2014. Born in Gombong
on 20 January 1967. Graduated
from Science Faculty, University
of Indonesia in 1990. Joining BSM
since 1999.
Sulistyo Budi
Restructure & Recovery 3 Division
based on SK No.16/090-KEP/
DIR dated 11 February 2014.
Born in Jember on 14 January
1963. Graduated from bachelor
and master programs from
the Agriculture Faculty, Bogor
Agriculture Institute in 1985 and
2001. Joining BSM since 2007.
Company
Profile
Tri Widiyono
Serving as the Head of Legal
Division based on SK No.15/285KEP/DIR dated 26 February 2013.
Born in Ponorogo on 22 July 1959.
Graduated from Law Faculty, Jakarta
Islamic University (Bachelor degree),
and obtained his Master Degrees
in Notary Studies from University
of Indonesia, in Business Law from
Krisnadwipayana University, Notary
and PPAT Candidate. Currently
completing his doctoral in Law
from the Law Faculty of Brawijaya
University. Joining BSM since 1
March 2013.
Musdar Ayub
Serving as the Head of Procurement
& Service Division based on SK
October 2014. Born in Jakarta on 23
October 1962. Graduated from UPN
Veteran, Jakarta in 1985. Joining
BSM since 1999.
President Directorate
Mardiana
Serving as the Head of Internal Audit
Division based on SK No. 15/473KEP/DIR dated 26 March 2013.
Born in Yogyakarta, 31 May 1971.
Majoring in Accountancy, from STIE
YKPN Yogyakarta in 1994. Joining
BSM since 1 April 2013.
Management Analysis
and Discussion
Corporate
Governance
Vision,
Mission and
BSM Shared
Values
To support the achievement of
corporate objectives, PT Bank
Syariah Mandiri (BSM) views the
necessity to determine the Vision
and strengthen the Mission of the
Company. The corporate mission
strengthening is carried by aligning
former mission statement with
actual condition.
BSM has implemented BSM Vision,
Mission and “ETHIC” (Excellence,
Teamwork, Humanity, Integrity, and
Customer Focus) Shared Values. The
Bank also has disseminated BSM
Vision, Mission and “ETHIC” Shared
Values to entire management of
BSM to acknowledge, understand
and conduct BSM Vision, Mission
and “ETHIC” Shared Values (ref:
Circular Letter No. 10/001/UMM
dated 30 January 2008 as renewed
by Circular Letter No. 16/005/UMM
dated 10 March 2014 on The 7
(Seven) Fundamentals of BSM.
Financial
Report
3. The Board of Directors evaluated
and identified the wishes and
requirements of the stakeholders
4. By considering internal powers,
external opportunities and wishes
the stakeholders, the Board of
Directors prepared the Vision,
Mission and BSM Shared Values
5. The Vision, Mission and BSM
Shared Values were conveyed
and evaluated by the Board of
Commissioners and then decided
as well as agreed jointly by the
Board of Commissioners and the
Board of Directors
6. The Board of Directors decided
the Vision, Missions and BSM
Shared Values in the Company’s
Long Term Plan
The stages in Preparing the Vision,
Mission and BSM Shared Values are
as follows:
the achievement of performance
and internal power of BSM
any external strategic changes
and considered business
opportunities in the future
89
Key
Highlights
Management
Report
Company
Profile
Vision
To Lead the Development of
Noble Economic Civilization
Missions
Information on the Vision
1. “Leading” as being the foremost,
2. “Development” is benefit realization by
seeking to improve in continuous and
sustainable manners within generations,
3. “Economic Civilization” is a condition where
the humankind has developed effective
procedures (tradition, culture, process,
system) in utilizing human resources and in
producing and trading goods and services
(Mirriam Webster Online),
4. “Noble” is honor, fair, respected, welfare –
bring welfare, Sharia-based, high value and
excellent.
90
1.
Achieving
sustainable growth
and profit exceeding
industry average
2.
Prioritizing lowcost fund collection
and finance
disbursement on
Micro and SME
segment
3.
Developing talent
management and
sound working
environment
4.
Increasing
awareness towards
the society and
environment
5.
Developing universal
sharia values.
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
BSM Shared Values
To achieve BSM Vision and Missions,
BSM individuals shall share for
BSM under common values. BSM
individuals have dig and agreed the
values, which are then referred to
as the BSM Shared Values. These
BSM Shared Values consist of ETHIC
(Excellence, Teamwork, Humanity,
Integrity and Customer Focus)
Shared Values
Major Behavior
Excellence
Prudence:
Perfect result oriented
Maintain the trust and engage in
continuous improvement process
Competence:
Competence improvement in line
with duties assigned and banker
profession demand
Teamwork
Trusted &Trust:
Develop synergized working environment
Develop trustable and trusting
attitude
Contribution:
Positive and optimum contribution
Humanity
Social & Environment care:
Develop high awareness of humanity and
environment
Maintain sincere awareness of
environment and social
Inclusivity:
Develop protecting attitude
Integrity
Honesty:
Act in noble, dignified, and
maintaining professional ethics attitude
Being honest
Good Governance:
Implement good corporate
governance
Customer Focus
Innovation:
Develop awareness on the importance
of customers and make the best effort
to exceed customers’ expectation (both
internal and external)
Develop process, services and
products to exceed customers’
expectation
Service Excellence:
Provide the best services that exceed
customers’ expectation
91
Key
Highlights
Management
Report
Company
Profile
Board of
Commissioners
Identity and
Resume
composition in 2014 is as follows:
No
Name
Position
1
Ventje Rahardjo
2
Ramzi A. Zuhdi
3
Bambang Widianto
4
Zulkifli Djaelani
5
Agus Fuad
Commissioner
Please refer to the section of Board
of Commissioners Profile to see the
information on the Resume of the
Board of Commissioners.
Board of
Directors
Identity and
Resume
Number of
Employees and
Competence
Development
Total number of BSM’s Employees in
2014 was 16,895 employees.
Number of Employees Based
on Position Level
2013
2014
President
-
3
Executive Vice President
3
4
22
19
8
7
Assistant Vice President
30
32
General Manager
58
77
Assistant General Manager
114
111
Senior Manager
285
308
Position Level
Senior Vice President
Vice President
The Board of Directors
composition in 2014 is as follows:
Name
Position
Manager
393
402
1
Agus Sudiarto
President Director
Deputy Manager
408
517
2
Achmad Syamsudin
Director
Assistant Manager
882
976
3
Agus Dwi Handaya
Director
Associate Manager
774
787
4
Fahmi Ridho
Director
Senior Executive
1.469
1.493
5
Putu Rahwidhiyasa
Director
Executive
2.595
2.245
Juneor Executive
1.601
1.145
Associate Executive
2.877
5.170
Non Clerk
5.439
5.170
16.945
16.895
No
Please refer to the section of
Board of Director Profile to see the
information on the Resume of the
Board of Director.
92
Total Employees
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
on Education Level
Education
Level
2013
2014
262
262
Bachelor
9.607
9.856
Diploma
1.728
1.502
High School
5.273
5.226
75
49
16.945
16.895
Master
Middle School
(others)
Total
on Employment Status
Employees
Year
Organic
Outsource
Total
1.663
7.432
16.945
1.161
7.365
16.895
Permanent
Temporary
2013
7.850
2014
8.366
Competence Development of
Employees
Competence development of
employees was done through
talent management approach.
The information on the number
of employees can be completely
seen in the Human Capital
section.
93
Key
Highlights
Management
Report
Company
Profile
Group
Structure
PT BANK MANDIRI (Persero) Tbk.
SUBSIDIARIES
PT Bank Syariah
Mandiri
n
Bank Mandiri
(Europe) Limited
BSM is one of Subsidiaries of PT Bank
Mandiri (Persero) Tbk. PT Bank Mandiri
has eight (8) Subsidiaries, 3 (three)
Affiliates, and 1 (one) Jointly Controlled
Entity.
94
PT Mandiri
Sekuritas
PT Bank Sinar
Harapan Bali
PT Mandiri
Tunas Finance
Mandiri
International
Remittance Sdn.
Bhd.
As 31 December 2014, BSM
has no Subsidiaries, Affiliates,
Joint Venture or Special Purpose
Vehicle (SPV).
n
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
SHARED-CONTROL
ENTITIES
AFFILIATES
PT AXA
Mandiri
Financial
Services
PT Mandiri AXA
General Insurance
PT Kustodian
Sentral Efek
Indonesia
PT Bapindo Bumi
Sekuritas
Westech Electronics,
Singapore
PT Sarana Bersama
Pengembangan
Indonesia
95
Key
Highlights
Synergy of
Mandiri
Group
As a part of Mandiri Group. BSM
executed synergy and strategic
cooperation with PT Bank Mandiri
(Persero) Tbk and its Subsidiaries /
Affiliates. This synergy was executed
with the following projects:
Synergy Project :
Synergy with Bank Mandiri includes
the following: Optimization &
Synergy of Customer Base Mandiri
Group. among others through the
following:
1. BSM through customers referral
that requires sharia financing
from the Commercial Banking of
Bank Mandiri.
2. BSM participates in syndication
financing and implements joint go
to market with Bank Mandiri.
3. BSM participates in Account Plan
Bank Mandiri to manage anchor
customers of Bank Mandiri from
upstream to downstream by
offering BSM products.
In addition, Bank Mandiri provides
its support through optimization
& Synergy of network of Mandiri
Group Services through the
initiatives of Leverage Branch
Mandiri Network, by utilizing the
outlets of Bank Mandiri to sell BSM
products such as BSM Gold Pawning
and BSM Savings (in prepartion).
Other supports that we obtained
are optimization support and
infrastruture support that include
the following:
1. Risks Management and Internal
Audit Initiatives, through this
synergy BSM obtains assistance
of Bank Mandiri in preparing and
implementing operations risks
profiles of branch offices.
96
Management
Report
Company
Profile
4. BSM participates in Corporate
Culture activities as part of
Culture One Mandiri in Bank
Mandiri and to obtain the
sharing on strengthening of
corporate culture.
5. In human capital sector, BSM
obtains sharing of development
and utilization of HR
infratructure in Bank Mandiri.
2. Product Development
and e-Channel Network
Initiatives, therefore BSM
utilizes the infrastructure of
Bank Mandiri in electronic
banking such as ATM and
EDC, thus the Customers
of BSM can use electronic
banking features of
Bank Mandiri. BSM also
cooperates with Bank
Mandiri in launching of BSM
products e-money and BSM
mobile banking platform
to improve the services
and ease of customers in
transactions.
3. BSM obtains the assistance
of Bank Mandiri in preparing
sales guidelines for micro
segment and development of
micro organization of BSM.
Alliance Project:
We are also in alliance with
Subsidiaries of Bank Mandiri.
among others as follows:
1. AXA Mandiri Financial
Services
BSM as a selling agent
(sales point) for sharia
bancassurance products of
AMFS.
Table of Alliance Project with AMFS
Related Parties
(Bank Mandiri &
Subsidiaries)
PT AXA Mandiri
Financial Services
Product Name
1. Mandiri Sharia Prosperity Plan (Maintenance)
2. Mandiri Sharia Prosperity Plan Plus
3. Mandiri Sharia Prosperity Investment
4. Mandiri Sharia Medical Security (Maintenance)
5. Mandiri Sharia Medical Protection (Telemarketing)
Management Analysis
and Discussion
2. Bank Sinar Harapan Bali
BSHB as a selling agent (Pawning
Services Counter) for Pawning
products of BSM.
By December 2014, KCP BSHB
that become KLG (Pawning
Services Counter) are as follows:
1. KCP BSHB Watubenggong
2. KCP BSHB Gunung Agung
3. KCP BSHB KPO Melati
4. KCP BSHB Tabanan
5. KCP BSHB Sukawati
Corporate
Governance
Financial
Report
3. Mandiri Sekuritas and Mandiri
Manajemen Investasi
BSM as a selling agent of sharia
investment products of Mandiri
Sekuritas and its subsidiary,
Mandiri Manajemen Investasi.
Table of Alliance Projects with Mandiri Sekuritas and Mandiri Manajemen
Investasi
Related Parties (Bank Mandiri
& Subsidiaries)
Product Name
PT Mandiri Sekuritas
Tabungan Saham Syariah
PT Mandiri Manajemen Investasi
1. Mandiri Balanced Sharia Investment
(MISB)
2. Mandiri Sharia Attractive Investment
(MITRAS)
4. Dana Pensiun Lembaga Keuangan
Bank Mandiri (Pension Fund
of Bank Mandiri Financial
Institutions)
BSM employees have joined
DPLK Bank Mandiri.
Shareholding
Composition
Shareholding structure of BSM per
31 December 2014 is as follows:
PT Bank Mandiri (Persero) Tbk. owns
99.99999966% shares in the Bank, or
297,804,386 shares.
PT Mandiri Sekuritas owns
0.00000034% shares in the Bank, or
1 share.
Shareholder
Total
Number of
Shares
Shares
Percentage
Amount (IDR)
297,804,386
99.99999966
1,489,021,930,000
1
0.00000034
5,000
297,804,387
100.00000000
1,489,021,935,000
97
Key
Highlights
Therefore, PT Bank Mandiri (Persero)
Tbk is the shareholder who own
more than 5% shares in the Bank
and is the majority shareholder.
Shareholding of Board of
Directors
Per 31 December 2014 there is
no shareholding of the Board of
Commissioners or the Board of
Directors.
List of
Subsidiaries /
Affiliates
Per 31 December 2014, BSM
has no Subsidiary / Affiliate
therefore there is no information
on: the name subsidiary and/or
affiliate; shareholding percentage;
information on the line of business
of subsidiary and/or affiliate; and
information on operation status of
subsidiary and/or affiliate (whether
it is already operated or not).
Listing
Chronology of
BSM Shares
BSM is a Private Company
that does not sell its shares
to the public, thus there is
no information on the Shares
Listing Chronology and types of
corporate actions that caused
changed of listed shares.
98
Management
Report
Company
Profile
Listing
Chronology of
Other Securities
Subordinated notes (subnotes)
mudharabah Bank Syariah
Mandiri of 2011 is a security
issued by the Bank in form of
acknowledgement letter of
long term liability for 10 years
with call option on the fifth
year after the issuing date.
On 31 December 2014 and
2013, the total number
of subordinated notes
mudharabah that had been
issued by the Bank in 2011 was
IDR 500,000,000,000.
The income resulted
from profit sharing from
portfolio income of Rupiah
financing (blended) of the
Bank in the amount of IDR
5,000,000,000,000 that
was earned during 1 (one)
quarter as mentioned in
each unaudited financial
statements of the Bank.
Nisbah granted to the
subnotes holders was 16.30%
per year from the income
of the profit sharing as paid
every 3 (three) months.
This Subnotes were not
guaranteed with any special
guarantee or any third
party guarantee. It is not
guaranteed by the States
of Republic of Indonesia
Table of the Issued
Subordinated Securities
Description
Third Party
Related Party
Total
2013
2014
405,000,000,000
405,000,000,000
95,000,000,000
95,000,000,000
500,000,000,000
500,000,000,000
Terms and conditions:
Profit sharing income
is calculated based on
multiplication of nisbah of
the Bank’s subnotes holders
and the profit sharing income
stated in the Bank’s latest
quarterly unaudited financial
statements as available and
legalized by the Bank’s Board
of Directors no later than 10
(ten) business days after the
payment date of the profit
sharing income.
either and excluded from
the Bank Guarantee Program
as performed by Bank of
Indonesia or other guarantee
institutions in accordance
with the prevailing law and
regulations. The subnotes
are subordinated obligations
of the Bank.
During the validity period
of the Subnotes and prior
to the full payment of all
principle amount as well as
the profit sharing, Bank is
obligated to: (i) maintain the
amount of its secured assets
of minimum 150% from the
amount of the Liabilities; (ii)
ensure that this subnotes
Management Analysis
and Discussion
will not be owned by more than
49 (forty nine) investors; (iii)
deliver to the supervising agent
the following documents: audited
annual financial statements,
quarterly financial statements,
financial statements that have
been used for calculation of profit
sharing and health level report of
the Bank as issued by the Bank of
Indonesia.
For the issuance of the
subordinated notes mudharabah
of Bank Syariah Mandiri in 2011,
Bank has obtained the Bank of
Indonesia approval under its
letter No. 13/2069/DPbS dated
31 October 2011 regarding
License to Issue Subordinated
Notes Mudharabah Bank Syariah
Mandiri.
The Sharia Supervisory Board
(DPS) has issued its opinion under
its letter No. 13/11/DPS/XII/2011
dated 14 December 2011 that
stated that sharia subordinated
notes mudharabah has been in
line with DSN fatwa on sharia
bonds and mudharabah sharia
bonds (Fatwa DSN – MUI No. 32/
DSNMUI/IX/2002 and No.33/
DSN-MUI/IX/2002). The profit
sharing provided to the holders of
subordinated notes shall be taken
from the Bank’s portion.
Acting as the trustee of the
subordinated notes mudharabah
of Bank Syariah Mandiri 2011 is PT
Bank Mandiri (Persero) Tbk and PT
Bank CIMB Niaga Tbk. Based on
the latest ranking as published in
December 2014 and 2013, these
subnotes of the Bank were ranked
as idAA from the securities rank
agency, PT Pefindo. The issuance
of these subnotes of the Bank was
divided to be 3 (three) stage as
follows:
Corporate
Governance
Financial
Report
Table of Bonds Information Summary
(in billion Rupiah)
Description
Number of
Bonds / Sukuk
Interest /
Compensation
(Nisbah) Rate
Effective
Date
Maturity
Date
Peringkat
Obligasi/
Sukuk
Subordinated
Securities Issued
by Bank Syariah
Mandiri Stage 1
Year 2011
75
16,30%
19
December
2011
19
December
2016
idAA
Subordinated
Securities Issued
by Bank Syariah
Mandiri Stage 2
Year 2011
275
16,30%
19
December
2011
19
December
2016
idAA
Subordinated
Securities Issued
by Bank Syariah
Mandiri Stage 3
Year 2011
150
16,30%
19
December
2011
19
December
2016
idAA
Supporting
Institutions and
Professions of
the Company
Public Accountants Office
Public Accountants Office of
Purwantono, Suherman & Surja
Address: Indonesia Stock Exchange Building
Tower 2 7th floor Jl. Jenderal Sudirman Kav.
52 - 53, Jakarta12190
Notary
Notary Ashoya Ratam, SH, MKn.
Address: Jl. Suryo No. 54 Baru
Jakarta Selatan
Phone: (021) 2923607
Legal Consultants
Widiani-Sulistiono & Partners.
Address: Jl. Gandaria 2 No. 12 B,
Kebayoran Baru Jakarta Selatan
Phone: (021) 7393795, 94877795,
71017795
SSF & Partners.
Address: Gedung Arva 4th Floor
Jl. Cikini Raya No.60
Central Jakarta – 10330
99
Key
Highlights
Management
Report
Company
Profile
Significant
Events in 2014
January
February
March
24 January 2014
Soft launching of Gold Pawning BSM
Services in Bank Mandiri located at
Bank Mandiri Jakarta – Pasar Baru
04 February 2014
BSM received the Excellent Service
Experience Award 2014 from the
Business Indonesia and the Carre
06 March 2014
Inauguration of DPP Secretariat
of Amphuri and Signing of MoU
between Amphuri and BSM
April
May
June
02 April 2014
BSM received the Islamic Bank
Award 2014 from the Asiamoney
07 May 2014
The General Meeting of
Shareholders (GMS) for Annual Year
of 2013 was held
04 June 2014
BSM received the Corporate Award
Image 2014 from the Tempo Media
Group Magazine in cooperation
with the Frontier Consulting Group
100
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
July
August
September
18 July 2014
BSM received the Infobank Award
from the Infobank
04 August 2014
Gathering (halal bi halal) of Board of
Commissioners, Board of Directors
and Division Heads
17 September 2014
BSM received the Best Brand
Platinum Award from the SWA
Magazine in cooperation with the
Mars survey institute
October
November
December
31 October 2014
Celebration of BSM 15th
Anniversary
21 November 2014
BSM was participated in the
Mandiri International Expo 2014
09 December 2014
BSM received the Chair of League
award for its 7 consecutive times in
winning the Islamic Finance Award
101
Key
Highlights
Management
Report
Company
Profile
Regional Office III
Operational
Area
Graha Mandiri 3rd Floor
Jl. Imam Bonjol No.61
Central Jakarta
Phone. (021) 3903969
Fax. (021) 3904395
South Sumatra
Jambi
Bengkulu
Lampung
Bangka Islands
Belitung
West Java
Central Java
D.I. Jogyakarta
West Kalimantan
Area 3 includes 36 Branch
Offices, 120 Supporting
Branch Offices, 10 Pawning
Services Offices, 17 Cash
Offices, 3 Sharia Services
Counters and 46 Payment
Points.
More detailed information
on the address of Branch
Offices / Supporting
Branch Offices / Cash
Offices of Area 3 can be
accessed in BSM website:
Regional Office I
BSM Building 4th Floor
Jl. A.Yani No. 100, Medan,
North Sumatera
Phone. (061) 4534466
Fax. (061) 4534456
Aceh
North Sumatra
West Sumatra
Riau Islands
Offices, 103 Supporting Branch
Offices, 5 Pawning Services
Offices, 16 Cash Offices and 31
Payment Points.
More detailed information on
the address of Branch Offices
/ Supporting Branch Offices /
Cash Offices of Area 1 can be
Regional Office II
Graha Mandiri 22nd Floor
Jl. Imam Bonjol No.61
Central Jakarta
Phone. (021) 3903969
Fax. (021) 3904395
Jabodetabek
Banten
Offices, 2 Sharia Services
Counters and 20 Payment
Points.
102
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Regional Office V
Jl. Dr. Ratulangi No. 88
B-C-D, Makassar
South Sulawesi
Phone. (0411) 833070
Fax. (0411) 833069
Central Kalimantan
South Kalimantan
East Kalimantan
North Sulawesi
Gorontalo
Central Sulawesi
West Sulawesi
South Sulawesi
South East Sulawesi
East Nusa Tenggara
Maluku
Papua
Offices and 11 Payment
Points.
Regional Office IV
Darmo Galeria Complex
Block C-1
Jl. Mayjend Sungkono No.75
Surabaya, East Java
Phone. (031) 5610554
Fax. (031) 5610556
Bali
Jawa Timur
Offices, 70 Supporting Branch
Offices, 13 Pawning Services
Offices, 7 Cash Offices and 37
Payment Points.
More detailed information on
the address of Branch Offices
/ Supporting Branch Offices
/ Cash Offices of Area 4 can
be accessed in BSM website:
103
Key
Highlights
Human
Capital
Management
Report
Company
Profile
Number of employees and the growth
9,530
Human Capital Composition based on education level
Education Level
2013
2014
262
262
Bachelor
9,607
9,856
Diploma
1,728
1,502
High School
5,273
5,226
75
49
16,945
16,895
Master
Middle School (others)
Total
104
Master
Bachelor
Diploma
High
School
49
75
1,502
1,702
5,268
9,856
2013
2014
9,653
Graphic of Human Capital Composition based on education level
262
As 31 December 2014, the number
of employees of BSM reached
16,895 employees, a 0.30% decrease
compared to 16,945 in 2013. The
decrease of number of employees
in BSM in 2014 was caused by the
decrease of outsourced employees
in 2014 compared to in 2013, it
was recorded that outsourced
employees was reduced for 67
employees in 2014. Meanwhile,
organic employees increased for 17
employees.
261
Employees Profile
5,226
Human resources are one of
key success factors in winning
the competition in globalization
and free trading era. As an
implication of the increase of
competition level, demands for
qualified human resources are also
increased. Therefore efforts to
improve human capital quality are
required, which, among others,
could be done by trainings and
development of human capital.
Midle School
(lain-lain)
Management Analysis
and Discussion
Corporate
Governance
Number of Human Capital Based on
Position Level
2013
2014
President
-
3
3
4
22
19
8
7
Assistant Vice President
30
32
General Manager
58
77
Assistant General
Manager
114
111
Senior Manager
285
308
Manager
393
402
Deputy Manager
408
517
Assistant Manager
882
976
Associate Manager
774
787
Senior Executive
1,469
1,493
Executive
2,595
2,245
Juneor Executive
1,601
1,145
Associate Executive
2,877
5,170
Non Clerk
5,439
5,170
16,945
16,895
Position Level
Senior Vice President
Vice President
Total Employees
Recruitment
Recruitment is a series of activities
to find and attract job applicants
with motivation, capabilities,
expertise, and knowledge that are
required to fill the gap as identified
in employment plan. To support
Financial
Report
business development and
improvement of services quality,
BSM requires qualified employees
with great competence. To meet
such requirements, BSM holds
regular recruitment process
as well as special recruitment
program.
Regular Recruitment Program
This program is the process to find
candidates in accordance with
requirement schedule. Screening
and nomination of candidates in
line with the required classification
to meet employment needs in
working units of Head Office, Area
Office, and Branch Offices of BSM
throughout Indonesia. In 2014,
738 employees were recruited for
all positions required by BSM.
This regular recruitment program
started with administration
selection, general knowledge test,
psychology test, cross reference
process, by conducting data
clarification to previous company,
user interview test and medical
test.
Administration
Selection
General
Knowledge Test
Psychology Test
User Interview
Test
Medical Test
Special Recruitment Process
Special recruitment process held by
BSM in 2014 was the Management
Development Program (MDP), which
was done in four batches (90 persons).
This program is a 9-month education
program to develop the potential
and talents of BSM candidates. To
participate this program, BSM
candidates shall not only equipped with
good academic grades, but also active
in college or social organization. MDP
is a device to prepare the candidates
of the future Bank Syariah Mandiri
leaders.
105
Key
Highlights
Organization and Position
Development of organization
will be in harmony with
business target by creating lean
organization, focus on core
business, and supporting Human
Capital placement (manning) on
business functions. Satisfying
of Human Capital will be done
through intensification process, by
way of mapping the employees in
accordance with the potential and
area business character.
Development of organization
mainly aimed to strengthen risks
management and internal control
to support implementation of
three pillars of financing process
and strengthening of area offices
roles, namely:
1. Strengthening of Risk
Assessment
2. Strengthening of Area Offices
(Kanwil) Function
3. Strengthening of Operating
Risks and Internal Control
Functions
For the organization structure
of BSM and the Name of
Executives of BSM, please refer
to the Organization Structure and
Executive Profile.
106
Management
Report
Company
Profile
Remuneration
Compensation
Base Salary
Base Salary
THR
Allowance
•
•
•
•
•
Remuneration
Variable
Benefit
Grade
Position
Expertise
Oil Fuel & Cellular
Inflation
Bonus
• Annual Leave and
Leave Pay
• Jamsostek
• DPLK
• Office Car
• Office House
• Uniform
• Sport and Religious
Activities
• Medical
• Business Trip
• Master Study
Scholarships
• Returning Trip to
Homebase
Increase of remuneration to
the employees is one of BSM
strategies to maintain the talents
in organization from leaving the
company. BSM continuously
put its best efforts to improve
prosperity of the employees based
on performance achievements.
Remuneration program that has
been done by BSM in 2014 included
adjustment of base salary through
a general increase model in relation
to the inflation and merit increase
of the employees’ performance. In
2014, the average of base salary
increase was 13% and bonus was
given in average of 2.9 from base
salary.
Management Analysis
and Discussion
Performance Evaluation of
Employees
Performance evaluation is a process
in organization to evaluate its
employees’ performance through
a set of standard measures
and communicate them to the
employees. One way to evaluate
performance of a company is
by evaluating performance of it
employees. Evaluation period was
calculated as of 1 January through
31 December of the current year.
Review period of the evaluation
was held quarterly of the evaluation
period and one year of the current
period.
Performance Planning System
shall be integrative between the
corporation, directorates, working
units and individuals with the
following stages:
First stage:
BSM prepared the entire working
target as included in the Bank
Business Plan (RBB) that has been
approved by the Board of Directors /
shareholders
Second stage:
Working Unit determined the target
of Working Unit based on the RBB
in form of Balanced Scorecard (BSC).
The target of Working Unit directly
became the target of the Head of the
Working Unit in form of BSC Division,
Area Office and KPI of Branch Office.
Third stage:
Working Unit prepared working
target for each employee based on
each Working Unit target. These
target were then calibrated by
the Head of Working Unit to each
employee by referring to strategic
target based on BSC (KPI) and routine
target based on job description.
Corporate
Governance
Performance evaluation is an
evaluation process of working
result achievements by comparing
the target and realization of
strategic target achievement of
BSC (KPI) and routine target based
on job description.
Performance evaluation refers to
main principle oriented on target
achievement and encouraging
the employees to further develop
competency in delivering works.
Unit Head and the Superior are in
charge to provide direct guidance
and motivation in form of
coaching, counseling and feedback
to their subordinates that will
perform better work and prevent
target achievement failure by the
end of the year.
Performance evaluation consists
of 2 (two) main components, as
follows:
Target:
Indicating quantitative aspect
from performance target (result
oriented).
Process: Representing qualitative aspect of
performance (process oriented).
Financial
Report
Reward and Punishment
BSM always attempted to improve
employees welfare based on
performance achievement under
guaranteed cash mechanism
implementation and other
employment facilities. Rewards
system in BSM is applying
performance assessment basis
carried quarterly. Several reward
program which had been carried
by BSM to the employees, among
others through annual bonus,
reward incentive and Master Study
Scholarship program.
Besides regular employees
development program
implementation, BSM also
conducted employees competency
improvement program through job
enrichment & job enlargement as
employees assignment on various
projects, among others corporate
planning, CBS, Saturn projects as
well as other strategic projects and
positions.
BSM also continued to develop
employees regularly through grade
promotion and appraisal as well
as level promotion. In 2013, total
employees who received grade and/
or position promotion reached to
1,945 employees and promotion
to 829 employees. The promoted
employees, both on grade and
position have prior participated on
administrated and competency tests.
In 2013, the Company disbursed a
bonus to the employees by referring
to the performance evaluation in
107
Key
Highlights
Management
Report
2013. Amount of bonus disbursed
to the employees in average was
2.9 of base salary. In addition to the
appreciation in form of rewards to
the performance of the employees,
BSM also adopted a fair punishment
system for the employees who
violated BSM rules. The employees
development charged for the
violation was in form of notification,
warning and appropriate sanction
will the violation level committed by
the employees.
3. Leadership and strategic skills
enhancement for the leaders of
the bank, from officers through
the Board of Directors
Implementation of Talent
Management
1. Implement talent acquisition,
to meet employment needs
externally through the programs
in line with talent criteria of
BSM, namely with Management
Development Program (MDP)
and talent outreach program to
outstanding students.
2. Implement talent identification
to all employees based on
talent criteria as determined
and directed by the business
of the company. Employees
with talented category will be
classified in talent pool bank. In
2014, the assessments of working
units had been done in:
a. Head of Branch for 121
employees
b. Head of Area Office for 4
employees
Talent Management
Talent management program
conducted by BSM was an initiative
in improving leaders capacity and
expertise of the best employees.
The Bank needs the best leaders
candidates to fill strategic positions
as an anticipation of organization
development and business growth.
The programs held to support those
matters are as follows:
1. Tiered leadership development in
line with the needs of the Bank,
which included the following:
a. MDP (Management
Development Program)
b. ODP (Officer Development
Program)
c. MMDP (Middle Management
d. SMDP (Senior Management
2. Talent Development for talented
employees selected through
assessment process in the
effort to develop employees’
competence and maintain
employees’ commitments.
Company
Profile
Table of Employees Costs in 2013-2014
(in million Rupiah)
No
Employees Costs
2013
2014
1,031,497.52
1,190,120.11
1
Costs of salary, wage, benefit
and prosperity of the employees
2
Costs of education and training
39,253.90
25,135.69
3
Costs of Employment benefits
56,026.12
77,902.82
4
Costs of social activities
12,325.69
8,665.88
5
Medical costs
35,611.23
38,842.52
6
Recruitment costs
2,481.65
2,509.81
7
Other costs
12,079.54
6,935.98
1,189,275.65
1,350,107.81
Total
108
c. Head of Division for 5
employees
3. Implement talent development
through employees development
programs based on talent criteria,
namely:
a. Leadership development
program
b. Leadership forum for senior
management
c. Master study scholarships
program
d. Training and conselling
program
Management Analysis
and Discussion
Description on Training and
Development Programs of
Human Capital in 2014
BSM provided competence
improvement programs with
a support of IDR 50 billion
budgets. The competence
improvement programs were
executed integrally to support
continuous education culture.
Learning Center Division is
divided in 2 major programs as
follows:
1. Learning Program
Learning program is a
face-to-face competence
development program with
integrated curriculum.
Learning program is divided
to be 4 types as follows:
a. Education, namely
any form of activities
facilitated by the Bank to
supply the participants
with required attitude.
knowledge and skill that
in an active learning
environment and process.
b. Training, namely any form
of activities facilitated
by the bank to improve
the knowledge and skill
of employees, which
activities are conducted in
structured and modular
through programmed set
of activities. There are 2
types of training. namely
in-house and public
trainings.
Corporate
Governance
c. Workshop, namely activities
facilitated by the Bank to
have a recommendation in
order to improve knowledge
and other provisions for the
growth of the Bank, which
shall be implemented in
structured through a set of
predetermined activities.
d. Socialization, namely any
form of activities facilitated
by the Bank that aiming
to provide information in
form of education on new
regulation, procedure or
product that must be known
by the employees in line
with their respective fields.
e. Certification, namely any
form of activities facilitated
by the Bank that aiming
to ensure the attitude,
knowledge and skills of
the employees in line with
the competence dictionary
standard determined by the
Bank.
2. Learning Service
Learning service is the facility
provided by the Bank to
support learning process in
face-to-face manner or can also
be done independently by the
employees.
a. E-learning, namely the
facility that support and
enrich learning process in
class in electronic medium
that enable every employee
to register him/herself in an
Education/Training (Diklat)
program, review Diklat
materials, and participates
in online pre and post tests
from the computer of such
respective employee.
Financial
Report
b. Knowledge Management,
namely the program to
identify, obtain, distribute and
utilize key knowledge that
support goals achievement of
the Bank by all employees.
The above programs are shown
from structured training programs
in line with competition profile
and business field. that cover the
following:
1. Orientation & Development
Program
Orientation and Development
program as an education
level to support career level
of employees that consists
of Banking Staff Program
(BSP), (Officer Development
Program (ODP), Management
Development Program
(MDP), Middle Management
Development Program (MMDP).
2. Bank Academy
It is a learning program based
on business characteristic and
classified to be Banking Academy
based on segment similarities.
The employees in staff level up
to head of division have the
same opportunity for the training
in line with the competence level
required by the employees.
3. Enhancement Program
Enhancement Program aiming
to maintain knowledge, skill
and attitude of the employees
to be always be updated in line
with business demand of the
Bank, dynamic of the industry
and global test practice in form
of workshop, public training,
certification program and Master
Study scholarship program.
109
Key
Highlights
Management
Report
Company
Profile
Scheme of Learning Program
Orientation &
Development Program
Learning
Program
Banking Academy
Enhancement
Program
F
• Banking Staff Program
• Leadership Development Program
• Micro Retail & Consumer Banking
Academy
• Commercial & Corporate Banking
Academy
• Operation & Support Academy
• Sales & Services Academy
Learning Program
BSM has prepared the learning
program in structured to support
Talent Management Program
through Talent Development
program series. The mapping of
learning program in accordance
to the academy is as follows:
• Leadership & Strategic Skills
Enhancement
• Business & Operating Banking
Competencies Improvement
• Public Training, Scholarship &
Certification
SMDP (Division Head, Regional Head)
BSM Branch Manager Training
BSM Sales Management Training
BSM Service Leadership Training
MMDP (Branch Manager, Department Head, FOC Manager, CFBC Manager)
BSM Industry Focus Mastery
for Retail
E
Industry Focus Mastery for
Business
Adv. Comm. Banking Program
Advance Selling Skill Training
Sub Branch Manager Training
Service Manager Training
BSM Channel Management
Training
BSM Risk Based Audit
FLMDP (MM,OM, Sub Branch Manager, CFBO Manager, Team Leader)
Micro, Small, & Retail
Improvement Training
Micro, Small, & Retail
Workshop
Adv. Micro Banking Program
Interm. Retail Banking
Program
D
Interm. Micro Banking Program
Interm. Pawning Banking Program
Basic Retail Banking Program
Micro, Small & Retail
Product & Regulation
Socialization for Retail
Basic Pawning Banking
Program
Basic Micro Banking Program
C
Micro & Retail
110
Commercial & Corporate
Workshop
Financing Recovery
Interm. Small Banking Program
Financing Restructuring
Interm. Comm. Banking Program
Basic Comm. Banking Program
Basic Small Banking Program
Product & Regulation
Socialization for Business
Service & Network
Service & Network
Workshop
Priority Banking Cert.
Intermediate Selling Skill
Training
ODP
Priority Banking Program
Interm. Frontlines Program
Service & Network
Service Excellence Training
Basic Selling Skill Training
Basic Frontliners Program
BSP (7 Cluster Program)
Interm. Certification for
Specialist
BSM Operation & Support
BSM Operation & Support
Workshop
BSM Risk Management
Training
BSM Banking Legal Training
Service & Network
Interm. Banking Operation
Basic Certification for
Specialist
Syariah Banking Compliance
Syariah Banking Audit
Product & Development
Training
Basic Banking Operation
Operation & Support
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Learning program that was held by
the Bank in 2014 based on banking
academy was 62 programs, 151
classes and 5,570 participants with
the following data:
Type of
Education
and Training
(Diklat)
Number of
Programs
Number
of Classes
Number of
Participants
Education
14
49
1,084
Training
37
81
2,225
Socialization
6
16
2,075
Workshop
5
5
186
62
151
5,570
Total
The employees who
participated in the Officer
Development Program
(ODP) program were 47
employees. The Bank also
held Manager Development
Program (MDP) that
involved 68 participants
in 15 through 17 batches
and also held the Middle
Manager Development
Program (MMDP) that
was participated by
88 participants for the
employees who were
promoted to manager level.
a. Micro. Retail & Consumer Banking Academy
Program
Type
Number of
Classes
Number of
Participants
Banking Staff Program for CFBC
Education
1
26
Banking Staff Program for Gold Service
Education
2
29
Banking Staff Program for Micro Analyst
Education
2
51
Area Sales Manager Training: Sales Management
Training
3
86
Area Sales Manager Training: Basic Financing Management and Selling
Skill
Training
2
45
Area Sales Manager Training: Selling Skill
Training
1
30
Gold Pawning Appraiser
Training
3
49
Legal Aspect of Financing in Area Office I / Medan
Training
1
29
Legal Aspect of Financing in Area Office II / Jakarta I
Training
1
41
Legal Aspect of Financing in Area Office III / Jakarta II
Training
1
37
Legal Aspect of Financing in Area Office IV / Surabaya
Training
1
38
Socialization of Strengthening of Small Business Process and Program
Socialization
1
51
Socialization of Change in PWD Business & Certification of Internal
Gold Valuation
Socialization
2
53
Socialization of Business Process for Small & Verification Marketing
Socialization
3
78
Socialization of SR Retail Sukuk 006
Socialization
1
48
25
691
TOTAL
111
Key
Highlights
Management
Report
Company
Profile
b. Small, Commercial & Corporate Banking Academy
Program
Type
Number of
Classes
Number of
Participants
Basic Financing Recovery
Training
1
22
Analysis on Small Business Financing
Training
1
30
BSM Achievement Motivation Training
Training
1
110
Financing Recovery
Training
1
32
Industry Focus Mastery: Shipping
Training
1
26
Employees Training on Operational Risk Control & Compliance (ORCC)
Training
1
22
Syndication Financing
Training
1
18
Preparation of Analysis Note of Restructuring and Note of Tender
Training
1
10
Trade Finance
Training
1
27
Sharing Session: Prospect of Commercial Apartment Sector
Training
1
16
Socialization of New Commercial Business Prospect
Socialization
1
43
Workshop in Back End & Collection System Process
Workshop
1
25
Workshop in Management Strategy of Bad Financing
Workshop
1
66
13
447
TOTAL
c. Operation & Support Banking Academy
Program
Number of
Classes
Number of
Participants
Banking Officer Program
Education
2
35
Banking Staff Program for General
Education
4
90
Banking Staff Program for Operation
Education
4
84
Financing Operation
Training
5
108
iBSM Training for BSM Auditors
Training
3
75
Collateral Appraisal
Training
1
61
Writing Skill Training for Policy & Procedure
Training
1
34
Briefing on Banking Crime Modus
Training
1
147
Workshop: APU & PPT
Workshop
1
40
Workshop on Preparation of SPO and ORCC Module
Workshop
1
16
Workshop: Pilot Project Account Management
Workshop
1
39
24
729
TOTAL
112
Type
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
d. Sales & Service Banking Academy
Program
Type
Number of
Classes
Number of
Participants
Banking Staff Program for Frontliners
Education
15
336
Banking Staff Program for Marketing Support
Education
1
20
Frontliners I
Education
3
76
Frontliners II
Education
1
25
Basic Financing Management for Supervisor
Training
3
68
Branch Manager Improvement Skill Training (extended)
Training
3
65
Branch Manager Improvement Skills Training
Training
5
139
Training on Pawning for Managers
Training
4
62
BSM Service Excellent (CS)
Training
5
83
BSM Service Excellent (Teller)
Training
5
87
Core Banking System for Financing Group 3
Training
3
254
BSM Selling Skill for Sales Assistant
Training
11
236
TFT Service
Training
1
20
60
1,471
Number of
Classes
Number of
Participants
TOTAL
e. Leadership Academy
Program
Type
Leadership Forum
Training
1
30
TFT Customer Need Identification
Training
1
10
TFT Interpersonal Communication Skill
Training
1
6
Matriculation of MMDP
Education
1
14
Middle Management Development Program (MMDP)
Education
9
204
Officer Development Program batch 1
Education
2
50
Officer Development Program batch 2
Education
2
44
4 DX Program Batch 1
Certification
2
35
Certification
1
22
Certification
1
15
TNF – Antifraud and Risk Culture
Training
8
1803
34
2,290
TOTAL
113
Key
Highlights
Management
Report
Company
Profile
f. Enhancement Program
Bank enrolled 139 employees to participate in 77
programs on public trainings and seminars in 2014.
Name of Public Training Program
Training on Information Technology Procurement 2014
HDR Club Sharing: Corporate University
National Workshop on Effectiveness of Auction for Security Right and Fiduciary Rights Collaterals
Workshop: Human Capital Management System Alignment
Seminar on Facilitator Enhancement Day Series 2014
Training on People Development Analysist Program
Seminar on Customer Service Management
Training on Business Model Canvas
Workshop: Integrated Marketing Communication
Elementary Education on Appraisal 1 (PDP 1) for Property
Workshop: Performance Management System
Mandiri USD Direct Settlement Gathering
Training: Mastering It Infrastructure Library (Itil) V3
Practicing 4 Level Traiing Evaluation
The New 7 Habits Of Highly Effective People Signature Edition 4.0
Seminar on Delivering Wow: Creating Customer Advocates Through Service
External Training: Business Profile of Multi-finance
Workshop on Implementing Operation Risks Management
Training on Oracle Database 11G Administrator Workshop I
Training on Distinct Job Profile Development
Training on Credit Quality Officer (CQO)
Seminar on Trade and Payment PT Bank BNI
Training on Sql Server 2008 Business Intelligence
Workshop: HR From The Outside In
Workshop: 22 Most Important Measurements in Business and Marketing
Training on IT Service Management
Training on Business Process Design
Training on Career Path and Succession Planning
Workshop: Professional Corporate Legal
Workshop: Secretaries
Training on Strategic Digital Marketing
Workshop: International Trade
114
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Annual Risk Consolidation Conference
Workshop on Appraisal and Valuation Techniques of Palm Oil Plantation
System and Anticipative Thinking
Talent Management Workshop
Seminar on Corporate Social Responibility
Workshop on Indonesian Audit Committee Association
Training for IT Managers
Supervisory Leadership Program
Account Plan Training
Introduction to Products and Treasury Transactions
Sharia Custody
Trade Finance Level II
Analysis of Financial Statements
Intermediate Credit
Seminar and Mukernas of FKSPI
Financial Modeling for Cash Flow
National Workshop on Foreign Employees
Human Resources Information System Expo and Conference
Project Management
Priority Sales Development Program
FKDKP Batch 4V Year 2014
FKDKP Batch 4V Year 2015
Overseas Workshop
Performance Management System
Design Standard Operating Procedure
Environmental Analysis
How to Master Business Coaching Prof Workshop
Workshop: Measuring Promotion Effectiveness
Practical Job Analysis
Training on Fraud Auditing
National Conference of Bank Internal Auditor Association
Service Excellent Helpdesk Specialist
Financial Statements Analysis Level 2
Taxation Training
ICC Opinions and Leading Court Cases
115
Key
Highlights
Management
Report
Company
Profile
Program of 7 Strategic Tools in Strategy Formulation
Workshop: Strategy and Initiative Management Office
Workshop: National Medical Security
Workshop: Financial Report Analysis
Business Intelligence for Manager
IT Strategic Planning Foundation - IT Governance Series
Islamic Banking
Competency Based Recruitment and Selectio
Organization Assessment and Execution Capability Audit
Bank enrolled 169 employees
to participate in 9 programs of
external certifications in 2014
Compliance Certification Test Level 1
Certified Internal Auditor
Certified Documentary Credit Specialist (CDCS)
Certified Project Management Professional
Refreshment Risks Management Certification 1
e-Learning
Education trough e-learning
was continuously developed to
improve the competence of the
employees. Every employee now
is able to access various training
modules through e-learning.
BSM supports the process of
education through e-learning by
adding 25 macromedia-based
modules in 2014.
The employees of BSM can
access 168 new modules in
form of powerpoint through the
e-learning. The learning process
through e-learning is improved
116
by production of own-video for video learning in
6 modules in 2012.
Data on Implementation of E-Learning
Description
December 2014
#test implementation
46
#blended trainings program
59
#online test module
31
#hits
#time of hits
#test participant
131,980
83,742
2,110
Management Analysis
and Discussion
Knowledge Management
Corporate
Governance
To support distribution process
of knowledge entirely, Bank
has implemented Knowledge
Management (KM) since 2012. The
aim of this KM implementation in
the Bank is to make BSM as sharia
bank with innovative education
basis and knowledge basis.
4. Establishment of Community
of Practice
Community of Practice is
a group of employees who
share their care, problems
and passion in relation to
a topic, and would like to
deepen their skill knowledge
in periodic interaction.
The initiatives that have been done
in implementing the Knowledge
Management in 2014 are as
follows:
In 2014, BSM had 18 CoP
groups, among others as
follows:
1. Development of Knowledge
Management Portal (KM Portal)
in mobile version
KM Portal is a web-based
application which function
is to facilitate all employees
in knowledge sharing,
collaboration, discussion,
asking the experts and seek
for knowledge as required to
support settlement of works of
employees.
2. Knowledge Harvesting
Knowledge Harvesting is an
activity to seek knowledge
from an achievement or cases
happened to Subject Matter
Experts (SME). The knowledge
obtained is uploaded in the
KM Portal application to be
accessed by all employees of
BSM in Indonesia.
3. Knowledge Alliance
Knowledge Alliance is
cooperation on menus
management in KM Portal,
between working unit of
Learning and other working
units, among others Menu on
Corporate Info, BSM Highlights,
Project Collaboration, BSM
Regulation, Government
Regulation, Subject Matter
Expert, and Study & Research.
No
Financial
Report
CoP Identity
Remarks
1
Gold Lover
Gold pawning expertise
2
Komunitas Mudah 14
Marketing and micro financing expertise
3
Kapibara.com
Marketing funding expertise
4
Simple.Comm
Services expertise
5
Community of Channel
Branch management expertise
6
Clubing
Marketing expertise
7
Kompres (Club
Marketing)
Financing analysis expertise
8
KB Murek
Financing securities verification expertise
9
Community of
Disbursement
Disbursement expertise
10
Community of
Appraisal
Expertise on appraise securities value in
financing
11
Community of
Bookkeeping
12
Community of
Reviewer
Expertise on review of financing
administration
13
E Chat
Alternate channel expertise
14
Smallink.cop
Expertise on financing marketing for small
segment
15
Community of
Commerce
Marketing for commercial segment
financing
16
Sprint
Expertise on improvement of integrity.
spirituality and competence
17
Community of Legal
FOD
Financing operation expertise
18
HR Community
Expertise on management and
development of human capital
117
Key
Highlights
5. Participation in MAKE
(Most Admired Knowledge
Enterprise)
Indonesian MAKE Study
is an initiative to calculate
implementation of
knowledge management held
by the Dunamis Organization
Services and Teleos-England.
MAKE Study is aiming
to develop knowledge
management activities in
Indonesia and calculate
commitment level and
maturity of organizations
in Indonesia that are in
education basis. In 2014,
BSM earned a special
recognition as “The Most
Admirable in Improving
KM Implementation
Consistency”.
Management
Report
2015 Human Capital Training
and Development Program
Plan
BSM provided competence
improvement programs with a
budget support of IDR 94.936
billion with the following group of
programs:
No
Program
Number
Learning Program
1
Small. Commercial & Corporate Banking Academy
2
Unit
1,50
Participant
Micro. Retail & Consumer Banking Academy
1,230
Participant
3
Operation & Support Academy
1,700
Participant
4
Service & Network Academy
1,850
Participant
5
Orientation Program
875
Participant
6
Leadership Development Program
1,025
Participant
7
Leadership & Strategic Skills Enhancement
325
Participant
8
Learning Facilitator Improvement
750
Participant
9
Talent Development Program
87
Participant
10
BOD Course
21
Participant
11
Certification Regulation
1,043
Participant
12
Public Training
630
Participant
Learning Service
118
Company
Profile
1
e-Learning
2
Knowledge Management
44
4,130
Multimedia
Modules
Users
Management Analysis
and Discussion
Policies on Equality of Rights
for Career Development
BSM is committed to upheld
equality of Rights for Career
Development. There is no
discrimination on career
development in BSM.
Corporate
Governance
Financial
Report
The policies on equality of rights for
employees to have their career in
BSM is regulated under Company
Regulation of BSM as legalized by
the Director General of Development
of Industrial Relation and Social
Security of Employees under its
Decree No. Kep.916/PHIJSK-PKKAD/
PP/X/2012 regarding Legalization
of Company Regulation of PT Bank
Syariah Mandiri.
119
Management
Analysis and
Discussion
120
122
126
137
142
151
152
153
154
154
155
155
158
160
160
161
161
161
166
166
Management Analysis and Discussion
Economy and Banking Industry Review
Operating Review per Business Segment
Third Party Fund Operating Review
Company Financial Performance Review
Repayment Ability and Receivables
Collectability Level of the Company
Capital Structure and Management Policy for
Capital Structure
Material Agreements for Capital Goods
Investment in 2014
Capital Goods Investment in 2014
Comparison of RBB Target for 2014 with the
Realization in 2014 and Projection for 2015
Material Information and Facts Occurred after
Accountant Reporting Date
Business Prospect of the Company
Marketing Aspect
Dividend Policy
Employee and/or Management Stock
Ownership Plan (ESOP/MSOP)
Use of Public Offering Fund Realization
Information of Investments, Expansions,
Divestments, Merger/Consolidation,
Acquisition or Debt/Capital Restructuring
Material Transaction with Conflict of Interests
and/or Affiliated Transaction
Change in Legislations
Change in Accounting Policy
Key
Highlights
Economy
and Banking
Industry
Review
Up to 2014, PT Bank Syariah Mandiri
(BSM) still placed and showed its
position as a sharia bank with the
biggest market share and assets in
Indonesian sharia banking industry.
As at the end of 2014, the assets of
BSM has reached IDR 66.94 trillion,
financing provision in the amount of
IDR 49.13 trillion, meanwhile third
party fund (DPK) that was successfully
collected from the public reach the
amount of IDR 59.82 trillion.
Economy and Banking Industry
Growths
In 2014, recovery of world economy
continued even though it still was not
even and rather slow. As a motor of
global economy recovery, the economy
of the United States of America (USA)
continuously showed improvement. In
contrast, the economies of Europe and
Japan were continuously pressured
even though monetary stimulus was
also given continuously. In other hand,
developing countries experienced a
slow down in economy growth.
Management
Report
Company
Profile
The slow down of economy also
happened in China due to the
rebalancing of economy program.
The slow down of economy growth
was caused by the decrease of
investments, especially real estate
and infrastructure sectors. This
caused the decrease of global
commodity price, especially mineral
and agriculture commodities, much
more than estimation.
In 2014, the economy of Indonesia
grew from 5.02% (year on year
/ yoy), which was a slow down
compared to 2013 that was 5.58%.
This growth was supported by
consumption expenses of nonprofit organizations that served
households and household
consumptions. In contrast, the
slow down of economy growth was
caused by the weakening of export
growth of commodities in line with
the slow down of demands from
emerging market (EM) countries.
The slow down of Indonesian
economy was also in line with the
direction of stabilization policy of
the Government and the Bank of
Indonesia to bring a healthier and
more balance economy.
Inflation pressure until the end of
2014 was still in control. Annually,
the Consumers Price Index (IHK)
during 2014 was recorded for 8.36%,
which is a decrease compared to
2013 record that was 8.38%. The
inflation pressure was mainly caused
by the impact of price increase of
subsidized oil fuel (BBM) as well
as the turmoil of food price. The
increase of subsidized oil fuel
supported the increases of goods
and services prices, either due to
direct or indirect impact. The price
increase, for example, happened to
the electricity power tariff (TTL) and
liquid petroleum gas (LPG).
decrease of 11.83% to be 10.88%.
The control of volatile food inflation
was supported by the Government
policy in price stabilization, the
operations of domestic inflation
control coordination, decrease
of global food price, and the
abundance of supplies. In the other
hand, the increase of subsidized oil
fuel price supported the inflation of
administered prices from 16.65% to
be 17.57%. In addition to the direct
impact of oil fuel price inflation,
the second round impact on
transportation second also caused
the inflation pressure.
Rupiah exchange rate was
depreciated against the US dollar
in 2014, but recorded appreciation
to the currency of other main
trade partners. The depreciation
of Rupiah against the US dollar
happened in quarter IV – 2014. It
was caused mainly due to the strong
appreciation of US dollar to almost
all main currencies in line with the
release of US economy improvement
data and the plan to increase of the
Fed Fund Rate. In 2014, point-topoint exchange rate of Rupiah was
weakened to 1.79% to IDR12,385 per
US dollar, or in average a 12% (yoy)
weakening to the level of IDR 11,876
per US dollar from previously of IDR
10,445 per US dollar.
In the end of 2014, the BI Rate was
maintained in the level of 7.75%
or a 25 basis points (bps) increase
from 7.50% in 2013. In 2014, the
Bank of Indonesia has gone through
a tight monetary policy to mitigate
the pressure of inflation and to
support the adjustment of current
Even though the inflation pressure
during 2014 was quite high, the
inflation of volatile food group
was lower than 2013, namely a
122
Management Analysis
and Discussion
transactions deficit to a healthier
and more sustainable way.
National Banking Industry
National banking assets in the
end of 2014 was recorded at IDR
5,615.15 trillion, a development of
IDR 660.68 trillion or 13.34% (yoy) to
the position in 2013 which was IDR
4,954.47 trillion. The development
of banking assets was lower that the
assets development during 2013
that reached 16.23% (yoy). In the
same period, collection of Third
Party Fund (DPK) increased for IDR
450.45 trillion or 12.29% (yoy) from
IDR 3,663.97 trillion to become IDR
4,114.42 trillion at the end of 2014.
The said DPK growth was lower
compared to the growth in 2013 that
was 13.60% (yoy).
At the end of 2014, the total credit
of national banking was recorded
at IDR 3,674,31 trillion, or a growth
of IDR 381.43 trillion or 11.58%
(yoy) compared to the latest credit
position in 2013 that was IDR
3,292.87 trillion. Based on the type
of use, investment credit became
the biggest contribution for credit
growth in 2014. On the contrary,
credit growth of working capital
was slow down from 20.43% to be
10.83%, meanwhile investment and
consumptions credits increased for
13.16% and 11.51%, respectively. In
sectors, credit growth was supported
by construction sector. Annually,
credit growth for construction sector
in 2014 was 26.86%, a 19.36%
increase compared to 2013. With
a 4.01% credit share of the total
credit, such sector supported credit
growth with 8.17% contribution
from the credit growth of IDR
381.43%.
Generally, performance ratio of
national banking in 2014 was lower
than 2013 position. Net interest
margin (NIM) ratio decreased from
4.89% to be 4.23%. Return on
assets (ROA) ratio decreased from
3.08% to be 2.85%. Operating
Corporate
Governance
Financial
Report
liabilities to operating income
(BOPO) ratio increased from 74.08%
to be 76.29%. In other hand, gross
non-performing loan (NPL) ratio
increased to be 2.16% from 1.77%.
Nevertheless, capital adequacy ratio
(CAR) increased from 18.13% to be
19.57%.
Graphic of Total Assets of 10 Biggest Banks
in Indonesia (in trillion Rupiah)
778
757
542
BRI
Bank
Mandiri
BCA
393
BNI
272
227
Islamic
Bank
CIMB
Niaga
185
163
159
145
Permata Danamon Panin Bank BTN
136
BII
Source: BI, Published Financial Statement, BSM Analysis
Sharia Banking Industry
From the side of fund channeling,
sharia banks financing growth in
2014 grew for 8.26%, which was
lower from 2013 for 24.82%. In
2014, total sharia banks financing
reached IDR 199.33 trillion, an
increase of IDR 15.21 trillion from
the position in 2013 that was
IDR 184.12 trillion. Market share
of sharia banks financing to the
commercial banks was 5.42%.
Sharia banking assets (BUS and UUS)
increased for IDR 30.07 trillion or
a 12.41% (yoy) growth from IDR
242.28 trillion in 2013 to be IDR
272.34 trillion at the end of 2014.
Even though the assets grew, the
market share of national banking
assets decreased from 4.89% to be
4.85%.
Sharia Banking Actors
Until the end of 2014, the banks that
engage in sharia principles earned
197 banks, consist of 12 sharia
commercial banks (BUS), 22 sharia
business units (UUS), and 163 sharia
community credit banks (BPRS). In
line with this matter, sharia bank
offices network reached 2,939
offices and 1,784 offices channeling
(OC).
In the same period, DPK of sharia
banks grew for IDR 34.32 trillion or
18.70% from IDR 183.53 trillion to
be IDR 217.86 trillion. DPK growth
in 2014 was lower than the growth
in 2013 for 24.42% (yoy). Even
though the growth decreased, the
DPK market share of sharia banks
to the total DPK of national banks
increased from 5.01% to be 5.29%.
In 2014, there was an addition of the
new sharia commercial bank (BUS),
namely Bank Tabungan Pensiun
Nasional (BTPN) Syariah, which
was a conversion result of PT Bank
Sahabat Purba Danarta and spin
off of sharia business unit (UUS) of
BTPN in July 2014. Therefore, sharia
banking actors consist of 12 BUS, 22
UUS and 163 BPRS.
123
Key
Highlights
Market Share
Market Share from Assets
Perspective
In the middle of the tight
competition of sharia banking
industry during 2014, Bank Syariah
Mandiri (BSM) still held the biggest
market share. Form the total assets
perspective; BSM still controlled
24.58% of market share in sharia
banking, which was a decrease of
1.82% compared to the position in
2013 that was 26.40%. In 2014, the
total assets of BSM increased for
4.65% or IDR 2.98 trillion from IDR
63.96 trillion to be IDR 66.94 trillion.
Management
Report
Company
Profile
Table of Market Shares of BSM Assets to the Indonesian Sharia Banks (in
billion Rupiah)
Assets
2013
2014
63,695
66,942
4.65%
24.58%
Non BSM
178,311
205,401
15.19%
75.42%
Sharia Banks
242,276
272,343
12.41%
100.00%
BSM
Third party fund of BSM grew for
IDR 3.36 trillion or 5.95% from IDR
56.46 trillion in 2013 to be IDR 59.82
trillion in 2014. In the same period,
DPK of sharia banking grew for
18.70% from IDR 183.53 trillion to be
IDR 217.86 trillion.
The above condition caused the
market share of third party fund of
BSM to the sharia banking decreased
from 30.76% to be 27.46%. This
decrease of market share on third
party fund of BSM caused by the
decrease of market share of demand
deposits and time deposits. In 2014,
DPK of BSM increased for IDR 3.36
trillion or grew for 9.79% to the
growth of sharia banking growth that
was IDR 34.32 trillion.
124
Market Share
Graphic of Market Share of BSM Assets to the Sharia Banks Assets
Asets 2013
Asets 2014
BSM
24,58%
BSM
26,40%
Non
BSM
73,60%
Market Share of Third Party
Fund (DPK)
Growth
Non
BSM
75,42%
Table of Market Share of DPK BSM to the Sharia Banks
(in billion Rupiah)
DPK
BSM
2013
2014
Growth
Market Share
56,460
59,821
5.95%
27.46%
Non BSM
127,074
149,823
24.37%
72.54%
Sharia Banks
183,534
217,858
18.70%
100.00%
Graphic of Market Share of DPK BSM to the DPK of Sharia Banks
DPK 2013
DPK 2014
BSM
27,46%
BSM
30,76%
Non
BSM
69,24%
Non
BSM
72,54%
Management Analysis
and Discussion
Market Share of Savings
Until the end of 2014, BSM
successfully collect public fund
through saving products for IDR
22.69 trillion, which was a 2.64%
development compared to the
position by the end of 2013 that
was IDR 22.10 trillion. By December
2014, Indonesian sharia banks (BUS
and UUS) collected fund through
savings in the amount of IDR 63.58
trillion, an increased compared to
the position in December 2013 that
was IDR 57.20 trillion. In 2014, BSM
still controlled the market share of
savings in the amount of 35.68%
from the total of savings fund in
sharia banks.
Market Share of Time Deposits
Until the end of 2014, BSM
collected public fund through time
deposits in the amount of IDR
31.94 trillion, an increase of IDR
5.10 trillion or 19.01% from the
position at the end of 2013 that
was IDR 26.83 trillion. In the same
period, collection of fund by sharia
banks (BUS and UUS) through time
deposits increased from IDR 107.81
trillion to be IDR 135.63 trillion,
an increase of IDR 27.82 trillion or
25.80%. By December 2014, BSM
controlled 23.55% market share of
time deposits for sharia banks in
Indonesia.
Market Share of Demand
Deposits
Demand Deposits of BSM in 2014
grew negatively in the amount of IDR
2.33 trillion (-30.90%) from IDR 7.52
trillion in 2013 to be IDR 5.20 trillion.
In the same period, the demand
deposits of sharia banks (BUS and
UUS) increased slightly from IDR
18.52 trillion to be IDR 18.65 trillion.
By December 2014, the market
share of demand deposits of BSM
grew for 27.88% to the total demand
deposits of sharia banks.
Corporate
Governance
Financial
Report
Table of Market Share Growth of BSM Savings to Sharia Banks Savings
(in billion Rupiah)
Savings
2013
2014
Growth
Market Share
BSM
22,101
22,685
2.64%
35.68%
Non BSM
35,099
40,896
16.52%
64.32%
Sharia Banks
57,200
63,581
11.16%
100.00%
Table of Market Share Growth of BSM Time Deposits to Sharia Banks
Time Deposits(in billion Rupiah)
Time Deposits
2013
2014
Growth
Market Share
BSM
26,834
31,936
19.01%
23.55%
Non BSM
80,978
103,693
28.05%
76.45%
107,812
135,629
25.80%
100.00%
Sharia Banks
Table of Market Share Growth of BSM Demand Deposits to Sharia Banks
Demand Deposits(in billion Rupiah)
Demand Deposits
BSM
2013
2014
Growth
Market Share
7,525
5,200
-30.90%
27.88%
Non BSM
10,998
13,449
22.29%
72.12%
Sharia Banks
18,523
18,649
0.68%
100.00%
125
Key
Highlights
Management
Report
Company
Profile
Market Share of Financing
In 2014, financing of BSM reached
IDR 49.13 trillion or -2.63% to the
financing of BSM in 2013 that was IDR
50.46 trillion. In the same period, the
financing of sharia banks (BUS and UUS)
increased for 8.26% from IDR 184.12
trillion in 2013 to be IDR 199.33 trillion
in 2014. The market share of financing
of BSM decreased from 27.41% to be
24.65%.
Operational
Review per
Business
Segment
Table of Market Share Growth of BSM Financing to Sharia Banks
Financing(in billion Rupiah)
Financing
2013
2014
Growth
Market Share
50,460
49,133
-2.63%
24.65%
Non BSM
133,661
150,197
12.37%
75.35%
Sharia Banks
184,122
199,330
8.26%
100.00%
BSM
Graphic of Market Share Growth of BSM Financing to Sharia Banks
Financing
Financing 2013
Financing 2014
BSM
24,65%
BSM
27,41%
Non
BSM
72,59%
Non
BSM
75,35%
In 2014, Bank Syariah Mandiri (BSM)
was continuously offering sharia
banking products that were innovative
and competitive. In the development
of sharia banking products, BSM
considered the requirement level of the
customers by continuously following
the trend development in the public,
especially in technology field.
Through the innovative sharia banking
products, BSM wished to meet the
customers’ wishes as well as highly
committed in providing the best
services to the customers and the
public. BSM classified sharia banking
products in 2 (two) business segments,
namely:
1. Financing that includes per-scheme,
per-economy sector, and persegment financings.
2. Fee Based Income (FBI) that includes
services, products, operations and
investment services.
Financing Business Segment
By 2014, BSM has channeled financings
for all business segments in the amount
of IDR 49.13 trillion or reached 97.37%
from the total financing of IDR 50.46
trillion in 2013. BSM financing products
were classified in several sections,
among others, as follows:
a. Per-scheme financing, among
others: murabahah, mudharabah,
musyarakah and other financing
schemes.
b. Per-economy sector financing,
among others: agriculture,
electricity, gas, water, construction,
126
Financing
(in billion Rupiah)
2013
Financing and Composition
a. Per-Scheme Financing
The channeling of financing
per-scheme is divided to be
4 (four) types of financing,
namely murabahah financing,
mudharabah financing,
musyarakah financing and other
financing. Performance of
per-scheme financing in 2014
was dominated by murabahah
financing (sale and purchase
on margin basis) in the amount
compared to total financing. In
addition to murabahah scheme,
musyarakah financing reached
IDR 7.65 trillion or 15.565
compare to total financing
Meanwhile, the performance of
mudharabah financing and other
scheme in 2014 reached IDR 3.16
trillion and IDR 4.61 trillion.
2014
Financing Per Scheme(in billion Rupiah)
Description
2013
2014
Nominal
Share (%)
Nominal
Share (%)
Murabahah
33,207
65.81
33,175
68.62
Mudharabah
3,909
7.75
3,164
6.44
Musyarakah
7,338
14.54
7,646
15.56
Other
6,006
11.90
4,609
9.38
50,460
100.00
49,133
100.00
Total Per-Scheme
Financing
Per-Scheme Revenue
Description
Growth
2013
2014
3,773,500
3,873,016
99,515
2.64
Mudharabah
543,973
420,136
(123,837)
-22.77
Musyarakah
704,007
750,937
46,931
6.67
48,809
30,589
(18,219)
-37.33
5,070,289
5,074,678
4,389
0.09
Murabahah
Other
Total Per-Scheme
Financing
Financial
Report
49.133
trading, transportation and
communication, business
services, social services
and other economy sector
financings.
c. Per-customers segments, among
others: corporation, commercial,
small business, micro business
and customers financings.
Corporate
Governance
50.460
Management Analysis
and Discussion
Nominal
%
127
Key
Highlights
Management
Report
Company
Profile
b. Per-Economy Sector Financing
Performance of per-economy sector
financing decreased for IDR 1.32 trillion
or -2.63%, from IDR 50.46 trillion in
2013 to be IDR 49.13 trillion in 2014.
Performance of per-economy sector
financing increased, namely 25.21% for
agriculture, 73.97% for mining, 16.13%
for industry, 42.68% for trading, 3.84%
for transportation & communication.
Meanwhile, for performance in social
services, construction, business
services, electricity gas water, and other
sectors decreased for 44.94%, 30.17%,
23.59%, 0.60% and 2.55%.
Per-Economy Sector Financing(in billion Rupiah)
No
Description
1
Agriculture
2
Mining
3
2013
2014
Growth
Nominal
Share (%)
Nominal
Share (%)
1,641
3.25%
2,055
4.18%
25,21%
576
1.14%
1,002
2.04%
73,97%
Industry
2,264
4.49%
2,629
5.35%
16,13%
4
Electricity, Gas and Water
1,106
2.19%
1,100
2.24%
-0,60%
5
Construction
2,971
5.89%
2,075
4.22%
-30,17%
6
Trading
4,995
9.90%
7,127
14.51%
42,68%
7
Transportation &
Communication
1,955
3.87%
2,030
4.13%
3,84%
8
Business World Services
12,208
24.19%
9,328
18.99%
-23,59%
9
Social Services
888
1.76%
489
1.00%
-44,94%
10
Other
21,856
43.31%
21,299
43.35%
-2,55%
50,460
100.00%
49,133
100.00%
-2,63%
Total
c. Per-Segment Financing
In 2014, BSM was still channeling
in 4 (four) segments financing,
among others: corporate
financing segment, commercial
financing segment, micro
and small business financing
segment, and consumers
financing segment. In
composition perspective, Bank
has channeled per-segment
financing with consumers
financing portion was more than
38.53%, corporate financing in
the amount of 32.94%, micro
128
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
and small business financing
in the amount of 17.38% and
commercial financing in the
amount of 11.14%.
Table of Per-Segment Financing (in billion Rupiah)
Year
Description
2013
Corporate
Growth
2014
Nominal
Share
%
%
12,420
16,186
3,767
30.33%
32.94%
Commercial
7,567
5,475
(2,092)
-27.65%
11.14%
Micro and Small Business
8,618
8,539
(79)
-0.92%
17.38%
Consumers
21,856
18,933
(2,923)
-13.37%
38.53%
Total
50,460
49,133
(1,327)
-2.63%
100%
Classification of financing segments of the Banks was
determined based on:
1. Main criteria without considering Gross Annual Sales
(GAS)
2. Second criteria is private company or individual that
fulfill criteria of Gross Annual Sales and limit.
Table of Financing Segments Classification
Second Criteria
No
Segment
Main Criteria
1
Micro
1. Individuals for productive purposes
2. Individuals for multi-uses
3. Micro program financing
-
up to IDR 100 million
2
Small
1. Corporate Financing (including for its
members for productive and consumptive
purposes)
2. Sharia Micro Finance Institutions (KJKS,
BMT)
3. BPRS
4. Financing of programs (non-micro)
5. Financing with partnership scheme
6. Companies with GAS of up to IDR 10 billion
up to IDR 10 billion
>IDR 100 million up to
IDR 1.5 billion
3
Commercial
1.
2.
3.
4.
>IDR 10 billion up to
IDR 150 billion
>IDR 1.5 billion up to
IDR 30 billion
4
Corporation
1.
2.
3.
4.
BUMN and its subsidiaries
Government Institutions
Multinational company
Bank and non-bank financial institutions
other than multi-finance companies
5. Syndication financing
6. Public companies
>IDR 150 billion
>IDR 30 billion
5
Ritel
Cooperative for consumers purposes
Consumers financing
-
-
BUMD and its subsidiaries
Local Government
Multi-finance
Financing to subcontractors through supply
chain financing
GAS
Limit
129
Management
Report
Company
Profile
Commercial Financing
(in IDR billion)
BSM proactively executed
continuous communication
and more intensive visits to
corporate customers as one of
BSM’s efforts in maintaining
sustainability of corporate
financing, thus potential issues
could be early detected and
solved well.
b. Syndication Financing
In 2014, channeling of
corporate financing for
IDR 2.77 trillion with total
customer of 21 companies.
During 2014, BSM had
channeling syndication
fnancing, clubdeal and
bilateral (as underwriter)
a. Performance of Corporate
Financing
During 2014, BSM had
channeled corporate
financing for IDR 16.19
trillion, or an increase of
30.33%, from IDR 10 trillion
in 2013 to be IDR 12.41
trillion by the end of 2014.
Corporate financing was
directed for development
and integration of both
business and working capital.
The focus of corporate
financing was directed to
3 (three) major sectors,
namely: business services
sector trading sector and
construction sector.
The three biggest industry sectors
in financing portfolio was trading
sector for IDR 554 billion or 20%,
agribusiness for IDR 487.5 billion
or 18%, and sea transportation for
IDR 481.3 billion or 17%.
5.475
FBI growth
(in IDR billion)
Des-14
42
Des-13
Des-13
Des-14
Industry Sector of Syndication Financing
2%
1%
3%
9%
14%
16%
20%
18%
130
with growth of IDR 1.14 trillion or
110.82% from IDR 1.6 trillion in
2013 with FBI revenue of IDR 42
billion.
7.567
Description on per-business segment
financing is as follows:
1. Corporate Financing
Form of BSM’s support in
increasing the growth of national
sharia banks was by assisting
the expansion of the business
of corporate customers through
financing channeling, either for
investment or working capital
in industrial sectors that are
important for positive growth
and in line with risk appetite
bank.
25
Key
Highlights
17%
Airplane Maintenance Services
Mining
Construction Services
Oil & Gas
Telecommunication
Electricity
Marine Transportation Services
Agribusiness
Large Trading
1%
2%
3%
9%
14%
16%
17%
18%
20%
Management Analysis
and Discussion
2. Commercial Financing
In 2014, BSM had channeling
amount of IDR 5.47 trillion
or 72.35% compare to 2013
Financing composition that was
channeled by BSM based on its
purpose of use divided to be
working capital and investment. In
2014, the majority of commercial
financing was channeled for
investment purposes in the
amount of 62.30%, while the
remaining balance in the amount
of 37.7% was used for working
capital. This composition was not
far from 2013, in which commercial
financing of BSM was mostly
used for investment purposes,
i.e. 63.18%, while the remaining
36.82% was used for working
capital.
Corporate
Governance
namely murabahah, musyarakah
that includes Revolving Fund
Financing (PDB), mudharabah,
ijarah and istishna. In 2014,
financing realization with
murabahah scheme in the
amount of IDR 33.72 trillion
increase 1.53% compare to
2013 that was IDR 33.21 trillion.
Financing with musyarakah
scheme in the amount of
IDR 7.65 trillion (15.56%),
mudharabah scheme in the
amount IDR 3.61 trillion (6.44%),
other scheme (ijarah and
istishna) in the amount of IDR
4.61 trillion or 9.38% compare to
Total Financing.
Commercial Financing in
Economy Sector
BSM channels commercial
financing in several economy
sectors. Commercial financing
of BSM in 2014 was dominated
by financings on trading sector
for 25%. This domination
was different with financing
channeling in 2013 that was
dominated by business services
for 24.91%.
In 2014, BSM determined the
authorizations of commercial
segments operators in 20 branches
that were focus on commercial,
namely:
1. KC Medan
2. KC Pekanbaru
3. KC Batam
3. Micro and Small Business
4. KC Jakarta Hasanudin
Financing
5. KC Jakarta Mayestik
To support economy growth
6. KC Jakarta Warung Buncit
in real sector and to assist the
7. KC Jakarta Pondok Kelapa
Government programs, BSM
8. KC Jakarta Thamrin
was committed to channel the
9. KC Jakarta Kelapa Gading
financing for micro and small
10.KC Jakarta Rawamangun
business. The importance to
11.KC Bandung
empower small business was a
12.KC Semarang
challenge as well as opportunity
13.KC Solo
to increase financing portfolio in
14.KC Palembang
such segment.
15.KC Bandarlampung
16.KC Surabaya
In 2014, BSM had successfully
17.KC Surabaya Boulevard
channeled financings for micro
18.KC Makassar
and small business in the
19.KC Banjarmasin
amount of IDR 8.54 trillion or
20.KC Balikpapan
99.08% increase to the amount
of channeling of micro and small
Commercial Financing Scheme
business financing in 2013 that
Commercial financing composition
was 8.62 trillion. Financing on
of BSM based on financing scheme
micro and small business sector
was divided into 5 (five) schemes,
had an important meaning
Financial
Report
for BSM in its contribution to
development of the country
through the increase of people
empowerment. One of financing
forms in micro and small
business sectors that had been
done by the Bank was the BSM
Micro Shop Financing.
BSM Micro Shop Financing
Short term financing that was
used to facilitate business needs
and multi-uses with maximum
limit of financing up to IDR 100
million with murabahah and
ijarah contracts.
BSM Micro Shop is financing
services in branch and
supporting branch offices for
customers in micro category.
Maximum limit granted for the
customers through the BSM
Micro Shop is IDR 200 million
in line with maximum median
of the current micro business
needs. Up to the end of 2014,
456 Micro Shop outlets and
30 Micro Area Office Units
have been opened throughout
Indonesia.
BSM channeled the financing
through the Micro Shop during
2014 with a growth of IDR 92.7
billion, from IDR 1.93 trillion at
the end of 2013 to be IDR 2.02
trillion at the end of 2014.
131
Key
Highlights
The main target of Micro Shop
market is individual customers,
either individually or through an
alliance that require financing
for investments / working capital
for productive or multi-uses
activities up to IDR 200 million.
Samples of this category include
groceries shop merchants,
restaurants, merchants of
traditional markets, motorcycle
workshop business, household
industry, permanent employees,
BUMN/D employees, midwife,
etc.
In accordance with Financing
Guidelines, Micro Shop can
finance productive financing
or muti-uses financing for up
to IDR 200 million. Products
and requirements of micro
financing shall be adjusted
with characteristic of the micro
business.
From the perspective of
financing limit, micro business
financing consists of 3 product
categories as follows:
1. Tunas Financing (plafond IDR
2 million up to IDR 10 million)
2. Madya Financing (plafond
>IDR 10 million up to IDR 50
million)
3. Utama Financing (plafond
>IDR 50 million up to IDR 200
million)
Through Micro Shop services,
business access to micro
businessmen to BSM financing is
expected to be more opened.
Warung Mikro Products:
• Ramadhan Blessing
Program and Sales Growth
Acceleration for End of Year
2014
It is a special price program
given to potential customers
of micro shop, either new or
existing customers that top
up its micro financing in BSM.
132
Management
Report
• Cross-Selling Program of
Micro Financing
It is a program specially given
for existing customers of BSM
financing that have a staying
minimum balance of IDR 250
thousands for 6 consecutive
months. In addition in giving
attractive special price,
this program also offers
competitive discount of
administrative costs.
• BSM and Spekta Outlets
It is a Bank Syariah Mandiri
Expo program that is
followed by Micro Shops
to market the BSM micro
financing to the public. This
Expo has been done monthly
in 12 cities in 2014.
BSM Gold Pawning Business
The strategy launched by BSM
Gold Pawning in 2014 was to
strengthen financing portfolio
structure of BSM Gold Pawning
by multiplying financing portion
with retail nominal value or of
less than IDR 20 million. It was
done to avoid the customers who
transacted a Gold Pawning with
motive of speculation that use to
play in range of financing large or
more than IDR 100 million. With
such strategy, BSM Gold Pawning
successfully increased financing
portion of retail pawning from
nominal value of IDR 322 billion
(or 26% from total portfolio
in 2013) to IDR 390 billion (or
32% from total portfolio in
2014). From the perspective of
account numbers, the portion of
financing accounts for pawning
retail increased from 48,145
accounts (or 78% from total
accounts in 2013) to be 58,629
accounts (or 81% from total
accounts 2014). Approximate
ticket size of BSM Gold Pawning
successfully decreased from IDR
20 million per financing to be IDR
17 million per financing.
Company
Profile
By macro perspective, gold
pawning industry has not showed
any improvement. It was related
to the economy situation that had
not supported, it was signed by
gold price that incline to lower
down. In 2014, outstanding BSM
gold pawning financing slightly
decreased for 1.5% or IDR 19
billion, from IDR 1.22 trillion to
be IDR 1.20 trillion. From the
perspective of customers number,
there was an increase of 4,175
customers or 11% increase from
37,853 customers in 2013 to be
42,028 customers in 2014. The
main factor of such decrease in
pawning financing with high value
or of more than IDR 100 million
in the amount of IDR 108 million
(or 25% from IDR 425 billion to be
IDR 317 billion). The decreased
of debit balance was followed by
the decrease of FBI of pawning for
4% or IDR 8 billion from IDR 190
billion in 2013 to be IDR 181 billion
in 2014.
a. Alliance with Strategic Partners
To expand the range of
pawning services, BSM
opened distribution network
with third party. In 2014,
BSM continuously expands
its networks in partners’
outlets (namely PT Pos
Indonesia, Bank Mandiri, Bank
Sinar Harapan Bali). Up to
December 2014, the outlets
numbers of BSM gold pawning
partners that have been
operated were 50 outlets,
consisting of 37 outlets in PT
Pos Indonesia, 8 outlets in
Bank Mandiri and 5 outlets in
Bank BSHB.
b. Business Development Program
BSM launched several
programs to improve pawning
financing portfolio, among
others as follows:
1. Gold Bestfriend Program.
It is a program designated
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
for individuals who
are able to refer the
customers to obtain
pawning financing from
BSM,
2. Special Program.
BSM gold pawning
offers various program
in 2014 by giving profit
to program participants
among others facilitation
on pawning costs,
souvenirs, parcels, etc.
c. BSM Gold Installment
Products.
BSM Gold Installment is a
service of financing for gold
ownership by installment
manner. It is a follow up of
Bank of Indonesia Regulation
No.14/16/DPbS dated 31
May 2012 regarding Gold
Ownership Financing Product
for Sharia Banks and Sharia
Business Units. As of the
BSM Gold Installment
product was launched in
March 2013, BSM Gold
Installment portfolio had
reached outstanding of IDR
180 billion in 2014 or grew
for 164% compared to the
position in 2013 that was IDR
68 billion. The customers of
BSM Gold Installment grew
for 217% or 8,886 customers
from 4,097 customers in
2013 to be 12,983 customers
in 2014. Realization of
pawning fees reached
IDR 181 billion in 2014 or
decrease for 4% or IDR 8
billion from IDR 190 billion
in 2013.
4. Consumers Financing
One of BSM businesses that
developed and marketed to
meet the needs of the people
is consumers financing.
Consumers financing contributed
in financing growth on BSM
business in a whole. The
condition of national economy
in 2014 that brought to the slow
down affected the growth of
consumers financing.
BSM channeled consumers
financing in 2014 for IDR
14.79 trillion or 90.40% to the
consumers financing in 2013
that was IDR 16.36 trillion. This
financing achievement was
caused by the high run off of
B2B financing (IDR 4.3 trillion
or 85.12% from total run off
of consumers financing). This
financing achievement was also
caused by withdrawn of B2B
financing that was not developed
due to the policy BSM that
decided to limit B2B customers
with only from selected
companies in line with NPF for
PKPA that already high. The
portion of consumers financing
to the total BSM financing
decreased to be 30.21% from
previously 32.56% by the end of
2013.
The growth of consumers
financing in 2014 was
contributed by financing
products with B2C basis, among
others as follows:
a. Pension Financing (101%)
b. Medical Equipment Financing
(39%)
c. Housing Financing (24%)
The quality of consumers
financing (NPF) to the total BSM
financing increased from 1.15%
in 2013 to be 1.28% in 2014.
The pattern of channeling of B2C
consumers financing that use
Consumer Financing Business
Centre (CFBC) as a channel
distribution to the end users.
133
Key
Highlights
Management
Report
Company
Profile
Table of Consumers Financing (in billion Rupiah)
Financing Type
2013 Outstanding
2014
Portion
Outstanding
Portion
Housings
5,956
36.41%
7,386
49.94%
Pensions
112
0.68%
225
1.52%
27
0.16%
37
0.25%
Vehicles
337
2.06%
270
1.83%
Other Consumers
206
1.26%
81
0.55%
Implants
5,806
35.49%
4,569
30.90%
PKPA
3,915
23.93%
2,220
15.01%
Total
16,358
100.00%
14,788
100.00%
Medical Equipment
note: consumer financing amount does not include gold pawning financing and hajj bailouts financing
The portion of consumers
financing for each segment in
2014 are as follows:
a. Housing Financing
Financing facilities for
ownership / renovation of
houses and apartments.
The portion for housing
financing was IDR 7.38 trillion
or 49.94% from the total
b. Pension Financing
Financing facilities to the
retired with monthly pension
benefits. The portion of
pension financing was IDR
224.99 billion or 1.52%
from the total of consumers
financing.
c. Vehicles / Automotive
Financing
Financing facilities to own
cars and motorcycles. The
portion for vehicles financing
was IDR 270.47 billion or
1.83% from the total of
principles. The portion for
medical equipment financing
0.25% from the total of
e. Implants Financing
Consumers financing facilities
provided by the bank to
permanent employees of
government institutions
and private companies.
The portion for implants
financing was IDR 4.57 trillion
or 30.90% from the total of
f. Employees Cooperative
Financing
Financing facilities provided
by the bank to cooperative
of employees to meet
consumption needs of its
members of (collective)
employees. The portion
for implants financing was
IDR 2.22 trillion or 15.01%
from the total of consumers
financing.
d. Medical Equipment Financing
Financing facilities to medical
professions to procure
certain goods/services
that are in line with sharia
134
Management Analysis
and Discussion
Fee Based Income (FBI)
Business Segment
In 2014, realization of income
performance from business segment
of services/fee based income (pure
FBI) reached IDR 852.03 billion, or
92.33% from income performance
of services business segment in
2013 that was IDR 922.79 billion.
The said performance was affected
by decrease of income from hajj
fee that was quite significant in the
amount of IDR 124.70 billion and
earnings from pawning fees that
was IDR 16.51 billion. However, in
the same year, earnings obtained
from operation fees and syndication
/ bonds fee could contribute in
significant growths for IDR 44.69
billion and IDR 4.79 billion. In
composition perspective, operations
fee gave the biggest contribution
to the whole fee based income, i.e.
35.13%.
Corporate
Governance
Financial
Report
Description on the performance of
services product (Pure Fee Based
Income) is as follows:
1. Pawning Fee
FBI performance from pawning
fee reached IDR 176.34 billion
in 2014, or 91.44% from the
pawning fee obtained in 2013
that was IDR 192.85 billion.
Pawning fee performance
contributed 20.70% to the total
FBI income.
2. Hajj Fee
FBI performance from hajj fee
reached IDR 252.22 billion in
2014, or 66.92% from the hajj
fee obtained in 2013 that was
IDR 376.92 billion. Hajj fee
performance contributed 29.60%
to the total FBI income.
3. Operations Fee
Realization of operations fee was
IDR 299.36 billion in 2014, or
117.55% from the operations fee
obtained in 2013 that was IDR
254.66 billion. Operations fee
performance contributed 35.13%
to the total FBI income.
4. International Banking Fee
Realization of international
banking fee was IDR 73.85
billion in 2014, or 106.94% from
the international banking fee
obtained in 2013. International
banking fee performance
FBI income.
5. Micro Financing Fee
Micro financing fee realization
was IDR 128 million in 2014,
or 44.38% from the microfinancing fee obtained in 2013
that was IDR 289 million.
Micro financing performance
FBI income.
6. Syndication and Bonds Fees
Realization of syndication and
bonds fees was IDR 44.79
billion in 2014, or 180.47%
from the syndication and
bonds fees obtained in 2013
Syndication and bonds fees
performance contributed
5.26% to the total FBI income.
7. Remittance Fee
Realization of remittance fee
was IDR 5.34 billion in 2014, or
127.44% from the remittance
fee obtained in 2013 that was
IDR 4.19 billion. Remittance
fee performance contributed
0.63% to the total FBI income.
Fee Based Income (in million Rupiah)
2013
2014
Achievement (%)
Contribution (%)
Pawning
192,852
176,344
91.44%
20.70%
Hajj
376,925
252,224
66.92%
29.60%
Operations
254,665
299,359
117.55%
35.13%
69,056
73,846
106.94%
8.67%
289
128
44.38%
0.02%
24,816
44,786
180.47%
5.26%
4,192
5,342
127.44%
0.63%
922,795
852,029
92.33%
100.00%
FBI
International Banking
Micro Financing
Syndication and Bonds
Remittance
Total
135
Key
Highlights
The following are several products
that contributed to the fee based
income (FBI):
1. Remittance Transactions
Remittance income grew
significantly, namely money
transfer from BSM partners in
Malaysia, Singapore and Hong
Kong through Transfer of D.U.I.T
(Dana Untuk Indonesia Tercinta
or Funds for Beloved Indonesia).
The advantage of this product
is that the receiver may receive
the money transfer in real time
online to all banks that are
members of ATM Bersama or
ATM Prima. Other advantage
of this product is the availability
of services for receivers who
do not have any account in
bank. Receiver may cash the
transferred money through the
nearest Post Office by showing
his/her identity card and code
number of the money transfer
that has been prior sent through
cellular phone.
Most outgoing remittance
was supported by BSM brand
Transfer Valas that contributed
IDR 6.4 billion to the FBI. The
transactions were still dominated
with USD currency with domestic
and international transfer
destinations. In 2015, BSM will
continue to expand outgoing
transactions with growth target
of 79% or in the amount of IDR
11.5 billion. BSM also serves
remittance transactions through
Western Union that provide
ease to the customers of cash
to cash transfer with domestic /
international destinations.
136
Management
Report
Most of remittance fee
contributions earned from
Transfer D.U.I.T transactions
that was IDR 16.6 billion. In
addition, it was supported with
fee earnings from Transfer Valas
that was IDR 6.4 billion, Western
Union that was IDR 5.3 billion
and Transfer Nusantara that was
IDR 11.2 billion.
2. Hajj & Umrah Bailouts
Hajj bailouts product is a loan
from the bank to customers
specifically to bails their lack
of fund in obtaining a hajj seat
when paying off the BPIH.
Meanwhile umrah bailouts is a
short term financing to facilitate
umroh travel needs, such as
tickets, accommodation, and
other umrah preparation costs
with ijarah contract.
Company
Profile
• Mandiri International Islamic
Expo
It is a program from Bank
Mandiri with its subsidiaries,
i.e. Bank Syariah Mandiri
(BSM) and AXA Mandiri
to meet the people with
hajj, umrah and Islamic trip
operators. It was held in
21-23 November 2014 in the
Jakarta Convention Center.
Mandiri International Islamic
Expo were participated by
129 companies engaging in
travel services sector.
Hajj & Umrah Bailouts
Products
• Serambi of Hajj – Manasik of
Hajj Program
It is a program of manasik
of hajj for the people, either
customers or potential
customers of BSM, to market
the regular hajj bailouts,
umrah financing and
mabrur savings products. In
2014, BSM had done this
program in 18 KC/KCP units
throughout Indonesia with
total customers of 1,986
persons.
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Third
Party Fund
Operational
Review
Graphic of Third Party Fund
Growth (in billion Rupiah)
DPK
(in billion Rupiah)
Graphic of Number of Account of
Third Party Fund (DPK)
7.129.098
NOA - DPK
(accounts)
5.968.872
Total collection of Third Party Fund
in 2014 reached IDR 59.82 trillion,
or grew for IDR 3.36 trillion or 5.95%
from the total DPK in 2013 that was
IDR 56.46 trillion. DPK is came from
savings, demand deposits and time
deposits.
59.821
Collection of third party fund does
not give a direct income to the Bank.
However, Bank may use the fund
for channeling of financing. Bank
will earn income as mudharib and
share the income to the customers
in accordance with sharia principles.
Therefore, the description of
business segment of financing
only discusses the performance
of increase / decrease of product
capacity, and does not discuss
regarding income of the products or
profitability.
Third Party Fund (DPK)
2013
2014
56.461
Third Party Fund is a business
activity to collect fund from the
public (stakeholders), either
individuals or corporates. The Bank
collects the fund from the public
through division of consumers fund
group or institution fund and low
cost fund. The form of collection
of Third Party Fund (DPK) offered
by BSM to the public are savings,
demand deposits, and time deposits
products.
2013
2014
The growth of DPK that was quite
significant was followed by the
growth of number of account (NOA)
for 1,160,226 accounts or increase
for 19.44% from 5,968,872 accounts
in 2013 to 7,129,098 accounts by
the end of 2014. Average monthly
growth of DPK was 96,686 accounts.
137
Key
Highlights
Management
Report
Company
Profile
Details of Third Party Fund
(DPK)
In 2014, DPK performance showed
a development, both from fund
nominal perspective as well as
number of account (NOA). This
development of DPK performance
was contributed by all financing types
of fund products. From contribution
perspective, savings product was the
fund product that gave the highest
contribution, i.e. for 97.21% based
on the NOA. Meanwhile based on
the nominal of collected fund, time
deposits product gave the highest
contribution for 53.39%. Below is the
details of Third Party Fund that was
successfully collected by December
2014.
Table of Third Party Fund (DPK) Details (in billion Rupiah)
Description
a. Savings
2013
2014
Nominal
NOA
Nominal
2014 Composition(%)
NOA
Nominal
NOA
Growth(%)
Nominal
NOA
22,101
5,787,208
22,685
6,930,335
37.92%
97.21%
2.64%
19.75%
7,525
61,999
5,200
67,677
8.69%
0.95%
-30.90%
9.16%
c. Time Deposits
26,834
119,665
31,936
131,086
53.39%
1.84%
19.01%
9.54%
Total
56,461
5,968,872
59,821
7,129,098
100.00%
100.00%
5.95%
19.44%
b. Demand Deposits
a. Saving Products
In 2014, collection of third
party fund in form of savings
increased to be IDR 22.68 trillion,
an increase of 2.64% or IDR
583.34 billion from IDR 22.10
trillion in 2013. BSM Saving
products include: Tabungan
Berencana, Tabungan Investa,
TabunganKu, Tabungan Simpatik,
Tabungan Mabrur, and Tabungan
Mudharabah.
138
BSM saving product that
contributed th emost based on
the collected fund was Tabungan
Mudharabah for IDR 17.43
trillion or 76.83%. Number of
NoA of savings product in 2014
reached 6,826,206 accounts, an
increase of 1,040,000 accounts
or 17.97% compared to 2013
that was 5,786,206 accounts.
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Table of Saving Product Performance (in million Rupiah)
Growth
No
Description
2013
2014
1
Tabungan Mudharabah
17,103,824
17,429,381
325,557
1.90%
2
Tabungan Mabrur
2,939,993
3,046,296
124,303
4.23%
3
Tabungan Berencana
157,425
160,473
3,048
1.94%
4
Tabungan Investa Cendekia
292,035
329,594
37,559
12.86%
5
Tabungan Simpatik
1,230,641
1,294,171
63,530
5.16
6
TabunganKu
377,309
406,648
29,339
7.78%
Total
22,101,227
22,648,562
583,335
2.64%
2013
2014
Nominal
%
Table of NOA Performance of Saving Products
No
Description
1
Tabungan Mudharabah
2
Tabungan Mabrur
3
Growth
Accounts
%
2,744,085
2,990,713
246,628
8.99%
924,399
1,290,550
366,151
39.61%
Tabungan Berencana
64,018
69,795
5,777
9.02%
4
Tabungan Investa Cendekia
52,711
48,838
-3,873
-7.35%
5
Tabungan Simpatik
1,714,252
2,116,297
402,045
23.45%
6
TabunganKu
286,741
310,013
23,272
8.12%
Total
5,786,206
6,826,206
1,040,000
17.97%
The growth of saving products
performance for IDR 583.34
billion in 2014 was supported
by the growth of Tabungan
Mudharabah for 1.90%,
Tabungan Mabrur for 4.23%,
Tabungan Berencana for 1.94%,
Tabungan Investa Cendikia for
12.86%, Tabungan Simpatik
for 5.16% and TabunganKu for
7.78%.
Details of saving products in
BSM, among others, as follows:
1. Tabungan Mudharabah
In 2014, performance of
Tabungan Mudharabah
reached IDR 17.43 trillion.
The growth of Tabungan
Mudharabah for IDR 325.56
billion or 1.90%. Total NoA
of Tabungan Mudharabah
in 2014 was 2,990,713
accounts, a growth of
246,628 accounts or 8.99%
compared to 2013 that was
2,744,085 accounts.
2. Tabungan Mabrur
In 2014, Tabungan Mabrur
performance reached IDR
3.06 trillion, a growth of IDR
124.30 billion or 4.23%. Total
NoA of Tabungan Mabrur
in 2014 was 1,290,550
accounts, a growth of
366,151 accounts or 39.61%
924,399 accounts.
3. Tabungan Berencana
In 2014, Tabungan Berencana
performance reached IDR
160.47 billion. The growth
of Tabungan Berencana was
IDR 3.05 billion or 1.94%.
NoA number of Tabungan
Berencana in 2014 was
69,795 accounts, a growth
of 5,777 accounts or 9.02%
64,018 accounts.
4. Tabungan Investa
Tabungan Investa reached
IDR 329.59 billion. The
growth of Tabungan Investa
12.86%. NoA number of
Tabungan Investa in 2014 was
139
Key
Highlights
48,838 accounts, a decrease
of 3.873 accounts or -7.35%
52,711 accounts.
5. Tabungan Simpatik
In 2014, the performance
of Tabungan Simpatik
reached IDR1.29 trillion.
The growth of Tabungan
Simpatik was IDR 63.53
billion or 5.16%. Total NoA
of Tabungan Simpatik in 2014
was 2,116,297 accounts, a
growth of 402,045 accounts
that was 1,714,252 accounts.
6. TabunganKu
In 2014, the performance
of TabunganKu reached
IDR406.65 billion. The
growth of TabunganKu was
IDR 29.34 billion or 7.78%.
Total NoA of TabunganKu in
2014 was 310,013 accounts,
a growth of 23,272 accounts
that was 286,741 accounts.
b. Time Deposit Products
In 2014, public fund collection
inf form of time deposits
reached IDR 31.93 trillion, a
growth of IDR 5.10 trillion or
19.01% compared to 2013 that
was IDR 36.83 trillion. Time
deposits of BSM are provided in
two currencies, namely Rupiah
and US Dollar. The growth
of time deposits of BSM was
supported by the trust level of
the customers that improved and
the increase of institution fund
by the end of 2014. Total NoA of
Time Deposits in 2014 reached
129,936 accounts. NoA of time
deposits in 2014 grew for 10,271
accounts or 8.58% compared to
2013 that was 119,665 accounts.
140
Management
Report
Company
Profile
Table of Types of Time Deposits Products (in million Rupiah)
No
Product Type
1
Growth 2014
%
Growth 2014
27,809,048
3,448,047
14.15%
2,473,253
4,126,858
1,653,605
66.86%
26,834,254
31,935,906
5,101,652
19.01%
2013
2014
Time Deposit
Rupiah (IDR)
24,361,001
2
Time Deposit
USD (Foreign
Currency)
Total
Time deposits of BSM contributed for 18.93% to the
growth of time deposits of sharia bankings that grew
for IDR 26.94 trillion
Table of Number of Time Deposit Accounts
Growth 2014
%
Growth 2014
125,884
9,852
8.49%
3,633
4,052
419
11.53%
119,665
129,936
10,271
8.58%
No
Product Type
2013
2014
1
Time Deposit
Rupiah (IDR)
116,032
2
Time Deposit
USD (Foreign
Currency)
Total
Description on the products of time deposits in BSM is as follows:
1. Time Deposits Rupiah
In 2014, performance of Time Deposits Rupiah reached IDR 27.81
trillion. The growth of time deposits Rupiah in 2014 was IDR 3.45
trillion or 14.15% compared to time deposits Rupiah in 2013 that was
IDR 24.36 trillion. Total NoA of Time Deposits Rupiah in 2014 was
125,884 accounts, an increase of 9,852 accounts or 8.49% compared
to the total NoA of Time Deposits Rupiah in 2013 that was 116,032
accounts.
2. Time Deposits Foreign Currency
In 2014, performance of Time Deposits Foreign Currency reached
IDR 4.13 trillion. The growth of time deposits Foreign Currency in
2014 was IDR 1.65 trillion or 66.86% compared to time deposits
Foreign Currency in 2013 that was IDR 2.47 trillion. Total NoA of
Time Deposits Rupiah in 2014 was 4,052 accounts, an increase of
419 accounts or 11.53% compared to the total NoA of Time Deposits
Rupiah in 2013 that was 3,633 accounts.
Management Analysis
and Discussion
Corporate
Governance
c. Demand Deposit Products
In 2014, public fund collection inf
form of demand deposits reached
IDR 5.20 trillion, a decrease of IDR
7.52 trillion. Demand deposits of
BSM are provided in four types ,
namely BSM Giro Rupiah, BSM Giro
Euro, BSM Giro Dollar, and BSM
Giro Singapore Dollar. Total NoA of
Demand Deposits in 2014 reached
compared to 2013 that was 53,334
accounts.
Financial
Report
Description on BSM Demand Deposit
products is as follows:
1. Demand Deposits Rupiah
In 2014, performance of Demand
Deposits Rupiah reached IDR
4.11 trillion, a decrease of IDR
6.10 trillion compared to 2013.
Meanwhile, total NoA of Demand
Deposits Rupiah in 2014 was
compared to the total NoA of
Demand Deposits Rupiah in 2013
that was 52,924 accounts. Table of Types of Demand Deposits Products
(in million Rupiah)
No
Product Type
1
Demand Deposit
Rupiah
2
Demand Deposit Euro
3
4
2013
Growth
2014
Nominal
%
6,101,470
4,110,871
-1,990,599
-32.62%
2,373
12,964
10,591
446.32%
Demand Deposit
Dollar
1,418,877
1,063,312
-355,565
-25.06%
Demand Deposit
Singapore Dollar
2,541
12,957
10,416
409.91%
7,525,261
5,200,104
-2,325,157
-30.90%
Total
Table of Account Numberof Demand Deposits
Product
No
Product Type
1
Demand Deposit
Rupiah
2
Demand Deposit Euro
3
4
2013
Growth
2014
Accounts
%
52,924
40,174
-12,750
-24.09%
31
25
-6
-19.35%
Demand Deposit
Dollar
8,971
928
-8,043
-89.66%
Demand Deposit
Singapore Dollar
73
72
-1
-1.37%
53,334
41,199
-12,135
-22.75%
Total
2. Demand Deposits Euro
Demand Deposits Euro reached
IDR 12.96 billion. The growth
of Demand Deposits Euro in
2014 was IDR 10.59 billion or
446.32% compared to Demand
Deposits Euro in 2013. The
total NoA of Demand Deposits
Euro in 2014 was 25 accounts,
a decrease compared to the
total NoA of Demand Deposits
Euro in 2013 that was 31
accounts.
3. Demand Deposits USD
Demand Deposits USD reached
IDR 1.06 trillion, a decrease
compared to the Demand
Deposits USD in 2013 that was
IDR 1.42 trillion. The total
NoA of Demand Deposits USD
in 2014 was 928 accounts, a
decrease compared to Demand
Deposits USD in 2013 that was
8,971 accounts.
4. Demand Deposits SGD
Demand Deposits SGD reached
IDR 12.96 billion. The growth
of Demand Deposits SGD in
2014 was IDR 10.42 billion
or 409.91% compared to the
Demand Deposits SGD in 2013
that was IDR 2.5 billion. Total
NoA of Demand Deposits SGD
in 2014 was 72 accounts, a
decrease compared to the total
NoA of Demand Deposits SGD
in 2013 that was 73 accounts.
141
Key
Highlights
Management
Report
Company
Profile
Financial Position Performance
Company
Financial
Performance
Review
Discussion on the operations of BSM
for the years ended on 31 December
2014 and 2013 was delivered in
the same with the comprehensive
Financial Statements, including the
notes therein as presented in the
next chapter.
This discussion was prepared based
on Financial Statements of the Bank
and presented based on financial
accounting principles as generally
applicable in Indonesia (PSAK) for
the years ended on 31 December
2014. The financial statements has
been audited by an independent
auditor, namely, Purwantono,
Suherman & Surja (Ernst & Young)
with unqualified opinion, that
every material matter for financial
positions of PT Bank Syariah Mandiri
on 31 December 2014, as well as
financial performance and cash
flow, conciliation report of revenue
and profit sharing, sources and
channeling report of zakat fund,
and sources and utilization report of
good funds.
Discussion and analysis on these
financial conditions are presented in
three parts as follows:
1. Financial Position Performance
2. Comprehensive Profit Loss
Performance
3. Cash Flow Performance
BSM is continuously made its efforts
to maintain the profit and continuous
growth of the bank’s business
sustainably. The continuous growth
of performance is certainly an asset
of the Bank in providing prosperity
to the employees and improving its
contributions in people empowerment.
Therefore, BSM took a lot of efforts
to manage its assets and liabilities
accurately, prudent and optimum.
With such principle, BSM is capable to
meet all liabilities on time, managing
liquidity and earn fair revenues in
acceptable risks level.
In 2014, BSM successfully booked its
assets of IDR 66.94 trillion. Channeling
financing reached IDR 49.13 trillion.
Collection of people fund through
Third Party Fund performance
was recorded at IDR 59.82 trillion.
Meanwhile the equity in 2014 was
recorded at IDR 4.94 trillion.
Table of Financial Positions Report (in billion Rupiah)
Description
2014
Achievement (%)
Assets
63,965
66,942
104.65%
Earning Assets
58,947
61,766
104.78%
5,918
10,302
174.07%
Granted Financing
50,460
49,133
97.37%
Liabilities
11,030
8,330
75.52%
47,574
53,175
111.78%
Issued Securities
500
500
100.00%
Third Party Fund
56,461
59,821
105.95%
7,525
5,200
69.10%
2. Savings
22,101
22,685
102.64%
3. Time Deposits
26,834
31,936
119.01%
4,862
4,937
101.54%
Placement of SBIS, FASBIS and
Reverse Repo SBSN
1. Demand Deposits
Equity
142
2013
Management Analysis
and Discussion
Assets
Assets of BSM comprises of earning
and non-earning assets. Detail
description of the Bank’s assets
includes among others: cash,
demand deposits and placements in
Bank of Indonesia, demand deposits
in other banks, placements in other
banks, investments on securities,
receivables, qardh debts, financing,
assets obtained for ijarah, temporary
investments, fixed assets and other
assets.
In 2014, performance of assets
amount of BSM reached IDR 66.94
trillion, a growth of IDR 2.98 trillion
or 4.65% compared to the total
assets in 2013 that was IDR 63.96
trillion.
Corporate
Governance
Financial
Report
Table of Assets (in billion Rupiah)
No
Description
2013
1
Cash
1,445
1,514
69
4.76%
2
Demand Deposits and
Placements in Bank of
Indonesia
9,157
13,026
3,869
42.25%
3
Demand Deposits in
Other Banks
681
533
(147)
-21.65%
4
Placements in Other
Banks
50
193
144
290.00%
5
Investments on
Securities
1,374
1,722
349
25.39%
6
Receivables
32,362
32,654
292
0.90%
7
Qardh Debts
5,555
3,585
(1,969)
-35.45%
8
Financing
10,752
10,337
(415)
-3.86%
9
Assets Obtained for
Ijarah
268
818
550
205.67%
10
Temporary Investments
-
50
50
11
Fixed Assets
788
725
(62)
-7.93%
12
Other Assets
1,535
1,784
249
16.23%
Total Assets
63,965
66,942
2,977
4.65%
1. Cash
Cash position as 31 December
2014 reached IDR 1.51 trillion, an
increase of IDR 69 billion or 4.76%
compared to the cash position
of the Bank as 31 December
Meanwhile the cash position to
the assets amount of the Bank was
2.26%.
2014
Mutation
%
Bank’s fund placement in Bank
of Indonesia is made in form
of Sharia Indonesian Bank
Savings Facility )FASBIS), Sharia
Certificate of Bank of Indoneisa
(SBIS), Reverse Repo and Sharia
Term Deposit of Foreign Currency
of Bank of Indonesia. As 31
December 2014, wadiah demand
deposits in Bank of Indonesia
reached IDR 2.72 trillion, while
placement in Bank of Indonesia
was IDR 10.30 trllion.
2. Demand Deposits and Placements
in Bank of Indonesia
Position of demand deposits and
placement in Bank of Indonesia
3. Demand Deposits in Other Banks
as 31 December 2014 reached
Position of demand deposits in
IDR 13.03 trillion, or an increase
other banks as 31 December
2014 reached IDR 533 billion,
compared to the position of
or 78.35% to the position of
demand deposits and placement in
demand deposits in other banks
Bank of Indonesia as 31 December
as 31 December 2013 that was
IDR 681 billion. Meanwhile the
Meanwhile position of demand
position of demand deposits in
deposits and placement in Bank of
other bank as 31 December 2014
Indonesia against total assets of
to the total assets of the Bank
the Bank was 19.46%.
was 0.80%.
143
Key
Highlights
Management
Report
Company
Profile
6. Receivables
The position of receivables as at
31 December 2014 was IDR 32.65
trillion, an increase of IDR 292
billion or 0.90% compared to the
position of receivables as at 31
December 2013 that was 32.36
trillion. Meanwhile, the position
of receivables as at 31 December
2014 to the total assets of the
Bank was 48.78%.
Amount of loss reserve for
decrease of demand deposits
value was sufficient to cover the
possibility of loss due to nonpayment of demand deposits in
other banks.
4. Placement in Other Banks
The position of placement in
other banks as 31 December
2014 was at IDR 193 billion,
an increase of IDR 144 billion
or 290.00% compared to the
position of placement in other
banks as 31 December 2013 that
was IDR 50 billion. Meanwhile,
position of placement in other
banks as at 31 December 2014
compared to total assets of the
Bank was 0.29%.
Written Off Financing
In 2014, BSM wrote off IDR 985
billion financing. This amount
is bigger than 2013 that was
IDR 717 billion. The written off
financing before 2013 and had
been reaccepted in 2014 was IDR
172 billion.
Written of Financing
(in billion Rupiah)
7. Qardh Loan
The position of qardh loan as at 31
December 2014 reached IDR 3.58
trillion, or 64.55% compared to
the position of qardh loan as at 31
December 2013 that was IDR 5.55
trillion. Meanwhile, the position
of qardh loan as at 31 December
Bank was 5.36%.
Placement in other banks
was done, among others,
through interbank mudharabah
investment certificate (SIMA),
term deposits as well as other
forms in accordance with sharia
principles.
5. Investments in Securities
The position of investment in
securities as at 31 December
2014 was IDR 1.72 trillion, an
increase of IDR 349 billion or
25.34% compared to the position
of investment in securities as
at 31 December 2013 that was
IDR 1.37 trillion. Meanwhile,
position of investment in
securities as at 31 December
2014 compared to total assets
was 2.57%.
Description
2013
2014
Initial Balance
920
1,503
Write Off
717
985
Reacceptance
134
172
1,503
2,317
End of Year Balance
8. Financing
The position of financing as at 31
December 2014 reached IDR 10.34
trillion, or 96.14$ to the position
as at 31 December 2013 that was
IDR 10.75 trillion. Meanwhile,
the position of financing as at 31
December 2014 to the total assets
of the Bank was 15.44%.
9. Acquired Assets for Ijarah
The position of acquired assets
for ijarah as at 31 December
2014 reached IDR 818 billion,
or 305.67% to the position of
acquired assets for ijarah as at 31
December 2013 that was IDR 268
billion. Meanwhile, the position
of acquired assets for ijarah as at
31 December 2014 to the total
assets of the Bank was 1.22%.
10.Temporary Capital Investments
The position of temporary capital
investments as at 31 December
2014 reached IDR 50 billion, to
the position of temporary capital
2013 that was none. Meanwhile,
the position of temporary capital
Bank was 0.07%.
BSM was continuously making
the best efforts to maintain the
quality of financing by monitoring
sustainability of business
development of the debtors. In
the future, BSM will continuously
in executing various programs of
improvements and settlements of
bad debtors.
Table of Investments in Securities Based on Maturity Date in 2014
(in billion Rupiah)
Description
Less than 1 year
813
1-5 years
440
More than 5
years
137
Total
144
Calculation on
acquisition costs
1,390
Availability
for sales
430
Calculation
on fair value
Total
30
1,273
17
457
137
430
47
1,867
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
11.Fixed Assets
The position of fixed assets as
at 31 December 2014 reached
IDR 725 billion, or 92.07% to the
position of fixed assets as at 31
December 2013 that was IDR 788
billion. Meanwhile, the position
of fixed assets as at 31 December
Bank was 1.08%.
The position of temporary syirkah
fund as at 31 December 2014 was
IDR 53.17 trillion, a growth of IDR
5.60 trillion or 11.78% compared
to the temporary syirkah fund as
at 31 December 2013 that was IDR
47.57 trillion. This increase was
mainly acquired from the increase of
mudharabah savings, mudharabah
time deposits, and temporary
syirkah fund of the bank.
12.Other Assets
The position of other assets as
at 31 December 2014 reached
IDR 1.78 trillion, or 116.23% to
the position of other assets as
at 31 December 2013 that was
IDR 1.53 trillion. Meanwhile the
position of other assets as at
31 December 2014 to the total
assets of the Banks was 2.67%.
Equity
The equity as at 31 December 2014
reached IDR 4.94 trillion, a growth
of IDR 75 billion or 1.54% to the
equity position as at 31 December
2013 that was IDR 4.86 trillion. This
increase was mainly caused by the
acquisition of profit in 2013 as well
as the current year profit.
Issued Subordinated Securities
The position of issued subordinated
securities as at 31 December 2014
was IDR 500 billion or the same
with the position of subordinated
securities that were issued the
previous year. The Bank issued
the subordinated securities to
strengthen its capital.
Liabilities
Total liabilities as at 31 December
2014 was IDR 8.33 trillion or 75.52%
to the total liabilities as at 31
December 2013 that was IDR 11.03
trillion. This decrease was caused by
the decrease of wadiah savings and
immediate liabilities. The wadiah
savings decreased in line with the
decrease of depositors.
Based on the latest valuation report
as published in December 2014 and
2013, these subordinates of the
Bank were granted idAA rank from
the securities ranking agency of PT
Pefindo.
Table of Liabilities (in billion Rupiah)
Description
2013
2014
Achievement (%)
753
690
91.68%
57
61
107.46%
9,115
6,887
75.56%
Savings from Other Banks
28
42
148.37%
Tax Debt
47
52
109.65%
600
150
25.00%
3
2
33.33%
426
446
104.73%
11,030
8,330
75.52%
Immediate Liabilities
Profit Sharing of Temporary
Syirkah Fund and Wadiah Bonus
of Third Party that Have Not
Been Distributed
Wadiah Saving
Received Financing
Estimation of Commitment and
Contingent Losses
Other Liabilities
Total
145
Key
Highlights
Management
Report
Company
Profile
Performance of Comprehensive
Loss Profit Report
murabahah profit, income from
profit sharing from musyarakah
and income from other business.
In 2014, BSM has successfully
booked a net profit of IDR 71.78
billion, or 11.02% to the net profit
of 2013 that was recorded for IDR
651.24 billion. The achievement of
such net profit was mainly pressed
compared to the previous year due
to the addition of fund allocation for
reservation of loss for decrease of
earning assets value.
2. Third Party Rights for Profit
Sharing of Temporary Syirkah
Fund
In line with the increase of income
from Fund Management by the
Bank as a Mudharib, liabilities of
the bank to meet third party fund
for profit sharing of temporary
syirkah fund increased for IDR
370 billion or 17.80% from IDR
2.08 trillion in 2013 to be IDR 2.45
trillion in 2014.
Comprehensive Loss Profit Report
(in million Rupiah)
No. Description
2013
2014
1.
Income from Fund
Management By the Bank
as a Mudharib
5,437,851
5,546,561
102.00%
2.
Third Party Rights for Profit
Sharing of Temporary
Syirkah Fund
(2,080,942)
(2,451,302)
117.80%
3.
Net Income from Fund
Management by the Bank
as a Mudharib
3,356,910
3,095,259
92.21%
4.
Other Business Income
1,193,419
1,002,553
84.01%
5.
Business Costs
(3,652,763)
(3,998,876)
6.
Business Profit
897,565
98,936
11.02%
7.
Profit Before Zakat Costs
883,836
109,794
12.42%
8.
Net Profit
651,240
71,778
11.02%
9.
Comprehensive Profit
650,530
74,980
11.53%
10.
Basic net profit per share
2,232
241
10.80%
1. Income from Fund Management
By the Bank as a Mudharib
In 2014, BSM booked the
income of Fund Management
by the Bank as Mudharib for
IDR 5.55 trillion, an IDR 109
billion or 2.00% increase from
the acquisition of income
from Fund Management by
the Bank as Mudharib in 2013
that was IDR 5.44 trillion. The
increase of income from the
Fund Management by the Bank
as Mudharib was caused by
the increase of income from
146
Achievement (%)
3. Other Business Income
Realization of Other Business
Income was resulted from the
income from banking services
compensation or fee based
income and income from bounded
investment compensation
(mudharabah muqayyadah). In
2014, the income from other
business reached IDR 1.00 trillion,
or 84.01% to the other business
income in 2013 that was IDR
1.19 trillion. The decrease was
caused by the decrease of banking
services compensation for
-15.98% and bounded investment
compensation for -55.62%.
4. Business Costs
Realization of business costs
increased from IDR 3.65 trillion
in 2013, increased for IDR 346
billion or 9.48% to become IDR
3.99 trillion in 2014. The increase
of business costs was due to the
increase of employment and
administration costs, as well as
increase of establishment of loss
reservation for depreciation of
earning assets values.
Management Analysis
and Discussion
5. Establishment of Reservation for
Depreciation Loss
In 2014, BSM recorded a cost for
establishment of reservation for
depreciation loss in the amount
of IDR 1.00 trillion, an increase of
IDR 133.48 billion compared to
the establishment of reservation
for depreciation loss in 2013
that was IDR 870.56 billion. The
sizeable increase of reservation
reflected the prudent attitude
of BSM to anticipate the loss
of bad financing. This increase
was due to the establishment
of reservation for depreciation
loss of earning assets that
reached IDR 974.56 billion and
non-earning assets of IDR 30.56
billion.
Corporate
Governance
Financial
Report
6. Business Profit
Realization of business profit in
2014 reached IDR 98.93 billion,
or 11.02% to the realization of
business profit in 2013 that was
IDR 897.56 billion.
7. Comprehensive Profit
In 2014, the realization of
comprehensive profit reached
IDR 74.98 billion, or 11.53% to
the realization of comprehensive
profit in 2013 that was IDR
650.53 billion. This achievement
was caused by the decrease of
business profit achievement
in 2014 that was significant,
even though in the current year
there was an IDR 3.20 billion
comprehensive income.
147
Key
Highlights
Cash Flow Report
Cash and cash equivalent by the
end of 2014 was IDR 12.51 trillion,
an increase of IDR 1.27 trillion
or 11.30% to the cash and cash
equivalent by the end of 2013 that
was IDR 11.24 trillion. This increase
was mainly affected by the increase
of cash flow from the operations
activities.
Management
Report
Company
Profile
Cash Flow Report (in billion Rupiah)
Description
2013
2014
Cash Flow of Operation Activities
4,086
2,194
203
(474)
-
(450)
Increase of Cash & Cash Equivalent
4,289
1,270
Cash and Cash Equivalent by the Beginning
of the Year
6,950
11,239
11,239
12,509
Cash Flow of Investment Activities
Cash Flow of Funding Activities
Cash and Cash Equivalent by the End of
the Year
1. Cash Flow of Operation Activities
The net cash flow earned from
operation activities in 2014 was
IDR 2.19 trillion, or reached
53.69% from the cash flow of
operation activities in 2013
that was IDR 4.09 trillion. It
was caused by the increase
of payment for profit sharing
of temporary syirkah fund,
decrease of business assets and
increase of business liabilities.
148
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Cash Flow of Operation Activities (in million Rupiah)
Description
2013
2014
5,424,025
5,556,294
(2,023,984)
(2,390,091)
1,188,093
996,729
134,445
171,763
(1,055,264)
(1,188,806)
(32,042)
(16,250)
(1,405,363)
(1,423,377)
Payment of taxes
(342,793)
(207,450)
Payment of zakat
(24,263)
(50,794)
(615)
(3,197)
11,873
12,257
(6,757,274)
(2,441,858)
Increase / (decrease) of Business Liabilities
1,775,630
(2,414,025)
Increase of temporary syirkah fund
7,193,602
5,601,810
Net cash flow (used for) acquired from operation activities
4,086,071
2,194,005
Income from profit sharing, sale and purchase, and leasing revenues
Income from profit sharing of temporary syirkah fund
Income from other business revenues
Income from financing and receivables that were written off
Payment of employment costs
Payment of tantiem
Payment of business costs other than employment costs
Channeling of good fund
Income of non-business revenues
Decrease / (increase) of business assets
2. Cash Flow of Investment
Activities
The net cash flow used for
investment activities in 2014
was -IDR 473.63 billion, a
decrease of –IDR 676.98 billion
compared to the cash flow from
It was caused mainly by the
decrease of income from the
available securities to be sold
and calculated at acquisition
price and increase of purchase
of available securities to be sold
and owned until their maturity
dates.
Cash Flow of Investment Activities in 2013-2014 Period
(in million Rupiah)
Description
2013
2014
Income from available securities to
be sold and calculated at acquisition
price
601,869
211,651
Purchase of available securities to be
sold and owned until their maturity
dates
(200,000)
(547,156)
Purchase of fixed assets
(200,134)
(139,624)
Revenue from sales of fixed assets
1,617
1,495
Net cash flow used for investment
activities
203,352
(473,633)
149
Key
Highlights
Management
Report
Company
Profile
3. Cash Flow of Funding Activities
Net cash flow from funding
activities in 2014 was IDR 450
billion, while in the previous
year, there was no cash flow
from funding activities. The
funding activities in 2014 were
executed in form of payment
from accepted financing.
Cash Flow of Funding Activities for 2013-2014 Period (in million Rupiah)
Description
2013
2014
Capital payment
-
-
(Payment) income of accepted financing
-
(450)
(Payment) income of subordinated securities
-
-
Net cash flow (used for) acquired funding activities
-
(450)
Major Financial Ratios
Report
1. Capital Adequacy Ratio Capital Adequacy Ratio (CAR)
of BSM) at the level of 14.76%
in 2014, an increase compared
to 2013 that was 14.10%. This
increase was caused by the
increase of main capital of IDR
330.61 billion. Meanwhile,
minimum capital adequacy
ratio was in accordance with
the standard from the regulator,
namely at least 8%. It means
that BSM has maintain it capital
adequacy in operating its
banking business.
2. ROE and ROA
Performance of return of equity
(ROE) of BSM in 2014 was 1.49%,
a significant decrease compared
to the ROE in 2013 that was
15.34%. Meanwhile, return
of assets (ROA) was 0.17%, a
decrease compared to the ROA
in 2013 that was 1.53%. These
decreases were caused mainly
by the achievement of net profit
that was significantly decreased
compared to the previous year.
150
3. Net Revenue Margin (NRM)
In 2014, net revenue margin
ratio reached 6.19%, a decrease
compared to the NRM in 2013
that was 7.25%. It was caused by
dissatisfactory financing quality
in 2014.
4. Operation Costs To Operation
Revenue (BO/PO)
Operation Costs To Operation
Revenue (BO/PO) ratio in 2014
reached 98.49% an increase
compared to the BP/PO ratios
in 2013 that was 86.46%. This
increase was caused by the
expansion of network and
addition of employees by BSM
in 2014.
6. Non-Performing Financing (NPF)
Gross non-performing financing
(NPF) ratio in 2014 reached
6.84%, an increase compared
to the NPF-Gross in 2013 that
was 4.32%. It shows that the
financing quality of the Bank
has a slight deterioration.
Nevertheless, BSM has
established reservation of
depreciation loss of earning
assets value as well as nonearning assets value.
5. Financing Deposit Ratio (FDR)
Financing to Funding Ratio
(FDR) is a financing ratio given
to third parties in Rupiah as
well as foreign currencies. FDR
of the Bank as at 31 December
2014 and 2013 was respectively
82.13% and 89.37%. Based on
such FDR ratios, the Bank was
still within the limitation as
recommended by the Bank of
Indonesia, in accordance with
the rules on GWM LDR.
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Table of Summary of Major Financial Ratios Data
Description
2013
2014
CAR
14.10%
14.76%
ROA
1.53%
0.17%
ROE
15.34%
1.49%
BO/PO
86.46%
98.49%
FDR
89.37%
82.13%
NPF-NET
2.29%
4.29%
NPF-GROSS
4.32%
6.84%
NRM
7.25%
6.19%
Current Ratio
178.65%
275.56%
DER
226.85%
168.73%
DAR
17.24%
12.44%
Repayment
Ability
and
Receivables
Collectability
Level
of the
Company
Repayment Ability
Repayment ability in banking
business is explained in Elimination
Ration of Written Off Earning Assets
(PPAP) and financing for NPF. This
condition showed that the bank was
continuously improved the PPAP
ratio (cash provision) in anticipating
debt financing of customers as well
as deterioration of collectability.
In 2014, BSM has established
reservation for depreciation loss,
either for earning or non-earning
assets, which reached IDR 1,004.04
billion, it was an increase to the
establishment of reservation for
depreciation in 2013 that was IDR
870.56 billion.
The ability level of the bank to cover
a part or entire of its debts with its
own capital (debt to equity ratio
or DER) was 168.73%, while DER in
2013 was 226.85%.
Receivables Collectability Level
of the Company
Collectability level of all demand
deposits and placements in Bank
of Indonesia, demand deposits in
other banks, placements in other
banks, investments on securities,
receivables, qardh receivables,
mudhrabah and musyarakah
financing as at 31 December
2014 and 2013 were classified as
performing.
To cover the possibility of loss that
caused by non-performing credits /
financing and earning assets, BSM
always held analysis on age of assets
and calculation of elimination of loss
possibility from the non-performing
credits / financing. This increase of
elimination was acknowledged as a
part of operation costs during the
current period.
The management opined that the
amount of elimination of loss was
sufficient to cover loss possibilities
due to non-performing demand
deposits and placements in Bank of
Indonesia, demand deposits in other
banks, investment in securities,
receivables, qardh loan, mudharabah
financing and musyarakah financing
and have met the requirements of
Bank of Indonesia.
In 2014, collectability level of
receivables of the Bank for
performing receivables compared
to the total receivables of the Bank
was 87.60%, while collectability of
performing receivables to the total
receivables in 2013 was 92.78%.
The amount of restructured debts
up to 31 December 2014 and 2013
were respectively in the amount
of IDR 1,761,660,942,330 and IDR
1,707,877,969,920. Restructuring of
receivables was made by extension
of period, rescheduling and addition
of receivables plafond for the
debtors.
Non-performing receivables
(NPF) ratio – gross and net as at
31 December 2014 were 6.57%
and 4.17%, while non-performing
receivables ratio – gross and net
as at 31 December 2013 were
4.49% and 2.61%. The position of
NPF – Net BSM was still under the
limitation of NPF-NET requirement
from the Financial Services Authority
(OJK), which is 5%.
151
Key
Highlights
Management
Report
Company
Profile
Table of Capital Structure of the Bank (in billion Rupiah)
Capital
Structure and
Management
Policy for
Capital
Structure
Capital Structure
The aim of the bank in managing
its capital is to protect it capability
in maintaining the sustainability
of its business, thus the bank can
remain provide profit sharing to
the shareholders and benefits to
other stakeholders and maintaining
optimum capital structure to
decrease capital costs. Capital
structure is a balance between
the use of own capital with debts
/ liabilities that consists of short
term and long term liabilities.
In 2014, capital structure of the
Bank in composition was met
through IDR 8.33 trillion (12.44%)
liabilities, IDR 500 billion (0.75%)
subordinated securities, IDR 53.17
trillion (79.43%) temporary syirkah
fund, and the equity. In quantity,
capital structure of the bank
showed an improvement.
152
2013
Description
Liabilities
Nominal
2014
Percentage
Nominal
Percentage
11,030
17.24%
8,330
12.44%
Subordinated
Securities
500
0.78%
500
0.75%
Temporary
Syirkah Fund
47,574
74.37%
53,175
79.43%
Equity
4,862
7.60%
4,937
7.37%
Total
63,965
100.00%
66,942
100.00%
Management Policy for
Capital Structure
Capital management policy of
the Bank was aiming to ensure
that the Bank has an efficient
capital structure, with strong
capital to support business
development strategy of the
Bank at the moment and to
maintain continuity of business
of the Bank in the future as well
as to satisfy capital adequacy as
required by the regulator.
Based on the capital structure
of the Bank in 2014, the Bank
has taken the policy to decrease
liability amount for -24.28%
and increase both temporary
syirkah fund and equity for
11.78% and 1.54%, respectively.
Meanwhile in ratio perspective,
capital adequacy level of the
Bank compared to its credit and
market risks as at 31 December
2014 and 2013 was 14.76% and
14.10%, respectively.
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Table of Capital Adequacy Ratio of the Bank (in million Rupiah)
Description
I.
2013
2014
Main Capital
4,931
4,722
Paid up capital
1,489
1,489
292
298
2,285
2,899
Profit of the current year after tax (50%)
326
36
Supporting Capital
954
900
General reservation from elimination of write off of earning
assets (maximum 1.25% from ATMR)
454
400
Subordinated Investments (maximum 50% from the amount of
main capital)
500
500
Capital Components
A.
General reservation
Retained profit in the beginning of the prior to tax
B.
C.
Additional Supporting Capital
D.
Temporary Capital Investments
(50)
II.
Amount of Main, Supporting, and Additional Supporting Capitals
5,345
5,572
III.
Weighted Assets Based on Credit Risks
37,841
37,614
IV.
Weighted Assets Based on Market Risks
64
132
V.
Amount Risks – Weighted Assets
37,905
37,746
VI.
Capital Adequacy Ratio – Credit Risks
14.12%
14.81%
VII.
Capital Adequacy Ratio – Market and Credit Risks
14.10%
14.76%
VIII.
Minimum Capital Adequacy Ratio
8%
8%
Significant
Ties for
Capital
Goods
Investment
There were no capital goods
investment activities in 2014,
therefore there is no information
on material agreements for
capital goods investment.
However, there is information
related to assets management
of the Bank. As elaborated
in the financial statements
of the Bank as audited by a
Public Accountants Office (KAP)
that certain fixed assets have
been insured for fire risks and
other risks based on a certain
insurance package from PT
Tugu Pratama Indonesia and PT
Asuransi Takaful Umum with
a total insured amount of IDR
1,244.78 billion and IDR 1,296.91
billion for the years ended in 31
December 2014 and 2013.
The management of the Bank
views that the insured values
are sufficient to cover any
possibilities of loss for the
insured fixed assets.
153
Key
Highlights
Capital
Goods
Investment
in 2014
There were no capital goods
made by BSM. Therefore, there
is no information on capital goods
investment that are realized in the
latest fiscal year, consisting of: 1)
type of capital goods investment;
2) objectives of capital goods
investment; and 3) value of capital
goods investment disbursed in the
latest fiscal year.
Management
Report
Comparison of
RBB Target for
2014 with the
Realization
in 2014 and
Projection for
2015
In general, performance of BSM
in 2014 showed an improvement
especially for several financial
indicators to the performance
in 2013, especially achievement
of the Bank’s assets, third party
fund, financing and fee based
income. However, the target of
achievement for net profit has not
been achieved.
Realization of Net Profit,
Funding (DPK) and Financing
Achievements
Realization of income for fund
management by the Bank as a
Mudharib in 2014 reached IDR
5.55 trillion or 80.31% to the
Bank Business Plan (RBB) goals
for income of fund management
by the Bank as a Mudharib in the
The Bank was succeeded in
booking a net profit of IDR 71.78
billion in 2014, or 22.99% of the
Bank Business Plan (RBB) goal for
net profit of IDR 312.12 billion.
Company
Profile
The Bank was also succeeded in
collecting third party fund (DPK)
from the RBB goal for DPK that
was IDR 58.92 trillion.
The achievement of BSM
financing in 2014 recorded for IDR
49.13 trillion or 95.80% from RBB
goal for financing that was IDR
51.28 trillion.
For Projection for Year 2015, BSM
has formulated Bank performance
achievement goals for 2015
in relation to achievements in
business volume and financial
ratios. Projection of performance
achievement in 2015 is as follows:
1. Assets position to reach IDR
70.40 trillion or to grow for
13.02%
2. Financing position to reach IDR
56.68 trillion or to grow for
14.66%, with non-corporate
financing portion of at least
67%
3. Third party fund position
to reach IDR65.85 trillion
or to grow for 12.50%, with
consumers fund portion of at
least 55% and low cost fund of
at least 50%
4. Obtainment of fee based
income of IDR 992 billion
5. Business profit of IDR 752
billion or to grow for 215.24%
6. Return on Equity (ROE) ratio to
be minimum 14.68%
7. NPF ratio gross ≤ 4.91% and
NPF net ≤ 3.49%
8. BP/PO ratio ≤ 86.47%
9. Capital Adequacy Ratio (CAR)
≥ 13.01%
Meanwhile the realization of
assets amount in 2014 reached IDR
66.94 trillion, or 100.07% from the
RBB goal for assets that was IDR
66.89 trillion. The equity reached
IDR 4.94 trillion or 86.60% against
the RBB goal of IDR 5.70 trillion.
154
Management Analysis
and Discussion
Subsequent
Events
There was no material information
and facts that occurred after the
date of Accountant that affected
BSM, other than as disclosed in the
report of Public Accountant Office
(KAP), as attached.
Corporate
Governance
Financial
Report
Business
Prospect of
the Company
Indonesian economy in 2015 is
projected to be better than 2014.
This projection gives optimism
to market actors especially the
business actors in sharia banking to
return in improving a good corporate
performance from financial
perspective as well as non-financial
(operation) perspective.
Several matters that may describe
the economy conditions in 2015
among others as follows: estimation
of growth for 5.6% with inflation
level of 4.4%, average exchange rate
of IDR11.900 / USD and the opening
of Asean Economic Community
(AEC).
Strategic Recommendations that
can be done with the outlook of
economy condition in 2015 among
others as follows:
1. Repositioning of specific bank
with product and segment
focuses;
2. Executing strategic alliance with
BPRS and BMT;
3. Strengthening of HR and
research;
4. Strengthening of the role of the
National Sharia Board (DSN);
5. Strengthening support and side
taking to the Government;
6. Dynamic education curriculum,
in order to satisfy religious and
financial technic qualifications.
155
Key
Highlights
Management
Report
Company
Profile
Business Strategy in 2015
Corporate Plan 2010-2015
1
New Corporate Plan 2015-2020
Human Capital Development & Culture
2
A
B
C
Reshaping
Business Focus
Optimum Development in
Selection of Target Market
(“Good Bank”)
Strengthening of Monitoring
and Management of
Portfolio (“Existing Bank”)
Acceleration of Collection
& Settlement of NPF (“Bad
Bank”)
Target Market, Business
Process, Most Excellent
Business
Watch List, Collection
System, Cross Selling
Strengthening of R3
Infrastructure, Account
Mapping, Incentive
Program
3
A
B
C
Strengthening
Distribution Channel
Perfection of Branch
Model and Organization In
Line With Business Focus
Business Integration in Area
Office and Branch Office
Structures
Development of Electronic
Channel
Detail
Initiatives
Plan 2015
Detail
Initiatives
Plan 2015
Perfection of Performance and Productivity Management
4
A
B
C
Integrating Mandiri
Group
Optimization & Synergy of
Customer Base of Mandiri
Group
Services Network of Mandiri
Group
Supporting Infrastructure
of Mandiri Group
Detail
Initiatives
Plan 2015
Harmonization of BSM and BSM Strategies
5
Improving Business
Enablers
Information & Technology
Back Office & Accounting Operation
Risk Management & Internal Control
Detail
Initiatives
Plan 2015
Performance Management
Description of Flowchart
1. Human Capital Development &
Culture
1. Human capital development
a. Acceleration of meeting
the employment
requirements in line with
manpower planning and
required competence
b. Recruitment and
education of Officer
Development Program
(ODP) candidates in
cooperation with Human
Capital of Bank Mandiri
and Mandiri University
156
c. Implementation of Talent 2. Reshaping Business Focus
1. Determination of Target
Development Program,
Market and Product
Functional Career
Determine target market
Path, Human Capital
and product choice for an
Management System
optimum and qualified
d. Efficiency and
development of the business
effectiveness of Head
in each Business Unit
Office organization
2. 2Review and Improvement of
e. Implementation of various
Business Model
synergies with Human
Improve business model
Capital of bank Mandiri,
(front end, middle end, back
including performance
end, product champion,
management and training
marketing strategy) of each
2. Strengthening of Corporate
business unit and ensure its
Culture
implementation
Strengthening of special
working units to manage
culture programs and their
implementations
Management Analysis
and Discussion
3. D
etermination of Portfolio
Determination of customers’
watch list and implement
a strict monitoring and
improvement of collection
model
4. Mapping of NPF Accounts
Priority and Satisfaction of HR
and Infrastructure
Mapping of NPF account
priority (WO and On
Balance Sheet) and ensure
that satisfaction of HR and
infrastructure in area (R3).
5. Development of Hajj Business
Providing requirement
solution for financing and
other financial transactions
services in ecosystem value
chain of hajj business
6. Development for Priority
Segment Products
a. Fund products / nontime deposits investment
features for priority
customers
b. Synergy of sales for gold
installment product as one
of product recruiters of
priority customers
3. Strengthening Distribution
Network
1. Determination of Model
Outlet (mirroring BM)
Mapping of model for each
outlet (5 MODELS) to ensure
business focus of branches
and priority of HR satisfaction
for each model.
2. Adjustment of Branch
Organization
Integrating Micro and
Pawning businesses in
organization of Branches as
well as optimizing Branches
as Sales Points.
3. Adjustment of Area Office
Organization (Mirroring BM)
Adjustment of Area Office
organization with integration
of Micro and Pawning to
Branches, determination
Corporate
Governance
of Area Operational Risk,
Compliance & Control (ORCC)
function and adjustment with
Area Office organization of
Bank Mandiri.
4. Area Office Expansion
The plan to expand Area
Offices to strengthen span
of control and adjustment of
Area Office organization and
integration between Micro
and Pawning to the Branches,
determination of Area ORCC
function and adjustment with
Area Offices organizations of
Bank Mandiri.
5. Distribution of Goals and
Adjustment of KPI of Branches
Adjustment of distribution of
goals and structure of KPI of
Branches that are adjusted
with Model (Business Focus)
of Branches.
4. Integration of Mandiri Group
1. Adjustment of Corporate Plan
2015-2020
Nomination of consultants for
preparation of Corporate Plan
2015-2020 (BCG & OW) as
well as milestone deliverables
as determined.
2. Cooperation with Area Offices
of Bank Mandiri (subsidiary
liaison)
Determination of KPIs for
financing, gold pawning,
gold installment as KPI of
Area Offices of Bank Mandiri
(including granting of
incentives)
3. Strengthening of business
alliance with Bank Mandiri
Determination of alliance goal
with Bank Mandiri in form
of referral and club deal for
commercial and corporate
segments
Financial
Report
5. Improving Business Enablers
1. Strengthening of Internal
Control in Branch Offices
a. Establishment of
Operational Risk,
Compliance & Control
(ORCC) function in Area
and Branch Offices
b. Assignment of
Independent Party
(external) to review
and provide inputs for
the improvement of
operations internal control
in branch offices
c. Assignment of Task
Force Team especially to
improve and perfect SOP
(and its implementation)
of operation internal
control in branch offices
2. Strengthening of IT
infrastructure to support
business growth
a. Develop Applications
for Savings, Demand
Deposits, Time Deposits,
Hajj & Umrah as well
as Pawning products.
Develop relevant
switching related to
Internet Banking, Mobile
Banking, ATM, and Point
of Sale
b. Implement Financing
Origination System (FOS).
Implementation of Cash
Management System
c. Execute Operation
Centralization (Payroll,
Trade Service, Cash
Pooling, Opening of
Accounts, Branch
Operation, Transactional
Banking Operation)
d. Improve Capacity and
Quality of Data Center &
DRC (BCP, BCM, Swinging
Over, Relocation to Data
Center of Rempoa)
157
Key
Highlights
Management
Report
Company
Profile
Strategi Pengembangan Bisnis
Marketing
Aspects
To strengthen the existence of the Bank
in Indonesian banking industry, BSM
implements network expansion strategy
and product as well as corporate marketing
strategies to introduce various banking
products to the public in a wider coverage.
Implementation of such strategies is
hoped to add BSM market expansion with
increase of customers. In services aspect,
BSM is continuously improving its services
quality to provide the best services to
the customers, and supported with
improvement of technology capabilities
and innovation development of sharia
banking products.
Marketing Strategies
1. Network Expansion Strategy
To support the success of marketing
for BSM products and to optimize
customers services, BSM concerns
the importance of offices network
development aspect and ATM
networks (BSM, Bank Mandiri, ATM
Bersama, ATM Prima, MEPS) to serve
the customers.
BSM offices network until the end of
2014 reached 865 outlets throughout
Indonesia.
Offices Network
2010
158
865
853
764
669
(Unit)
507
e. Improve market penetration
with a focus to B to C;
1. In retail banking business:
f. Improve capabilities of
a. Decrease cost of funds by
portfolio management,
increase the portions of
marketing, and customer &
Demand Deposits and Savings
risk analytics.
(CASA);
4. In commercial banking business:
b. Improve share of wallet of
a. To be the focus of growth;
existing customers of BSM;
b. Sharpening the focus on
c. Centralization of business
industry sector and develop
process for retail financing
positioning as a competent
through credit factory;
solution provider;
d. Improve productivity of
c. Differentiate selling process
branch offices;
and operation model for each
e. Strengthen direct sales
sub-segment;
and telemarketing as an
d. Improve fee based income.
alternative for BSM products
Focus on trade finance, cash
and services distribution;
management, and treasury
f. Improve contribution of outlet
solutions;
business in developing areas;
e. Improve offerings through
g. Improve cooperation
value-added services;
management B to B;
f. Targeting value chain
h. Establish BSM banking retail
solutions;
image that modern and
g. Deepening industrial skills
progressive;
in executing offering in
i. Improve focus B to C.
additional sectors.
2. In SME business:
5. In corporate banking business:
a. Improve small financing
a. Strengthening position as a
quality;
competent solution provider
b. Introduce innovative bundled
in corporate banking;
solutions to target small and
b. Realization of cooperation on
consumers segments;
joint go to market with Bank
c. Increase offering to be
Mandiri;
trustable advisors in small
c. Strengthening capabilities in
business;
treasury, and trade finance &
d. Improve utilization of Bank
cash management offers;
Mandiri network;
d. Improve utilization of
e. Become product innovator in
customer base of Bank
sharia banking.
Mandiri;
3. In micro banking business:
e. Improve fee based income.
a. Simplify features and
requirements of offered
products;
b. Move management of micro
shop network from previously
under branch offices to
become under Division
Business that manage micro
business;
c. Implement FOS for
termination of micro
financing;
d. Strengthen operation
procedure;
2011
2012
2013
2014
Management Analysis
and Discussion
Corporate
Governance
2010
164.732
65.118
47.000
109.686
ATM Network
(Unit)
144.864
ATM Network
BSM Card can only be used in 150,000
ATM networks that include the
following:
• •ATM Syariah Mandiri: 924 units
• •ATM Mandiri: 13,429 units
• •ATM BERSAMA: 61,502 units
• •ATM Prima: 76,867 units
• •ATM Malaysia Electronic Payment
System (MEPS): 12,010
2011
2012
2013
2014
2. Product Communication Strategy
BSM communicates its products in
form of Above The Line (ATL) and
Below The Line (BTL).
Promotion programs for Above The
Line (ATL) are, among others, as
follows:
1. National Newspapers (Kompas,
Kontan, Sindo Nasional)
2. Local Newspapers (Waspada
Medan, Pikiran Rakyat Bandung,
Kaltim Pos, Sindo Jateng & DIY,
Jatim, Sumut, Sumsel & Sulsel)
3. Magazines (Tempo, Noor, Sindo
Weekly, Suara Muhammadiyah,
Golf Diggest, Travellounge, Lion
Magazine)
4. National Radio (Trijaya fm network,
Global fm network)
5. Local Radio (Gen fm Jakarta, Jak fm
Jakarta, Indika fm Jakarta, Dakta fm
Bekasi, Ardan fm Bandung, KLCBS
fm Bandung, Gen fm Surabaya,
Venus fm Makassar, Geronimo
fm Yogyakarta, La Nugraha fm
Palembang, Kalimaya Bhaskara fm
Malang)
6. SMS Blast
7. Email Blast
8. Promotion through Website
9. Social Media (facebook and
twitter)
Meanwhile the Below The Line
(BTL) promotion programs include,
among others, the following:
1. Sponsorship event executed by
third party
2. Business gathering with BSM
partners
3. ATM receipts
4. Flyer / brochure
5. Participation in expos /
exhibitions held by third parties
6. Held various events in malls,
offices, car free day, etc.
3. 2014 Strategies for Products
Development
Industry development for sharia
banking that continuously retains
its place in the public, created
various business opportunities for
BSM. To welcome such business
opportunities, BSM is continuously
develop and innovate its sharia
banking products, namely with
products launching strategy in
2014 to improve Third Party Fund
(DPK) and fee based income.
Financial
Report
smartphone that can
be used for this service
includes BlackBerry,
Android, iOS and
Symbian. This product
is a development from
the previous product.
Market Share
BSM will focus on retail
segment and will implement
customer centric in marketing
BSM products. BSM products
will be marketed in line with
the customers segments
therefore it will be more meet
the needs of each customer.
Thus, BSM will target selective
target market in line with
customers; requirements in
each segment.
Description on market share
of BSM related to assets,
collection of Third Party
Fund (DPK) and Financing,
as already elaborated in
Economy Review and Banking
Industry in pages 118-122.
The following are the products
launched by BSM in 2014, among
others:
• Retail State Sukuk Series 006
This product is a service to
sell retail sukuk instrument
from the Ministry of Finance,
Republic of Indonesia
• BSM E-Money
This product is prepaid card in
smart card basis and issued by
Bank Mandiri in cooperation
with BSM.
• BSM Mobile Banking Multi
Platform
This product is distribution
channel owned by BSM to
access the customers’ accounts
by using GPRS/EDGE/3G/BIS
and WIFI technologies through
smartphone. The platform of
159
Key
Highlights
Management
Report
Company
Profile
Table of Distribution of Dividend per Fiscal Year
Dividend
Policy
In dividend payment, BSM
implements dividend payment as
follows:
1. Payment of cash dividend from
annual net profit, which amount
is determined through GMS
based on recommendation from
2. Decision to pay dividend depends
on the profit, financial conditions
and liquidity, compliance to the
regulations and other factors as
deemed relevant by the Board of
Directors of BSM and as approved
by the GMS
The use of Net Profit of BSM for
Fiscal Year of 2012, 2013 and 2014,
in line with the Resolutions of
that BSM shall not distribute its
dividends to the shareholders. It
was decided to improve capital
structure of the bank. Meanwhile,
the use of Net Profit of BSM in the
Fiscal Year 2014 will be decided by
the GMS in the middle of 2015.
Fiscal Year
Dividend Policy
2014
2013
2012
Net Profit
IDR 72 billion
IDR 651 billion
IDR 806 billion
Distributed cash dividend
-
-
-
Dividend per share
-
-
-
Dividend Distribution Ratio
-
-
-
Date of GMS
-
7 May 2014
29 May 2013
Date of Announcement
-
-
-
Date of Payment
-
-
-
Employee
and/or
Management
Stock
Ownership
Plan (ESOP/
MSOP)
Distribution of Dividend
Based on the Annual General
Meeting of Shareholders held on 9
May 2014, the shareholders of the
Company approved the distribution
of cash dividend in the amount
of IDR 119.03 billion or 50% from
the net profit distributed to the
owner of parent company in 2013,
namely IDR 238.06 billion. With
729,850,000 shares, the dividend
per share was IDR 16.30884
160
In 2014, BSM did not conduct
any initial public offering (IPO) or
shares issuance, thus there is no
information on stock ownership plan
by employees and/or management
that has been executed by the
Company (ESOP/MSOP).
Management Analysis
and Discussion
Realization
of the use
of proceeds
from the
public
offering
In 2014, BSM did not conduct any
shares issuance, loan or bonds, thus
there is no information on use of
fund obtained from public offering,
shares issuance, debt notes or
bonds.
Corporate
Governance
Information of
Investments,
Expansions,
Divestments,
Merger/
Consolidation,
Acquisition or
Debt/Capital
Restructuring
In 2014, BSM did not conduct
any expansions, divestments,
acquisitions and restructuring that
impacted the structure of BSM.
Therefore, there is no information
on any of such matter.
Financial
Report
Significant
Transaction
with Conflict of
Interests and/
or Affiliated
Transaction
In operating its business,
the Bank executes various
transactions with affiliated
parties as defined in PSAK
No.7 (Revision 2010) regarding
“Disclosure of Affiliated Parties”.
The type of transactions
and balance with affiliated
transactions, either executed
with or without the same
common conditions for affiliated
parties, are disclosed in the
notes of financial statements.
Based on PSAK No.7 (Revision
2010) “Disclosure of Affiliated
Parties”, transactions between
the Bank and other State /
Regional Government – Owned
Enterprises, other entities and
institutions related with the
Government of the Republic
of Indonesia, the Board of
Commissioners, the Board of
Directors and key employees are
deemed as transactions with
affiliated parties.
161
Key
Highlights
Management
Report
Company
Profile
Table of BSM Transactions with Affiliated Parties
No.
Affiliated Parties
Nature of Affiliation
1
Shareholder
2
Shareholder, deposits from customers
3
PT Bank Sinar Harapan Bali
Owned by a same shareholder
4
PT AXA Mandiri Financial Services
5
PT Mandiri Manajemen Investasi
6
The Government of Republic of Indonesia
Ultimate shareholder
7
PT Bank BNI Syariah
Subsidiary of Stated Owned Enterprise PT Bank Negara Indonesia (Persero) Tbk.
8
PT Bank BNI
Stated Owned Enterprise
9
PT Bank BRI
10
PT Bank BRI Syariah
Subsidiary of Stated Owned Enterprise PT Bank Rakyat Indonesia (Persero) Tbk.
11
Perum Perumnas
12
PT Indosat Tbk.
13
PT Perusahaan Listrik Negara (Persero)
14
PT Pembangunan Perumahan (Persero)
Tbk.
15
PT Brantas Abipraya (Persero)
16
PT Wijaya Karya (Persero) Tbk
17
PT Pos Indonesia (Persero)
18
PT Permodalan Nasional Madani (Persero)
19
PT Hutama Karya (Persero)
20
PT Istaka Karya (Persero)
21
PT Balebat Dedikasi Prima
Subsidiary of Stated Owned Enterprise PT Telkom Indonesia Tbk.
22
PT Bahana Artha Ventura
Subsidiary of Stated Owned Enterprise Bahana PUI
23
PT Waskita Karya
24
PT Jamsostek (Persero)
25
Perum Jaminan Kredit Indonesia
26
PT Pupuk Sriwidjaja (Persero)
27
PT Semen Baturaja (Persero)
28
PT Krakatau Steel (Persero) Tbk.
29
PT Semen Gresik (Persero) Tbk.
30
Perum Bulog
31
PT Bank Aceh
Regional Government Owned Enterprise
32
PT BPD Jawa Tengah
162
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
No.
Affiliated Parties
33
PT BPD Kalimantan Selatan
34
PT BPD Kalimantan Timur UUS
35
PT BPD Kalimantan Tengah
36
PT BPD Nusa Tenggara Timur
37
PT BPD Nusa Tenggara Barat
38
PT BPD Maluku
39
PT BPD Sumatera Barat
40
PT BPD Sulawesi Tengah
41
PT BPD Sulawesi Selatan
42
PT BPD Sumatera Selatan and Bangka
Belitung
43
PT Bank Tabungan Negara (Persero) Tbk.
Sharia Business Unit of State Owned Enterprise PT Bank Tabungan Negara
(Persero) Tbk.
44
PT Asuransi Jiwasraya (Persero)
State Owned Enterprise
45
PT Kimia Farma (Persero) Tbk.
46
PT Adhi Karya (Persero) Tbk.
47
PT Asuransi Ekspor Indonesia (Persero)
48
PT Asuransi Jasa Indonesia (Persero)
49
PT Istaka Karya
50
PT Amarta Karya (Persero)
51
PT Semen Indonesia (Persero) Tbk
52
PT Balai Pustaka (Persero)
53
PT Garuda Indonesia (Persero) Tbk.
54
PT Indah Karya (Persero)
55
PT Indofarma (Persero)
56
PT Indra Karya (Persero)
57
PT Kawasan Berikat Nusantara (Persero)
SBU Non-Industri
58
PT Pelabuhan Indonesia II (Persero)
59
PT Perkebunan Nusantara VI (Persero)
60
PT Perkebunan Nusantara XIII (Persero)
61
PT Perkebunan Nusantara IX (Persero)
62
PT Angkasa Pura I (Persero)
63
PT Barata Indonesia (Persero)
64
PT Surveyor Indonesia (Persero)
163
Key
Highlights
Management
Report
Company
Profile
No.
Affiliated Parties
65
PT Tabungan Asuransi Pegawai Negeri
(Persero)
66
PT Pertani (Persero)
67
PT Sarana Multigriya Finansial (Persero)
68
PT Kliring Berjangka (Persero)
69
Key employees
Key employees
The nature of transactions with
affiliated transactions with
government entities, among others,
demand deposits in other banks,
immediate liabilities, savings
from other banks, investment in
securities, subordinated securities
that have been issued, placement
in other banks, customers savings,
securities, receivables and financing.
In its business activities, the Bank
executed the transactions with
the affiliated parties. Balance
of assets, liabilities, unrestricted
investments, other business income,
administration cost, other business
costs, and employment costs with
affiliated parties are as follows:
Description
2013
2014
169,097,399,528
158,204,616,191
50,000,000,000
125,000,000,000
Investment in Securities
1,185,570,047,547
1,232,422,946,238
Murabahah Receivables
121,571,475,843
50,343,501,874
Mudharabah Financing
97,489,261,239
182,580,000,000
Musyarakah Financing
140,428,887,882
399,222,075,861
-
50,331,426,038
1.764.157.072.039
2.198.104.566.202
2.76%
3.28%
Assets
Demand deposits in other banks
Placement in other banks
Temporary Capital Investment
Total
Percentage to total assets
164
Management Analysis
and Discussion
Description
Corporate
Governance
Financial
Report
2013
2014
69,587,375,504
108,387,969,717
144,684,579,712
206,702,051,958
517,195,092
430,961,983
Received financing
600,000,000,000
150,000,000,000
Total
814,789,150,308
465,520,983,658
7.39%
5.59%
Subordinated Securities that have
been Issued
95,000,000,000
95,000,000,000
Total
95,000,000,000
95,000,000,000
19.0%
19.0%
94,833,053,376
37,195,441,041
931,213,624,913
455,230,039,620
1,026,046,678,289
492,425,480,661
2.61%
0.93%
Income from banking services compensation
8,966,578,500
9,543,311,500
Income from bancassurance commissions
8,621,878,050
7,445,804,552
Income from retail sukuk
1,754,206,740
4,578,909,127
Income from SBSN
2,263,629,415
1,415,116,761
21,606,292,705
22,983,141,940
1.81%
2.29%
Profit sharing costs from received loan
53,048,704,961
47,172,379,440
Profit sharing costs from subnotes loan
47,700,748,473
51,170,527,434
100,749,453,434
98,342,906,874
2.76%
2.46%
Liabilities
Immediate Liabilities
Wadiah Savings
Savings from other banks
Percentage to total liabilities
Percentage to total liabilities
Unrestricted Investments
Mudharabah saving
Mudharabah time deposits
Total
Percentage to total temporary syirkah fund
Other Business Income
Total
Percentage to total income from other business
Business Costs
Total
Percentage to total business costs
165
Key
Highlights
Description
Management
Report
Company
Profile
2013
2014
Tantiem
32,042,000,000
16,250,000,000
Salary
21,149,143,452
25,944,204,667
Bonus
2,382,660,424
3,147,340,237
Other benefits
12,520,823,888
12,223,497,879
Total
68,094,627,764
57,565,042,783
5.71%
4.23%
Employment Costs
Salary, bonus, tantiem and other benefits
Percentage to the total employment costs
Changes in
Regulations
In 2014, there is no change in
legislations that significantly affected
the Bank.
However, there is information
related with legislations changes
that happened in previous years. In
2010, the Government of Republic
of Indonesia issued Law No. 2 of
2010 as amended by Law No. 47 of
2009 on State Budget for Budget for
Year 2010 that has been applicable
since 25 May 2010. Article 3 point
2 b of the Law and its explanation
stated the VAT calculation on
certain murabahah transactions
of sharia bank shall be paid by
the Government. Pursuant to
appendix of article 3 point 2, total
Bank VAT paid by the Government
amounted to IDR 25,542,431,822
billion from total SKPKB and STP as
received by the Bank that was IDR
37,649,329,708 as elaborated in
previous paragraph.
166
The Management believes that the
difference between the VAT borne
by the Government and the amount
of SKPKB and STP received by the
Bank shall not be claimed to the
Bank in line with the objectives of
the Law.
On 15 October 2009, the
Government issued the Law No. 42
of 2009 regarding Third Amendment
of Law No. 8 of 1983 regarding
Value Added Tax for Goods and
Services and Tax for Sales of Luxury
Goods and Services that has been
applicable since 1 April 2010. This
Law confirms that the financing
services based on sharia principles
shall be classified as non-VAT
services group.
Change in
Accounting
Policy
1. Application of the 2013
Indonesian Sharia Banking
Accountancy Guidelines
(“PAPSI”)
Bank of Indonesia as the
banking regulator in Indonesia
issued the revision of the
Indonesian Banking Accountancy
Guidelines (PAPSI 2013) and
the Circular Letter of Bank
of Indonesia No.15/26/DPbS
regarding “Implementation
of Indonesian Sharia Banking
Accountancy Guidelines” shall
be effective as of 1 August 2013
(PAPSI 2013). In September
2013, the Indonesian Sharia
Banks Association (Asbisindo)
as a representative of sharia
banking industry has sent a
request letter to delay the
implementation of PAPSI 2013
until 1 January 2016. OJK has
responded such Asbisindo letter
Management Analysis
and Discussion
in which capitalized income
and attributed costs and CKPN
individual shall be applicable
not more than 1 January 2014,
while CKPN collective shall be
applicable not more than 1
January 2015.
2. The New Accountancy Standard
It shall be applicable on or after
1 January 2014:
In December 2013, the Sharia
Accountancy Standard Council
– IAI issued the Revision of
PSAK No. 102 “Murabahah
Accounting” (PSAK No.102
(Revision 2013)) that shall
be effective as of 1 January
2014 in prospective. The
major change under PSAK
No. 102 (Revision 2013) is
the accounting treatment for
murabahah transactions that
shall be classified as financing
transactions. In PSAK No. 102
(revision 2013), it is stipulated
that all murabahah transactions
in substantial is financing and
must refer to PSAK 55: “Finance
Instruments: Acknowledgement
and Calculation”; PSAK
50: “Finance Instruments:
Presentation”; and PSAK
60 “Financing Instruments:
Disclosure”, and other relevant
PSAKs. The impact of the
adoption of such PSAK No. 102
(2013 revision) to the decrease
of financial assets value resulted
from murabahah transactions
are fully borne in comprehensive
profit loss report in 2014
because the Bank could not
differentiate the impact of such
value decrease to the initial
balance per 31 December 2013 /
1 January 2014.
Corporate
Governance
The following PSAKs are
applicable on or after 1 January
2015:
a. PSAK No.24 (2013 Revision),
“Working Compensation” that
was not adopted from IAS
19. This PSAK, among others,
eliminated the corridor
mechanism and disclosure of
information for contingent
liabilities to simplify
clarification and disclosure.
b. PSAK No. 46 (2014 Revision),
“Income Tax”, adopted from
IAS 12. This PSAK provided
additional regulation
for assets and liabilities
of deferred tax resulted
from non-depreciated
assets calculated by using
revaluation model, and which
resulted from investment
properties calculated by using
fair value model.
c. PSAK No. 48 (2014 Revision),
“Depreciation of Assets”,
adopted from IAS 36. This
PSAK provides additional
requirements for disclosure of
each individual asset or cashearning units in which the
loss of depreciation has been
acknowledged or reversed
during the period.
d. PSAK No. 50 (2014 Revision),
“Finance Instruments:
Presentation”, adopted from
IAS 32. This PSAK regulates
deeper criteria on the rights
that can be legally enforced to
do reciprocal write off for the
acknowledged amounts and
criteria for net settlement.
Financial
Report
e. PSAK No. 55 (2014 Revision),
“Finance Instrument”
Acknowledgement and
Calculation”, adopted from
IAS 39. This PSAK, among
others, to increase regulation
on criteria for hedging
instruments that cannot
be deemed as expired or
terminated, as well as the
provision to record finance
instrument on calculation
date and on the date after
initial acknowledgement.
f. PSAK No.60 (2014 Revision),
“Finance Instrument:
Disclosure”, adopted from
IFRS 7. This PSAK, among
others, add the provisions on
disclosure of reciprocal write
off with quantitative and
qualitative information, as
well as disclosure of transfer
of finance instruments.
g. PSAK No. 68 “Calculation of
Fair Value”, adopted from IFRS
13. This PSAK provides the
guidelines for calculation of
fair value when the fair value
is required or permitted.
h. PSAK No. 101 (2014 Revision),
“Presentation of Sharia
Financial Statements”,
stipulates the basic of
financial statements
presentations
Impacts of implementation of
PSAK No. 102 (2013 revision)
to the depreciation of financial
assets resulted from murabahah
transactions shall be fully borne
by comprehensive profit loss
report of 2014 because the Bank
cannot differentiate the impacts
of the depreciation to the initial
balance as at 31 December 2013
/ 1 January 2014.
The impact of adoption of PSAK
No. 102 (2013 revision) to the
accounting policy of the Bank is
disclosed in the Notes 2.d. and
2.v. of the financial statements.
167
Corporate
Governance
168
Tata KelolaGovernance
Perusahaan
Corporate
171Basis
Dasarand
danApplication
Penerapan of
GCG
GCG
172GCG
Apresiasi
Implementasi
GCG
Implementation
Appreciation
172Result
Hasil Penilaian
Implementasi GCG
of GCG Implementation
Evaluation
175Structure
Struktur dan
andMekanisme
MechanismGCG
of GCG
178Majority
Pemegang
Saham
UtamaShareholders
dan Pengendali
and
Controlling
179General
Rapat Umum
Pemegang
Saham
Meeting
of Shareholders
183Board
DewanofKomisaris
Commissioners
193Independent
Komisaris Independen
Commissioner
193Board
Direksiof Directors
201Diversity
Keberagaman
Komposisi
Dewan Komisaris
of Board
of Commissioners
and Board
of
dan Direksi
Directors
Compositions
201Assessment to
Terhadap
Dewan
Komisaris dan and
the Board
of Commissioners
Direksiof Directors
Board
202Remuneration
Remunerasi dan
Fasilitas
and
Other Lain
Facilities
205Affiliation
Hubunganbetween
Afiliasi antara
Anggota
Dewan
Members
of Board
of Komisaris, Direksi,
dan of
Pemegang
Commissioners,
Board
DirectorsSaham
and Shareholders
206Sharia
DewanSupervisory
Pengawas Syariah
Board
209Committees
Komite-Komite
209Audit
KomiteCommittee
Audit
213Risks
Komite
PemantauCommittee
Risiko
Monitoring
218Remuneration
Komite Remunerasi
dan Nominasi
and Nomination
Committee
220Corporate Secretary
223Access
Akses Informasi
danInformation
Data Perseroan
to Company
and Data
223Internal
Sistem Pengendalian
Internal
Control System
224Internal
Fungsi Audit
AuditInternal
Function
228Public
Akuntan
Publik
Accountant
230Compliance
Kepatuhan
233Risks
Manajemen
Risiko
Management
240Information
Teknologi Informasi
Technology
242Material
Perkara Penting
Cases
243Non-Halal
Pendapatan
Non Halal
Penggunaannya
Incomes
anddan
Their
Utilization
244Internal
Kebijakan
Internal
Mengenai Pengendalian
Policy
On Gratification
Control
245Code
Kode Etik
(Code Of Conduct)
of Conduct
247Whistleblowing System
250Corporate Social Responsibility
Responibility
Key
Highlights
Management
Report
Award for Most
Trusted Company
Based on Corporate
Governance
Perception Index
(CGPI)
the healthiness level of its parent
company.
Good Corporate Governance (GCG)
implementation in good manner is a
factor that decide the healthy level
of Bank Syariah Mandiri (BSM). It
refers to the rules of regulators that
executes the completion of bank
healthy level valuation in risk-based
Bank rating basis. The valuation
of bank healthiness level is also
adjusted with implementation of
consolidated supervision.
Valuation of GCG implementation
for sharia banks independently
(self assessment GCG) refers to
the change of Circular Letter of
Bank of Indonesia No.12/13/DPbS
dated 30 Aprul 2010 regarding
GCG Implementation for Sharia
Commercial Banks (BUS) and
Sharia Business Unit (UUS), to be
Regulation of Financial Services
Authority (POJK) No.8/POJK.03/2014
and Circular Letter of the Financial
Services Authority (SEOJK) No.10/
SEOJK.03/2014 dated 11 June
2014 regarding Valuation of
Healthiness of Sharia Commercial
Bank and Sharia Business Unit.
The change of the regulations
support the Bank to improve the
implementation of prudent, sharia
and risks management principles in
operating its business activities. As
a subsidiary of PT Bank Mandiri Tbk,
healthiness level of BSM impacts
170
BSM believes that the good and
consistent implementation of GCG
is a necessity to reach development
of sustainable performance.
Implementation of GCG can improve
the performance of BSM, that can
optimize shares value in long term,
with maintain the concerns for other
stakeholders.
BSM views that the implementation
of GCG with wide point of view is a
supporting system of performance
and satisfaction of compliance
aspect to the legislations. The
most important is awareness
implemented in culture and ethic
business.
Development of GCG BSM
accommodates dynamic and open
change to the new concepts. In
order to implement GCG principles,
BSM refers to the Regulation of Bank
of Indonesia No.11/33/PBI/2009
dated 7 December 2009 and
Circular Letter of Bank of Indonesia
No.12/13/BPbS dated 30 April 2010
regarding Implementation of Good
Corporate Governance of Sharia
Commercial Banks (BUS) and Sharia
Business Unit (UUS), namely the
implementation of 5 basic principles
of TARProF, i.e. transparency,
accountability, responsibility,
professionality and fairness.
Company
Profile
Form of implementation of BSM
commitments in implementing
GCG principle in every level of
organization by referring to the
provision and relevant requirements
with the implementation of GCG as
follows:
1. Implementation of duties and
Commissioners, the Board of
Directors and Sharia Supervisory
Board
2. Satisfaction and implementation
of committees’ duties
3. Implementation of compliance,
internal auditor and external
auditor functions
4. Implementation of Sharia
Principle in fund collection
activity and channeling of fund as
well as services
5. Management of conflict of
interests
6. Maximum Limit for Fund Transfer
7. Transparency of financial and
non-financial condition of the
bank, GCG implementation report
and internal report
Implementation of GCG BSM is a
form of business ethic of BSM that
ground the activities in BSM, namely:
• BSM as an institution / listed
entity in complying applicable
regulations as a form of business
ethic
• BSM in implementing
enforcement and internalization
of GCG implementation as
basic ethic and attitude to each
employee that is translated in the
code of conduct.
Management Analysis
and Discussion
From the above two approaches,
BSM believes that the human capital
is the main focus of BSM efforts in
implementing GCG and business
ethic of the company. It is based
on the role of BSM as an institution
that is based on capabilities of
management and employees of BSM
in implementing their ethical roles to
the stakeholders.
The awareness to implement good
ethics and does not abandoned
the applicable rules will form the
success of the Company. Therefore
the Shareholders, the Board of
Commissioners, and the Board
of Directors as the organ of the
Company jointly with all employees
of BSM is continuously committed
to implement the GCG. The
implementation is executed in each
activity with continuously referring
to applicable regulations and ethical
value policies as stated explicitly as
an attitude standard required for all
corporate organs of BSM through
preparation of attitude guidelines.
GCG implementation is a key factor
to achieve vision and mission of
BSM. It is believed by the Board of
Directors jointly with all employees
of BSM, by continuously establishing
value and culture of BSM that are
hoped to improve BSM performance
in long term.
BSM has strengthened its
operation through business, IT,
business process, human capital
transformation as well as synergy
with parent company (Bank
Mandiri). In 2014, BSM transformed
its culture by creating The 7
Fundamentals of BSM that consists
Corporate
Governance
of Spiritual Foundation, Vision,
Mission, Shared Values, Employee
Value Proposition (EVP), Leadership
Characteristic and Tagline.
Combination of such transformation
and implementation of The 7
Fundamentals of BSM are hoped
creating BSM as a company with
sustainable competitive advantage.
In 2014, there was a change in
management of BSM, both the
Board of Commissioners and Board
of Directors of BSM through GMS
dated 7 May 2014
Basis and
Application
of GCG
BSM continuously refers to various
applicable legislations, regulations
and rules among others as follows:
1. 1945 Constitution of the Republic
of Indonesia
2. Law No. 40 of 2007 regarding
Limited Liability Companies
3. Law No. 21 of 2008 regarding
Sharia Banking
4. Bank of Indonesia Regulation
(PBI) No.15/13/PBI/2013
regarding Amendment of PBI No.
11/3/PBI/2009 regarding Sharia
Commercial Banks
5. PBI No.13/23/PBI/2011
regarding Implementation of Risk
Management of BUS and UUS
6. PBI No. 14/27/PBI/2002 regarding
Implementation of Anti-Money
Financial
Report
Laundering & Prevention of
Terrorism Funding for Commercial
Banks
7. PBI No.11/33/PBI/2009 dated
7 December 2009 and SEBI
No.12/13/DPbS dated 30 April
2010 regarding Implementation
of GCG for BUS and UUS
8. PBI No.13/2/PBI/2011 dated
12 January 2011 regarding
Implementation of Compliance
Function in Commercial Banks
9. OJK Regulation (POJK) No.8/
POJK.03/2014 regarding Valuation
of Healthiness Level of BUS and
UUS
10.Circular Letter of OJK (SEOJK)
No.10/SEOJK.03/2014 regarding
Valuation of Healthiness Level of
BUS and UUS
11.POJK No.18/POHK.03/2014 dated
18 November 2014 regarding
Implementation of Integrated
Management for Financial
Conglomerates
12.Articles of Association of PT Bank
Mandiri Syariah
13.Board Manual of PT Bank Syariah
Mandiri
14.Compliance Policy of PT Bank
Syariah Mandiri
15.Implementing Guidelines for APU
& PPT of PT Bank Syariah Mandiri
16.Joint Decree Letter (SKB)
No.12/002-SKB/Kom.Dir dated 27
December 2010 regarding GCG
Charter
17.Circular Letter (SE) No.13/010/
UMM dated 26 July 2011
regarding Implementation of GCG
Self Assessment
18.SE No.13/018/UMM dated
31 December 2011 regarding
Obligation to Implement TARProF
GCG Principles
19.SE No. 15/004/UMM dated 3
April 2013 regarding GCG
171
Key
Highlights
GCG
Implementation
Appreciation
Various appreciations have
been earned in 2014 in form of
acknowledgement from various
parties, both domestic and
international parties, for the
consistency of BSM in implementing
GCG principles. In 2014, BSM
successfully earned the following
awards:
Result of
GCG
Implementation
Evaluation
Internal Self-Assessment
Internal Self-Assessment (ISA) is
an independent GCG assessment
that uses internal checklist
standard of the Bank. In the
period of 2014 there was a change
in ISA assessment from previous
assessment of GCG implementation
of working units and held quarterly
changed to in semesters and done
by Head of Working Units.
172
Management
Report
Company
Profile
Award
Award Organizer
Institution
Assessed
Aspects
Rank 2 for Financial
Private Entity Non-Listed
in Annual Report Award
Financial Services Authority
with Director General of
Taxation, Ministry of StateOwned Enterprises, Bank of
Indonesia, Indonesian Stock
Exchange, National Committee
of Governance Policy, and
Indonesian Accountancy
Association
Disclosure of
information
presented in Annual
Report of BSM in
2013
Very Trustable Company
based on Corporate
Governance Perception
Index
Indonesian Institute for
Corporate Governance and SWA
magazine
Implementation of
GCG in BSM
ISA implementation consists of several aspects with
the following weighting:
No
Aspect
Weight
1.
Implementation of Duties and Responsibilities of Head of
Working Units
35%
2.
Implementation of Duties and Responsibilities of
Marketing Manager
25%
3.
Implementation of Duties and Responsibilities of Service
Manager
25%
4.
Implementation of Duties and Responsibilities of
Working Unit Staff
15%
Composite Value
100%
Result of Self-Assessment of GCG is in the form of
composite value, with the following predicate of
composite value:
Composite Value
Rank
Composite Value <1.5
Very Good
1.5 ≤ Composite Value < 2.5
Good
Quite Good
Less Good
4.5 ≤ Composite Value ≤ 5
Not Good
Management Analysis
and Discussion
Corporate
Governance
The average of composite value in
GCG implementation of Working
Units in 2014 is as follows:
Period
Average
Composite
Value of
National
Working Units
Predicate
Semester I
2.09
Good
Semester II
2.12
Good
Based on assessment result of
GCG implementation through
ISA mechanism, in 2014 GCG
implementation in Working Units
was classified as “GOOD”.
External Self-Assessment
External Self-Assessment (ESA) is
an independent assessment of GCG
implementation by using external
check list (parameter) in line with
the following OJK provisions:
1. POJK No.8/POJK.03/2014
regarding Valuation of
Healthiness Level of Sharia
Business Units
2. SE OJK No.10/SEOJK.03/2014
regarding Valuation of
Healthiness Level of Sharia
Business Units
Based on the above provisions, ESA
of GCG implementation is divided
to be:
1. Self Assessment for GCG BUS
aspect in 1 semester period
2. Self Asessement of consolidated
GCG of parent company
Financial
Report
Semester I 2014 Period
Individual/
Consolidation
Rank
Definition of Rank
2
Management of the Bank has implemented GCG
generally good. It was shown from the sufficient
compliance of GCG principles. If there was any
weakness in implementation of GCG principles,
generally the weakness was not significant and
could be settled with normal measures from the
management of the Bank
Analysis
Conclusion:
A. Governance Structure
1. Positive factors:
a. Organization structure of BSM has been completed, the
compositions of the Board of Commissioners and the Board of
Directors of BSM have met applicable regulations
b. Members of the Board of Commissioners, the Board of
Directors, Sharia Supervisory Board (DPS) and Executive
Committees (audit committee, risks monitoring committee,
as well as remuneration and nomination committee) have
sufficient competence and relevant with their posts and
capable to implement their competence in implementing their
duties and responsibilities.
c. BSM has own sufficient infrastructure for regulations and
internal policies to support its activities
2. Negative factors:
a. Majority of the new members of the Board of Commissioners
and the Board of Directors have not passed fit and proper tests
yet (still in the process)
b. Business Intelligence dashboard as the tools for reporting
presentation for the needs of management still continuously
done developed to support SIM in line with needs of
management
c. Code of conduct of the bank as the basis that regulates the
conflict of interests of the bank is still in the process of updating
Based on assessment result
on the GCG implementation in
BSM, both for individuals as well
as consolidation with Parent
Company (i.e. Bank Mandiri). ESA
Assessments in 2014 period are as
follows:
173
Key
Highlights
Management
Report
Company
Profile
Analysis
B. Governance Process
a. Strategic policies and decisions taken by the Board of
Commissioners and the Board of Directors have been done in
meeting mechanism based on mutual deliberation
b. Owner did not intervene implementation of duties and
responsibilities of the Board of Commissioners and the Board of
Directors that can interfere operation activities of the bank
a. Implementation of duties and responsibilities of the Board
of Commissioners and the Board of Directors have not been
implemented effectively because there was still the Board
of Commissioners and the Board of Directors who have not
passed fit and proper tests
C. Governance Outcome
a. BSM has disclosed its financial and non-financial conditions to
the stakeholders
b. BSM has conveyed financial and non-financial reports on time
and in line with applicable regulations
a. There was still conflict of interests that caused violation of
internal rules of the bank
Semester II 2014 Period
Individual /
Consolidation
Rank
Definition of Rank
2
Management of the Bank has implemented GCG generally good. It was shown from the
sufficient compliance of GCG principles. If there was any weakness in implementation of
GCG principles, generally the weakness was not significant and could be settled with normal
measures from the management of the Bank
Analysis
Conclusion:
A. Governance Structure
a. Organization structure of BSM has been completed, the entire compositions of the Board of
Commissioners and the Board of Directors of BSM have received decree letter on passing the fit and
proper tests from the OJK.
b. Members of the Board of Commissioners, the Board of Directors, Sharia Supervisory Board (DPS)
and Executive Committees (audit committee, risks monitoring committee, as well as remuneration
and nomination committee) have sufficient competence and relevant with their posts and capable to
implement their competence in implementing their duties and responsibilities.
c. BSM has own sufficient infrastructure for regulations and internal policies to support its activities
174
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Analysis
a. Implementation of duties and responsibilities of members of the Board of Commissioners and the
Board of Directors have been effective based on the decree letter on passing the fit and proper tests in
August and October 2014.
b. BSM was continuously perfecting the existing system to support the business intelligence dashboard as
tools for provision of report for the needs of management
c. Code of conduct of the bank as the basis that regulates the conflict of interests of the bank is still in the
process of finalization
B. Governance Process
a. The Board of Commissioners was active in performing its supervisory coordination through meetings
(meetings of the Board of Commissioners and joint meetings of the Board of Commissioners and the
Board of Directors) for 19 meetings with the agenda to discuss the latest condition of the Bank
b. Owner did not intervene implementation of duties and responsibilities of the Board of Commissioners
and the Board of Directors that can interfere operation activities of the bank
a. Follow up actions for audit findings was not optimum because there were still repetitive audit findings
C. Governance Outcome
No intervention from the owner on operation activities. The Board of Directors managed the bank in line
with its authorization and responsibilities. The owner did not take dividend which was its rights
There was still conflict of interests that caused violation of internal rules of the bank
Structure
and
Mechanism
of GCG
GCG Structure
The success of GCG
implementation in the bank was
supported with the effectiveness
of roles and functions of
GCG organs, namely GMS,
the Board of Directors, and
DPS. These organs are the
main devices of GCG. In
implementing the duties and
responsibilities of these organs,
they are supported with working
conduct, corporate management
guidelines (main compilation of
corporate management as will be
further elaborated in the charter),
policy, and Standard Operating
Procedure (SOP) as a guidelines
for GCG implementation of BSM
that will be the guidelines of GCG
implementation in BSM.
175
Key
Highlights
Management
Report
Company
Profile
Images of GCG Structure Diagram
Good Corporate Governance Structure
Transparency
Accountability
Responsibility
Professional
Fairness
Core Structure / Organ
GMS
Dewan
Pengawas Syariah
Sharia
Supervisory
Board
Boards of Shariah Supervisory
Direksi
The Board
of Directors
Board Of Directors
Committees
Supporting Structure / Organ
Investor Relations
Corporate Secretary
Audit Committee
CSR
SKAI
Risks
Monitoring Committee
Corporate Values
Risks Management
Remuneration &
Nomination Committee
Communication
Compliance
Guidelines and Reporting
176
GCG Charter
Compliance Charter
Internal Audit Charter
Code of Conduct
Operation Procedure
Internal Circular Letter
Information
Technology Policy
Risks
Management Policy
Internal Control Policy
La-Risywah
Self Assessment GCG
Annual Report
Management Analysis
and Discussion
Completeness of policy and Standard
Operating Procedures (SOP) to
support GCG implementation,
among others as follows:
1. Corporate Ethic Guidelines
2. GCG Charter
3. The Board of Commissioners
Charter
4. The Board of Directors Charter
5. Remuneration and Nomination
Committee Charter
6. Audit Committee Charter
7. Risks Monitoring Committee
Charter
8. Coordinating Charter of the
Board of Directors in Compliance
Function and Compliance
Working Unit with the Sharia
Supervisory Board (DPS)
9. Internal Audit Charter
10.Policy and SOP
11.Compliance Charter
GCG Mechanism
GCG implementation mechanism is
started from a joint commitment.
The staff of the bank without
any exemption must comply
with the joint commitment. This
commitment is a basic to the Bank in
implementing the GCG.
The next step is to complete the
structure and infrastructure of
the Bank (Governance structure).
Bank has completed the structure
of its organization in line with the
regulation and needs to support
operation activities of the Bank from
the highest level to the lowest level.
Corporate
Governance
The next step is implementation of
duties and responsibilities of the
Bank in line with existing supporting
infrastructure (Governance process).
Governance process is executed in
the following steps:
1. Governance mechanism, namely
internal mechanism used by
the staff of the bank in line with
GCG principles in operation
activities of the Bank. The
executed process can be in
form of coordination meeting,
implementation of whistle
blowing system, implementation
of reward and punishment, La
Risywah movement, etc.
2. Sosialisasi dan evaluasi,
namely the step to socialize
implementation and evaluate the
implementation of GCG principles
in routine. Socialization is done
through media sharing, Morning
Prayer, public folder, reading
discussion and etc, meanwhile
evaluation process through selfassessment done by internal or
external parties.
3. Walking the talk, namely the
executed process to improve
government process to be even
better.
Financial
Report
Governance outcome is a result
that the Bank obtained from GCG
principles. Outcome for better
GCG implementation, BSM has
a good healthy level, moderate
risks profile, with implementation
quality of risks management
of “satisfactory”, composite
value of GCG implementation
is classified as “good”, award
from external party as “The
Most Trusted Company” and
various positive effects from GCG
implementation.
The structure of organization that
has been met is supported with
sufficient infrastructure from the
Information Technology (IT) until the
provision that stipulates operation
activities of the Bank *policy,
operation procedure standard,
internal circular letter, etc) that must
complied by each staff of the bank.
177
Key
Highlights
Management
Report
Company
Profile
Table of Governance System: Implementation of GCG Principles
Steps
Task
Governance Process
Governance
Commitment
Governance
structure
• Articles of
Association
• Vision, Mission
and strategies
of Bank Syariah
Mandiri
• Corporate Values
(ETHIC)
• Code of Conduct
• GCG Charter
• Code of Conduct
for the Board of
commissioners,
the Board of
Directors and DPS
• Fulfillment
of Board of
Commissioners,
Board of
Directors,
Committee
under Board of
Commissioners
and Sharia
Supervisory
Board
• Internal Audit
Taskforce Unit,
Compliance and
Risj Management
Taskforce Unit
• Function
separataion
between
operational/
business with
supervisory/ris
management/
supporting
Participant
Governance
Mechanism
Socialization and
Evaluation
Walking the
talk
• Improvement of:
-- Articles of
Association
-- Guideline
andstandard
operating
procedure
-- Code of
Conduct
• Coordination
meeting between
Board of
Commissioners,
Board of Directors,
Committees and
Sharia Supervisory
Board
• Whistleblowing
System: B-Wise,
i_BLOW , CEO Line
• Reward and
Punishment
• Anti Fraud Strategy
• La Risywah
• Call Center
• Morning Prayer
Forum
• Public Folder
• Forum Reading
Discuss
• GCG
Implementation
Report
• GCG
implementation
Self Assessment
• GCG Rating by
independent
party (IICG –
CGPI)
• Optimalization
function
of GCG
Ambassador
• Updating
of Code of
Conducting
• BSM Culture
Transformation
• Redefining the
7 fundamentals
of BSM
Governance
Outcome
• Moderate
risks profile &
quality of risks
management
implementation
of satisfactory
• Health level of
the bank of 2
“healthy”
• Composite
value of GCG
Implementation
of 2 group
“Good” in 2014
• GCPI Award
2011-2013
as “The
Most Trusted
Company”
Staff of Bank Syariah Mandiri
0,00000034%
Majority and
Controlling
Shareholders
The shareholders consist of 2 (two)
parties, namely PT Bank Mandiri
(Persero) Tbk and PT Mandiri
Sekuritas. PT Bank Mandiri (Persero)
Tbk owns 99.999999666% shares
and PT Mandiri Sekuritas owns
0.000000034% shares.
178
99,99999966%
PT Bank Mandiri (Persero) Tbk
To protect the interests of the
shareholders, BSM always refers to
the Articles of Association as well
as all internal provisions that are
included in the policies hierarchy
in accordance with applicable
legislations.
Management Analysis
and Discussion
General
Meeting of
Shareholders
The General Meeting of
Shareholders (GMS) is the
highest authorization and holds
all powers that are not granted
to the Board of Directors nor the
Board of Commissioners. The
GMS is authorized to appoint
and terminate member of the
Board of Commissioners, the
Sharia Supervisory Board and the
Board of Directors. The GMS is
also authorized to legalize any
amendment to the Articles of
Association, approve annual report,
determine profit allocation, appoint
public accountant, and determine
the amount, compensation type and
management facilities.
Information to the
Shareholders
BSM has provided the information
to the shareholders that enable the
shareholders to use their rights,
namely:
1. GMS, a forum for BSM to
communicate with the
shareholders, convey the
information on BSM, and enable
the shareholders to participate
in decision making for the
matters that require shareholders
approval.
2. Electronic media such as website
and email to convey relevant
information, including annual
report.
3. In the website, BSM has also
provided a special section on the
information to the shareholders,
Corporate
Governance
Financial
Report
containing report and publication
that can be downloaded easily by
the shareholders as well as other
stakeholders.
4. Other communication media
Annual General Meeting of
Shareholders
In 2014, BSM held 1 (one) General
Meeting of Shareholders, namely
the Annual General Meeting of
Shareholders (AGMS) that was held
on Wednesday, 7 May 2014.
The execution of he GMS has
complied with the provisions of the
applicable Articles of Association.
The implementation of GMS was
attended by both shareholders
of BSM, namely PT Bank Mandiri
(Persero) Tbk and PT Mandiri
Sekuritas, thus the resolutions were
taken validly.
Table of Annual GMS Resolutions
Implementation of
GMS Resolutions
No
GMS Resolutions
1
The Board of Directors Report on Annual Report
of the Company and Report on Supervisory Duty
of the Board of Commissioners for Fiscal Year of
2013
Have been done by BSM
2
Approval of Annual Report of the Company,
including Confirmation of Financial Statements
and Supervisory Duties Report of the Board of
Commissioners which was ended on 31 December
2013 as well as the granting of acquit de charge
to all members of the Board of Directors and all
members of the Board of Commissioners that
served in the fiscal year of 2013, for management
and supervisory activities conducted in fiscal year
of 2013
3
Approval for the use of Net Profit of the Company
for the year ended on 31 December 2013
179
Key
Highlights
Management
Report
Company
Profile
No
GMS Resolutions
Implementation of
GMS Resolutions
4
Approval of Public Accountant Office appointment to audit the Company’s Financial Statement for year
ended on 31 December 2013, with the following resolutions:
Have been done by
BSM
5
a. Authorize majority Shareholder to decide the Public Accountant Office who will audit the
Company’s Financial Statement for year ended on 31 December 2014
b. Authorize the Board of Commissioners to decide other requirements for the Public Accountant
Office, and decided other Public Accountant Office in the event that the first Public Accountant
Office fails to complete its audit of the Company’s Financial Statement for year ended on 31
December 2014
Have been done by
BSM
6
Approval of salary determination for the Board of Directors members, Honorarium for the Board of
Commissioners members, Tantiem and other Benefits determination for all of Board of Directors
and Board of Commissioners members in the Company. .
Have been done by
BSM
7
Approval for payment of zakat of the Company for the Fiscal Year in the amount of IDR 22,662,472,354
(twenty two billion six hundred and sixty two million four hundred and seventy two thousand three
hundred fifty four)
Have been done by
BSM
8
Approval to grant the majority shareholder the access to data and or information to optimize its
monitoring of risks management and health control of the company
Have been done by
BSM
9
Change of Management of the Company
Have been done by
BSM
a. Accept resignation of the President Commissioner, Achmad Marzuki, and a Commissioner,
Sulaeman, as well as these Directors: Zainal Fanani, Hanawijaya, Sugiharto and Amran Permata
Nasution
b. Termination with honor of the President Director, Yuslam Fauzi, SE, MBA, and basis of consideration
of termination has been conveyed to him. He already accepted his termination well as elaborated in
the Minutes of Notification of Termination Plan and Defense of President Director of the Company
on 7 May 2014
c. Appointment of Ventje Raharjo as the President Commissioner and Zulkifli Djaelani as a
Commissioner. As well as appointment of Agus Sudiarto as the President Director, and Agus Dwi
Handaya, Putu Rahwidhiyasa and Fahmi Ridho as Directors. These appointments are effective
after the approval from the regulator of the fit and proper tests and compliance with applicable
legislations, and with term of offices in line with the Articles of Association of the Company.
Therefore the compositions of the Board of Directors and the Board of Commissioners of the Company
to be as follows:
No.
Name
Position
1
Ventje Rahardjo
2
Ramzi A. Zuhdi
3
Bambang Widianto
4
Zulkifli Djaelani
5
Agus Fuad
Commissioner
No.
180
Name
Position
1
Agus Sudiarto
President Director
2
Achmad Syamsudin
Director
3
Agus Dwi Handaya
Director
4
Fahmi Ridho
Director
5
Putu Rahwidhiyasa
Director
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
No
GMS Resolutions
Implementation of
GMS Resolutions
10
Distribution of duties and responsibilities for each Director and structure of organization of the
Company will be determined by resolutions of the Board of Directors Meeting of the Company and will
be proposed to the Board of Commissioners to obtain its approval
Have been done by
BSM
11
Amendment of Articles of Association
Based on Statement of Resolutions of General Meeting of Shareholders of PT Bank Syariah Mandiri
under Deed No. 2 dated 2 June 2014, it was decided the following:
a. Approving amendment of Articles of Association of the Company (Article 15 paragraph (3) point a)
that previously stipulated the following:
Members of the Board of Directors shall be appointed by the GMS for the period as of their
appointment as of the closing of the GMS or any other time as may be decided by the GMS shall
be ended on the closing of the fifth Annual GMS after their appointment, without diminishing the
GMS rights to terminate any member of the Board of Directors with giving reason of termination.
The termination is valid after the closing of the GMS, unless if the GMS decides otherwise.
To be as follows:
Members of the Board of Directors shall be appointed by the GMS for the period as of their
be ended on the closing of the third Annual GMS after their appointment, without diminishing the
GMS rights to terminate any member of the Board of Director with giving reason of termination.
The termination is valid after the closing of the GMS, unless if the GMS decides otherwise.
b. Approving amendment of Articles of Association of the Company (Article 18 paragraph (3) point a)
that previously stipulated the following:
Members of the Board of Commissioners shall be appointed by the GMS for the period as of their
be ended on the closing of the fifth Annual GMS after their appointment, without diminishing
the GMS rights to terminate any member of the Board of Commissioners with giving reason of
termination. The termination is valid after the closing of the GMS, unless if the GMS decides
otherwise.
To be as follows:
Members of the Board of Commissioners shall be appointed by the GMS for the period as of their
be ended on the closing of the third Annual GMS after their appointment, without diminishing
the GMS rights to terminate any member of the Board of Commissioners with giving reason of
otherwise.
3. Approving amendment of Articles of Association of the Company (Article 21 paragraph (7)
point a) that previously stipulated the following:
Members of the Sharia Supervisory Board shall be appointed by the GMS for the period as of their
be ended on the closing of the fifth Annual GMS after their appointment, without diminishing
the GMS rights to terminate any member of the Sharia Supervisory Board with giving reason of
otherwise.
To be as follows:
Members of the Sharia Supervisory Board shall be appointed by the GMS for the period as of their
be ended on the closing of the third Annual GMS after their appointment, without diminishing
the GMS rights to terminate any member of the Sharia Supervisory Board with giving reason of
otherwise
Have been done by
BSM
181
Key
Highlights
Extraordinary
General Meeting of
Shareholders
BSM did not hold any Extraordinary
General Meeting of Shareholders in
2014.
Management
Report
Company
Profile
Shareholders Resolutions of
BSM in lieu of the General
Meeting of Shareholders
Based on the Shareholders
Resolutions of PT Bank Syariah
Mandiri in lieu of General Meeting
of Shareholders dated 27 December
2013 and stated in Deed No. 20
dated 22 January 2014 made by
Chairul Bachtiar, SH, Notary in
Jakarta, the Shareholders approved
the following matters:
Implementation of
GMS Resolutions
No
GMS Resolutions
1
Increase of Issued and Paid Up Capitals for IDR 30,778,370,000 (thirty billion seven hundred
and seventy eight million three hundred and seventy thousand Rupiah) or 6,155,674 (six
million one hundred and fifty five thousand six hundred and seventy four) issued shares.
All of them are entirely subscribed by PT Bank Mandiri (Persero) Tbk. The payment of such
subscription was made in non-cash (inbreng) in form of land and building of PT Bank Mandiri
(Persero) Tbk
Have been done by
BSM
2
Amendment of Articles of Association of the Bank, i.e. Article 4 paragraph 2 and Article 28
paragraph 3 as follows:
Have been done by
BSM
Article 4 paragraph 2 to become:
From the Authorized Capital, the shares has been issued and paid up for 297,804,387 (two
hundred and ninety seven million eight hundred four thousand three hundred and eighty
seven) shares with nominal value of IDR 1,489,021,935,000 (one trillion four hundred eighty
nine billion twenty onemillion nine hundred and thirty five thousand Rupiah) with details and
nominal value of the shares shall be mentioned by the end of this deed
Article 28 paragraph 3 to become:
The Issued Capital as referred to in Article 4 paragraph 2 has been fully paid to the
Company’s account by the Shareholders as follow:
1. PT Bank Mandiri (Persero) Tbk, for 297,804,386 (two hundred and ninety seven million
eighty hundred and four thousand three hundred and eight six) share with nominal
value of IDR 1,489,021,930,000 (one trillion dour hundred eighty nine million twenty one
thousand nine hundred and thirty thousand Rupiah);
2. PT Mandiri Sekuritas for 1 (one) share with nominal value of IDR 5,000 (five thousand
Rupiah);
a. and thus entirely amounting to 297,804,387 (two hundred and ninety seven million
eight hundred four thousand three hundred and eighty seven) shares with nominal
value of IDR 1,489,021,935,000 (one trillion four hundred eighty nine billion twenty
one million nine hundred and thirty five thousand Rupiah);
b. 100% from the nominal value per issued and paid up share or IDR 1,489,021,935,000
(one trillion four hundred eighty nine billion twenty one million nine hundred and
thirty five thousand Rupiah) has been fully paid to the Company’s account by the
Shareholders.
182
Management Analysis
and Discussion
Board of
Commissioners
Pursuant to Law No. 21 of 2008
on Sharia Banking and Bank
Indonesia Regulation No. 11/33/
PBI/2009 on GCG Implementation
for Sharia Commercial Bank and
Sharia Business Unit, the Board of
Commissioners has carried its duty
and responsibility professionally and
independently referring with Good
Corporate Governance.
The Board of Commissioners is a
Company’s organ which
is collectively in charge and
responsible to perform monitoring
and provide recommendation to
the Board of Directors and ensure
that BSM has implemented Good
Corporate Governance (GCG)
in entire level and organization
position. The position of each Board
of Commissioners member including
the President Director is equal. Duty
of the President Commissioner as
primus inter pares is to coordinate
Board of Commissioners activity.
has clear authorization and
responsibilities in line with their
respective functions as trusted
by the Articles of Association and
applicable regulations. The Board of
Commissioners has also guidelines
and working conduct that are
evaluated and updated periodically.
responsible to the
General Meetings of Shareholders
(GMS). The Board of Commissioners
accountability to the GMS is
the realization of monitoring
accountability actualization and
Corporate
Governance
Financial
Report
Company’s management related
with GCG principle implementation.
Composition
appointed by the GMS by prior
participating on fit and proper test
based on prevailing regulation
as well as the applicable Bank
of Indonesia /OJK Regulation.
collectively has an expertise to carry
mandated responsibility. The Board
of Commissioner has adequate
understanding and competency
that in facing any occurring issue
on the Bank’s business activity,
taking decision independently,
encouraging the Bank’s performance
and effectively review and advise
construction suggestion to the
performance of the Board of
Directors.
Based on the Annual GMS for
Fiscal Year of 2013 that was held
on 7 May 2014, it was decided that
there was a change in the Board
of Commissioners composition as
follows:
composition until the Closing of
Annual GMS of BSM for Fiscal
Year of 2013 that was held on 7
May 2014 was as follows:
Name
Position
Term of Office
Achmad Marzuki
19 June 2008-7 May 2014
Ramzi A. Zuhdi
President Commissioner /
Agus Fuad
Commissioner
29 May 2013 – now
Sulaeman
Commissioner
29 May 2013 – 7 May 2014
Bambang Widianto
29 May 2013 – now
29 June 2010 – now
183
Key
Highlights
Management
Report
Company
Profile
Duties and Responsibilities of
composition as of the Closing of
Annual GMS of BSM for Fiscal Year of
2013 that was held on 7 May 2014 is
as follows
Name
Position
Term of Office
Ventje Rahardjo
7 May 2014 – now
Ramzi A. Zuhdi
29 June 2010 – now
Bambang Widianto
29 May 2013 – now
Zulkifli Djaelani
7 May 2014 – now
Agus Fuad
Commissioner
29 May 2013 – now
Shareholding by
Up to 31 December 2014, none of
the Board of Commissioners holds
any shareholding in BSM and other
Companies.
Table of Shareholding by the Board of
Commissioners
Name
Position
Shareholding
in BSM
Shareholding
in Other
Companies
Ventje Rahardjo
President
Commissioner
None
None
Ramzi A. Zuhdi
Independent
Commissioner
None
None
Bambang Widianto
Independent
Commissioner
None
None
Zulkifli Djaelani
Independent
Commissioner
None
None
Agus Fuad
Commissioner
None
None
Dual Position of
There is a dual position of Ventje
Rahardjo (the President Commissioner)
who also a President Commissioner
in PT Mandiri AXA General Insurance
(MAGI). Currently waiting for GMS MAGI
to change the Board of Commissioners
members of MAGI.
184
1. Carrying duty and responsibility based
on GCG principles.
2. Monitoring GCG implementation in
every BUS business activity at any
level or organizational position.
3. Monitoring Board of Directors duty
and responsibility implementation,
monitoring on Board of Directors
policy and providing advise to the
Board of Directors.
4. Overseeing and evaluating BSM
strategic policy implementation.
5. Ensuring that the Board of Directors
has followed- up audit finding and/
or recommendation from Bank of
Indonesia, Internal Auditor, Sharia
Supervisory Board and/or External
Auditor audit result.
6. Notifying Bank of Indonesia the
latest within 7 (seven) working days
after the law and regulation violation
finding on finance and banking
aspect, and any event or forecast
which may harm the Bank’s business
sustainability.
7. Monitoring the Bank’s business
risk and management’s initiative to
perform internal control.
8. Monitoring the Compliance Function.
9. Performing active monitoring on
Compliance Function.
10.Delivering recommendation to
improve Compliance Function
implementation quality.
11.Monitoring the Bank Business Plan
realization.
12.Delivering Bank Business Plan
Supervisory Report.
13.Prohibited to be involved in the
Bank’s operational activity decision
making except the decision making for
financing disbursement to the Board
of Directors as long the authority
of the Board of Commissioners
is stipulated under the Articles
of Association or on the General
Meetings of Shareholders.
Management Analysis
and Discussion
Board Charter
The Board of Commissioners owns
and completes the Guidelines and
Working Conduct of the Board
of Commissioners that has been
passed on 24 December 2014. This
Guidelines and Working Conduct
regulates main duties, structure of
organization, work ethics, working
hours, and the operation of the
Board of Commissioners meeting
Content of Guidelines and
Working Conduct of the Board
of Commissioners
This Guideline regulates main duties,
structure of organization, work
ethics, working hours, the operation
of the Board of Commissioners
meeting and other provisions in line
with GCG principles.
The matters regulated in the
Guidelines and Working Conduct
of the Board of Commissioners are,
I. GENERAL PROVISION
II. STRUCTURE, DUTIES,
RESPONSIBILITIES, RIGHTS AND
AUTHORIZATIONS
III. SUPPORTING INSTITUTIONS
IV. THE BOARD OF COMMISSIONERS
MEETING
V. DISTRIBUTION OF ASSIGNMENTS
VI. CHANGES
VII.CLOSING
Corporate
Governance
Meeting
held Meetings at least once a
month. It is in accordance with
the PBI No. BI No. 11/33/PBI/2009
on Good Corporate Governance
Implementation in Sharia
Commercial bank, Article 14, where
the Board of Commissioners has
to hold meeting at least 1 (once) in
every 2 (two) months.
Types of meetings participated
by the Board of Commissioners
comprising of Board of
Commissioners meeting, Board
of Commissioners and Board of
Directors Joint Meeting, and Board
of Commissioners Joint Meeting with
1. Board of Commissioners Meeting
Meeting held by the Board
of Commissioners to discuss
Board of Commissioners duty
and implementation to carry
monitoring and providing advise
to the Board of Directors.
2. Board of Commissioners and
Board of Directors Joint Meeting
Board of Directors, or Division
Director Joint Meeting where the
meeting initiative proposed by
the Board of Commissioners with
agenda of the Bank business
management practice.
3. Board of Directors and Board of
Commissioners Joint Meeting
Board of Directors, or Division
Director Joint Meeting where
the meeting initiative proposed
by the Board of Directors with
agenda of the report from
several activities namely Bank
performance, Bank Soundness
Level, Bank Risk Profile, Bank
Financial
Report
Strategic initiative, such as
Corporate Plan, Core Banking
System, Saturn Project and
others.
4. Board of Commissioners and
Sharia Supervisory Board Joint
Meeting
Sharia Supervisory Board Joint
Meeting with agenda of sharia
principle implementation
compliance on the Bank’s
business activity.
Throughout 2014, total meeting held
by the Board of Commissioners was
reaching to 33 meetings. Particularly
for the Board of Commissioners
meeting implementation in 2014,
it was held for 15 meetings and
always chaired by the President
Commissioner.
185
Key
Highlights
Management
Report
Company
Profile
The following is the detail of
meetings done by the Board of
Commissioners:
01 January 2014 up to 07 May 2014
No.
Meeting Title
1
2
Board of Commissioners Meeting
Board of Commissioners and Board of
Directors Joint Meeting
Board of Commissioners and Sharia
Supervisory Board Joint Meeting
Total
3
4
Total
Meeting
Achmad
Marzuki
Ramzi A.
Agus Fuad
Sulaeman
Zuhdi
Bambang
Widianto
7
-
7
-
7
-
6
-
7
-
6
-
4
3
4
3
2
3
-
-
-
-
-
-
11
10
11
9
9
9
07 May 2014 up to 31 December
2014
No.
Meeting Title
Total
Meeting
Ventje
Rahardjo
Ramzi A.
Agus Fuad
Bambang
Zuhdi
Widianto
Zulkifli
Djaelani
1
Board of Commissioners Meeting
8
8
8
6
6
8
2
Board of Commissioners and Board of
Directors Joint Meeting
13
13
13
11
11
13
3
2
2
2
1
2
2
4
Board of Commissioners and Sharia
Supervisory Board Joint Meeting
1
1
1
-
1
1
24
24
24
18
20
24
Total
Training and Orientation
Programs of the Board of
Commissioners
Training Program
To improve and develop
the competence to support
implementation of duties and
responsibilities, in 2014 the Board
of Commissioners participated in
various activities, among others as
follows:
186
Management Analysis
and Discussion
No
1.
2.
3.
4.
5.
Name of
Commissioner
Ventje Rahardjo
Ramzi A. Zuhdi
Bambang Widianto
Zulkifli Djaelani
Agus Fuad
Corporate
Governance
Financial
Report
Training Title
Venue, Date and Provider of
Training
Risk Management Certification Refreshment Program
BARa Risk Forum, Bali 27 - 28
November 2014;
Annual Oliver Wyman Institute Conference
London 18 - 19 November 2014.
Indonesia International Conference on Islamic Finance,
OJK, Surabaya 3 - 4 November 2014;
Risk Management Certification Refreshment Program,
BARa Risk Forum, Bali 27 - 28
November 2014.
Executive Distance Learning on Islamic Banking Training,
KARIM Business Consulting, Jakarta
June 2013;
Risks Management Certification Level 1
LSPP, Jakarta14 December 2013;
LSPP, Jakarta 21 December 2013.
Executive Distance Learning on Islamic Banking Training
KARIM Business Consulting, Jakarta 15
May 2014;
Annual Risk Consolidation Conference 2014
Bank Mandiri, Belitung 12 - 13 June
2014
LSPP, Jakarta 24 June 2014
LSPP, Jakarta 10 July 2014;
Indonesia International Conference on Islamic Finance,
OJK, Surabaya 3 - 4 November 2014
Certification on Coach 60 Hours Approved Coach Spesific
Training Hours
3-7 March 2014
Orientation Program
In addition to Training Program,
new Commissioners were also
given orientation program to
introduce the new Commissioners
to the implementation of function
and duties of the Board of
Commissioners. Implementation of
Orientation Program was adjusted
with the change of the Board of
Commissioners composition. In
2014, there were 2 (two) new
Commissioners, thus BSM held
orientation program to such new
Commissioners
term business plans, competitive
position, risks and other strategic
matters;
3. Description on delegated
authorization, internal and
external audits, system and policy
of internal control, including the
committees under the Board of
Commissioners; and
4. Description on duties and
Commissioners as well as allowed
matters
Material of Orientation Program
included the following:
1. Implementation of GCG principles
in BSM;
2. Description on BSM that related
to objective, nature, and
coverage of activities, financial
and operation performance,
strategies, short term and long
continuously executing its duties and
responsibilities in professional and
independent manner based on good
corporate governance. The Board of
Commissioners is committed to be
proactive in executing supervisory
function of the bank, either in the
process of preparation of corporate
Supervisory Report of the
strategic plan, preparation and
implementation of business plan
of the Bank, performance review,
as well as implementation of risks
management and implementation of
Good Corporate Governance.
In 2014, supervising activities of the
Board of Commissioners included
the following:
1. Performance Report of the Bank
Performance Report of the
Bank discussed achievement
of both financial and nonfinancial target. The Board
of Commissioners provided
its opinion, suggestion and
advice regarding performance
report and problems occurred,
including implementation of the
next working plan.
a. Performance report of the
Bank discussed, among
others, achievement of
realization compared to the
goals as well as factor that
187
Key
Highlights
determined the achievement
of the goals. Financial
performance that were
discussed among others
assets, quality, earning assets,
financing, securities, third
party fund, income and profit
sharing costs, overhead costs,
profit, fee based income,
capital adequacy ratio and
other financial ratio .
b. Achievement of goals and
non-financial realization
as well as the factors that
determined whether the goals
could be achieved. Nonfinancial performance that
were discussed among others
core banking system, Project
Saturn, human capital, etc.
Achievement of financial
performance realization of
(BSM) in 2014, from total
assets perspective has been
developed compared to the
position as at December
2013, but profit achievement
performance only reached
IDR 72 bullion. It was caused
by the increase of bad
financing significantly and
required BSM to consolidate
and review implementation
of financing and
establishment of reservation
costs for financing loss in the
amount of approximately IDR
1 trillion.
Liquidity of the Bank was on
very good position, namely
Financing to Debt Ratio (FDR)
was 82.13%, CAR was still
sufficient at 14.76%. Up to
November 2014, BSM was
in the first rank for sharia
banking and the 18th rank
for national banking, with
market share of BSM as at
31 December 2014 for Sharia
Banking Industry range in
24.58% (Assets), 24.65%
(Financing) and 27.46%
(Third Party Fund).
188
Management
Report
Performance of the Bank
up to December 2014 was
impacted by internal and
external factors of the bank.
The internal factors included
among others increase of
Non Performing Financing
(NPF), settlement of fraud
cases, decrease of market
share, improvement of
human capital competence,
and development of
information technology.
In addition, Bank has not
optimize in synergy and
alliance with the Mandiri
Group.
External factor of the Bank
included among others
Indonesian macro economy
in 2014 had a decrease from
5.58% in 2013 to be 5.02%
in 2014. Increase of BI Rate
on 18 November 2014 to be
7.75%, inflation in 2014 was
8.36%, and the weakening of
Rupiah exchange rate to US
Dollar, etc.
2. Development of Bank Health
Level
Based on POJK No.8/
POJK.03/2014 dated 11 June
2014 regarding Evaluation
of Healthy Level of Sharia
Business Units, BSM has
executed evaluation of Healthy
Level in self-assessment basis,
which concluded that the
healthy level of the Bank by 31
December 2014 was generally
healthy, thus it was capable
to handle significant negative
impacts of business condition
changes as well as other external
factors. It was shown from the
level of evaluation factors that
consisted of risks profile, GCG
implementation, profitability,
and capitalization that were
generally well.
Company
Profile
Self-assessment of Bank Healthy
level in 2014 are as follows:
a. Risks Profile
As December 2014, inherent
risk predicate of the bank
was Moderate with the
implementation quality of
risk management of the bank
was Satisfactory and thus the
composite risk predicate of
the Bank entirely was 2.
has requested the Board
of Directors to execute
mitigation steps to the risks
faced by the Bank, especially
Credit Risk, Operation Risk
and evaluation for the use
of parameter for calculation
of risk profile to obtain the
result that more representing
the condition of BSM.
b. Good Corporate Governance
Based on self-assessment
on GCG implementation
as December 2014, the
has implemented GCG in
general well with composite
value of 2. To improve
GCG implementation, the
of Directors to, among
others, execute internal
control system, improve
competence and integrity of
human capital, strengthen
risks management, evaluate
business process and
complete the infrastructure.
c. Profitability
Profitability level of the
Bank was 3 (quite sufficient)
that show that the profit
reached the goal but there
was pressure to the profit
performance that may cause
decrease of profit but can be
supported by capital growth
of the Bank.
Management Analysis
and Discussion
d. Capitalization
Capitalization level of the
Bank was 2 (sufficient)
that show that the Bank
has relatively sufficient
capitalization to its risks
profile. A strong and efficient
capital structure in line with
the characteristic, scale and
complexity of the business
of the Bank. It is important
to support business
development strategies of
the Bank at the moment
and maintain business
sustainability in the future,
as well as to meet capital
adequacy as determined by
the regulator
3. Development of the Bank’s Risks
Profile
Risks profile included a
description on risks level
attached to all activities of
BSM and sufficiency of risks
control system. Risks profile
position by 31 December
2014 showed a moderate
predicate of BSM composite
risks with “satisfactory” quality
rank of risks management
implementation.
a. Credit Risk
As at 31 December 2014,
credit risk predicate was
moderate to high with
risks management was fair.
It was caused by the low
level of several credit risks
profile parameters, such
as concentration level of
contract (akad) classification,
fund availability quality,
adequacy of reservation,
NPF of the highest economy
sector, earning assets quality
ratio, competence level of
fund availability, and asset
growth level.
Corporate
Governance
b. M
arket Risk
market risk predicate was
low to moderate with
implementation quality
of risks management was
satisfactory.
c. Liquidity Risks
liquidity risk predicate
was low to moderate with
satisfactory.
d. Operational Risk
operational risk predicate
was moderate to high with
risks management was fair.
It was caused due to internal
fraud, external fraud and
external events that affected
operational loss of branch
offices.
e. Legal Risk
legal risk predicate was
low to moderate with
satisfactory.
f. Reputation Risk
reputation risk predicate
was low to moderate with
satisfactory.
Financial
Report
h. Compliance Risk
compliance risk predicate
was moderate with
satisfactory. It was caused by
repetitive violation, namely
delay in reporting and
devolution of taxes.
i. Investment Risk
investment risk predicate
was moderate with
satisfactory. It was caused by
the low level of parameter of
Bad Profit Sharing Financing
to the Total Financing, Bad
Profit Sharing Financing
in Major Economy Sector,
and PPAP of Profit Sharing
Financing to the Total Profit
Sharing Financing.
j. Returns Risk
returns risk predicate
was moderate with
satisfactory. It was caused
by the low parameter level
of Return on Asset (ROA)
and Debt-Based Financing to
Return-Based Financing.
g. S trategic Risk
strategic risk predicate
was moderate with
satisfactory. It was caused
by several realization of
performance up to 31
December 2014 that was
below the determined goal.
189
Key
Highlights
4. Core Banking System
Up to December 2014, progress
of core banking system project is
as follows:
a. There were still several
Core and Non Core Banking
modules that still in
settlement process, among
others Safe Deposit Box,
Syndicated Loan, Collection,
etc
b. Performance
1. Duration of day end
process (EOD-COB) in
December 2014 was in
average reached 6:32
hours, while the targeted
SLA was approximately 4
hours
2. Duration of mont end
process (EOM-COB) in
December 2014 was in
average reached 14:20
hours, while the targeted
SLA was approximately 6
hours
3. Operation performance
of branch offices as
December 2014 has
closed to maximum
capacity, while maximum
average utilization
from daily capacity
performance has reached
99.53% and maximum
average EOM utilization
from end of month
capacity performance has
reached 99.63%
c. Data quality for settlement of
deferred account problems
of Directors to, among
others, immediately settle
project core banking
system iBSM and improve
the independence by
decreasing dependency to
vendors in the ground of
strong and good GCG. The
has also requested the
Board of Directors to
190
Management
Report
strengthen dual control in IT
management of BSM, namely
by authorizing working
unit of risk management to
hold all IT libraries (version
control, source code, manual
book etc). Working unit of
risks management must be
able to ensure SDLC (system
development life cycle) of IT
BSM to be very strong and
ensure that IT development
in line with business process
as agreed by the business
unit, risk management unit,
financing operation unit,
and IT unit. The agreement
shall include determination
of market target and
development of the IT to
achieve collection of low cost
fund, namely by strengthening
cash management system,
payroll system, etc..
5. Project Saturn.
Up to 31 December 2014, the
progress of 8 (eight) initiatives
of Project Saturn, namely Risk
Management and Internal
Audit, Leverage Mandiri Branch
Network, Product Development
and E-Channel Network, Retail
Banking, Commercial Banking,
Corporate Banking, Corporate
Culture, and Human Capital,
has reached 85% up to 144.62%
compared to the determined
target in the current year.
has requested the Board of
Directors to develop and improve
BSM performance, among
others through optimization of
implementation of synergy and
alliance with the Group Mandiri.
intensively supervised and
advised the Board of Directors
so that the synergy and alliance
programs with Bank Mandiri
Group can be realized soon.
Company
Profile
6. Management of Bad Financing
In 2014, the Board of
Commissioners have done
several meetings with the
Board of Directors to discuss
the problems and management
of Non Performing (Bad)
Financing. Further, the
intensively through Risks
Monitoring Committee and
Audit Committee monitor
through weekly meetings
with Settlement Team for Non
Performing Financing to know
the progress of management
and/or settlement of NPF per
customers and per financing
segments.
has requested the Board of
Dirctors, among others, the
following:
a. Determine an Office
in several areas as
centralization unit for
management of all NPF per
area, including settlement
of fraud, restructuring,
collection and litigation.
b. Ensure that the
determination of financing
quality is already based on
output from Core Banking
System without manual
adjustment.
c. Control the financing with
collectability quality 2 (in
special concern) so it will not
get worse and become non
performing financing.
d. Settle NPF for Hajj Bailout
to ensure the collateral
(Evidence Sheet 1) of all hajj
bailout financing has been
controlled by the Bank.
Management Analysis
and Discussion
e. Research in deep on the cause
or problems of financing
channeling become an NPF
and make it as a lesson
learned that shall not happen
again.
f. Make account strategy to the
customers that are projected
to be downgrade.
7. Internal Control
Based on supervision of the
for reports conveyed by the
Internal and External Auditors,
during 2014 there were still
violations to the provisions and
actions of fraud. The Board of
the Board of Directors to
improve system effectiveness of
bank internal control (1st line,
2nd line, and 3rd line of defense)
and to evaluate bank’s business
process (end to end) including
effectiveness of organization and
sufficiently of infrastructure. The
to improve the integrity and
competence of the employees,
strengthen early warning
system, conduct socialization
of provisions and evaluation of
employees’ understanding on
the applicable provisions, and
impose the fast and appropriate
punishment to give deterrent
effect.
8. Human Capital Management
The Board of Directors has
executed several programs,
among others, assessment
of Head of Area and Head of
Branch, optimum empowerment
of Area Office, Motivation
Journey through joint session
with Bank Mandiri, execution
of training in the areas in
cooperation with Bank Mandiri,
and execution of workshop
on financing. In addition to
development programs, the
Board of Directors has also taken
action to fraud violators.
Corporate
Governance
concerns on the Human
Resources management as a
factor that is very important
in development the company.
continuously reminding and
requesting the Board of Directors
to improve the employees’
integrity and competence,
assess the head of working units
(Division Head, Head of Area
Office, and Head of Branch) by
an independent third party. The
to strengthen basic knowledge
skill of banking and sharia for all
employees, thus the business can
be run prudently and in line with
sharia principles.
In addition, the Board of
the Board of Directors to map
the employee and meet the
employment needs in structure
of organization, develop talent
management program, develop
career path of the employees,
rotation and mutation, and
granting appropriate and fast
reward and punishment, etc.
9. Compliance to the Sharia
Principles
concerns on the compliance
to sharia principles. The said
concern showed in, among
others, coordination meetings
with the Sharia Supervisory
Board to optimize the
supervision on the compliance
to the implementation of sharia
principles in bank’s business
activities and improvement of
Sharia Supervisory Board’s roles
to develop the bank’s business.
Financial
Report
support the Sharia Supervisory
Board to make new thoughts
and/or fatwa on the products
that may support acceleration
of sharia banking business
development.
To maintain and improve
compliance level to the sharia
principles, the Board of
the Board of Directors to,
a. Improve employees’
competence, especially
head of working unit
regarding sharia aspect,
including the products that
use any contracts (akad)
other than murabahah.
b. Ensure the availability of
opinion from the Sharia
Supervisory Board (DPS)
on new product and/or
activities included in RBB
2014 revision.
c. Improve coordination with
DPS on implementation of
sharia compliance.
d. Remind BSM to not creating
or innovating in products or
contracts that may increase
competitiveness with
Conventional Banks but its
compliance to the sharia
principle is in question.
e. Involve the Board of
Commissioners in meetings
between the Board of
Directors and DPS to discuss
new products or other
matters.
10.Compliance Performance
Report.
monitors the Bank’s
compliance function through
performance report and
compliance supervisory result
executed by compliance
working unit.
191
Key
Highlights
In improving compliance
function of the Bank, the Board
of Commissioners has requested
the Board of Directors whose
responsibilities in compliance
function to, among others:
a. aReview compliance index
assessment method in
relation to audit findings
executed both by internal and
external auditors.
b. Review effectiveness
of implementation of
compliance function
considering there were many
violations have been done by
employees of BSM.
c. Monitor implementation or
use of compliance tools.
d. Ensure the Bank’s compliance
to the provisions, both
internal and external (not
including “grey area”)
provisions. Compliance
Division shall give a complied
working environment to the
staff of BSM.
Management
Report
b. Ensure that there are Person
in Charge (PIC) that performs
APU and PPT function in
all outlets of the Bank
(Area Office, Branch Office,
Supporting Branch Office, and
Cash Office) and to ensure
that APU and PPT function are
done well.
c. Prepare monitoring and
reporting mechanism that is
easy to be executed by PIC
APU & PPT.
12.Implementation of Corporate
Governance
The Bank has implemented
GCG based on five basic
principles, namely transparency,
accountability, responsibility,
professionalism and fairness as
follows:
a. Transparency: Bank has
developed accounting
system in accordance with
sharia accounting standard
as applicable to result
financial statements in good
11.Programs on Anti-Money
quality and has socialized
the financial report of the
Terrorist Financing (APU and PPT).
Bank. Bank has informed its
To ensure the Bank’s
products to the customers.
compliance and effectiveness
Bank has implemented
of APU and PPT programs,
procedure for goods and
services procurements from
has requested the Director
third party for operational
whose responsibilities include
needs of the Bank through a
compliance function to, among
process and mechanism that
others:
is fair and transparent. Bank
a. Ensure reporting obligation
has also used the services
to PPATK has been done
of external auditor who is
well (zero defect). Further,
independent and professional.
Working Unit of Anti-Money
Laundering and Prevention
of Terrorist Financing (SKAP)
shall monitor and ensure all
transactions that must be
reported by the Bank have
been reported to the PPATK.
192
Company
Profile
b. Accountability: Bank
has implemented clear
responsibilities of each organ
and preparation of structure
of organization that
accommodate the needs of
organization. Bank has own
an employees recruitment
that is fair, objective, and
competitive. Bank has a
remuneration system for
management and employees
with competitive and
transparent performance
basis.
c. Responsibility: Bank has
implemented reporting
to third party (Bank of
Indonesia, Bank Mandiri,
PPATK) and complies with
the requirements from
the regulator. Bank has
implemented corporate
social responsibility and
managed zakat as well as
qardhal hasan.
d. Professionalism: Bank has
own rules that separate
office interests and
individual interests and
capable to take decision
objectively and free from
pressure from any party.
Bank will always improve
its integrity, competence
and capability of employees
through trainings (internal
and external).
Management Analysis
and Discussion
e. Fairness: The Board
of Commissioners and
have implemented
their authorization and
responsibilities in line with
the limitation decided based
on Articles of Association
and prevailing law. Bank has
granted rewards for each
achievement and punishment
objectively to educate
violators.
13.Outlook on Business Prospect of
the Company
believes that sharia market
share in Indonesia is really huge,
especially in retail segment.
To face business challenges in
the future, BSM currently is
preparing Corporate Plan BSM
for the period of 2016-2020. The
preparation of Corporate Plan
BSM for the period of 2016-2020
launched the vision “To be The
Foremost Retail Sharia Bank”
and prepared mirroring with
Corporate Plan for the period of
2015-2020 of Bank Mandiri.
Corporate
Governance
Financial
Report
Independent
Commissioner
In accordance with the prevailing law,
the Bank must retain Independent
Commissioners at least 50% of
the members of the Board of
Commissioners. In relation to
this matter, and to support GCG
implementation, the shareholders
through the GMS have appointed
Independent Commissioners to perform
supervisory duty to BSM.
Number of Commissioners of BSM
currently is 5 (five) persons, 3 (three)
of them or 60% from the members
of the Board of Commissioners are
Independent Commissioners. Every
Commissioner has no family relationship
until second degree with the other
Commissioner and/or Director.
Independent Commissioners sign
independency statements that are
made and updated periodically.
Independency Statements of BSM
Independent Commissioners are as
follows:
Board of
Directors
Board of Directors is a Company’s
Organ which is fully authorized
and in charge on the Company’s
management on behalf of the
Company’s interest based on
company’s vision and mission as well
as representing the Company based
on the Articles of Association.
The Board of Directors is fully
responsible on BSM management
practice based on sharia and
prudential banking principles.
Authority and responsibility of
the Board of Directors have been
regulated and complied with BSM
Articles of Association. Every duty
and responsibility implementation
of Board of Directors has been
accounted to the Shareholders via
GMS mechanism.
As the realization of GCG
implementation in every BSM
activity, the Board of Directors
has carried effective internal audit
function based on a standard
regulated under BI regulation,
Risk Management function and
Risk Management Committee and
compliance function independently
Name
Position
Signatory Date
Ramzi A. Zuhdi
Independent
Commissioner
Independent
Commissioner
Independent
Commissioner
15 September 2010
Bambang
Widianto
Zulkifli Djaelani
25 September 2014
10 October 2014
193
Key
Highlights
Management
Report
Company
Profile
Composition
Organization structure of BSM in
2014 has changed, including change
of Board of Directors Composition
from 6 (six) persons to be 5 (five)
persons. BSM held 1 (one) General
Meeting of Shareholders, namely
the Annual General Meeting
Shareholders that was held on
Wednesday, 7 May 2014. The Board
of Directors compositions in 2014
are as follows:
The Board of Directors Composition (1 January 2014 – 7 May 2014)
No
Name
Position
Legal Basis
1.
Yuslam
Fauzi
President
Director
2.
Hanawijaya
3.
Appointment Period
Period I
Period II
Period III
• Deed No.83, GMS of 22 June 2005
June 2005 –
June 2008
June 2008 –
June 2011
June 2011 –
June 2016
Director
June 2005 –
June 2008
June 2008 –
June 2011
June 2011 –
June 2016
Sugiharto
Director
June 2008 –
June 2011
June 2011 –
June 2016
4.
Zainal
Fanani
Director
June 2007 –
June 2010
June 2010 –
June 2015
5.
Achmad
Syamsudin
Director
June 2010 –
June 2015
6.
Amran P.
Nasution
Director
June 2007 –
June 2010
The Board of Directors Composition (7 May 2014 – December 2014)
No Name
Position
Legal Basis
1.
2.
3.
4.
5.
194
Agus Sudiarto
Achmad Syamsudin
Agus Dwi Handaya
Fahmi Ridho
Putu Rahwidhiyasa
President Director
Director
Director
Director
Director
Deed No. 2, GMS of 7 May 2014
Deed No.16, GMS of 29 June 2010
June 2010 –
June 2015
Appointment Period
May 2014 – May 2017
June 2010 – June 2015
May 2014 – May 2017
May 2014 – May 2017
May 2014 – May 2017
Management Analysis
and Discussion
Corporate
Governance
Financial and Family Relations
Financial
Report
In 2014, the Board of Directors
did not have any financial
relationship with controlling
shareholder members of the
Board of Commissioners as well as
amongst the members of the Board
of Directors. It is proved by the
Fund Provision Maximum Limited
(BMPD) submitted to the OJK every
6 months.
The Board of Directors is a corporate
organ with full authorization and
full responsibilities for management
of the company for the interests of
the company in accordance with the
objective and goals of the company
and to represent the company in
accordance with the articles of
association.
Shareholding
In 2014, the Board of Directors did
not have any shares in BSM, other
banks and other companies. The
members are appointed from Board
of Directors from the parties without
any relation with BSM affiliated
companies. It is proved by the
Fund Provision Maximum Limited
(BMPD) submitted to the OJK every
6 months.
The Board of Directors is fully
responsible for implementation of
BSM management in accordance
with sharia principles and
prudentially. The authorization
and responsibility of the Board
of Directors have been stipulated
and in line with the Articles
of Association of BSM. All
Shares
in BSM
Shares
in Other
Banks
Shares
in Other
Companies
President
Director
None
None
None
Achmad
Syamsuddin
Director
None
None
None
Agus Dwi Handaya
Director
None
None
None
Fahmi Ridho
Director
None
None
None
Putu Rahwidhiyasa
Director
None
None
None
Name
Position
Agus Sudiarto
Dual Position of Directors in
Other Company or Institution
There is no Director who has
dual position as a Commissioner,
Director or Executive Official in other
financial institution / company,
or a Commissioner, Director or
Executive Official whose function
is to supervise non-bank subsidiary
controlled by the Bank.
Directors have been answered to
the Shareholders through GMS
mechanism.
As a form of GCG implementation in
every activity of BSM, the Board of
Directors has implemented internal
audit function effectively in line with
the standard as regulated under the
provisions of the Bank of Indonesia;
Risk Management function and
Risk Management Committee; and
compliance function, independently.
To implement the duties and
responsibilities, no Director has
granted any general power of
attorney to any other party that
may cause assignment of duties and
functions of the Board of Directors.
In the event that BSM policy with
strategic nature, the Board of
Directors has disclosed them to the
employees through socialization
media, either directly by the Board
of Directors or through internal
circular letter, internal public folder,
internal magazine, and other
communication media available in
BSM.
Generally, division of duties of the
Board of Directors is as follows:
President Director
1. Implement BSM vision by
determine strategy and policy of
BSM.
2. Implement periodic evaluation
to the realization of target
achievement and determine
performance improvement steps
that are required.
3. Coordinate working activities
of all Directors and SEVP as
well as other staffs under their
responsibilities to achieve
optimum result.
4. Implement Internal Audit Division
and Risk Management Committee
activities that are directly under
its responsibilities to achieve
195
Key
Highlights
determined working targets.
5. Create harmonize relationship
between the Board of
Commissioners, the Board
of Directors, Shareholders,
Employees, Customers and
Government / Bank of Indonesia
in GCG implementation.
6. Implement risk management
in BSM in line with determined
policy.
7. Coordinate development of all
head of division / unit / working
unit and branch offices.
8. Develop relationship between all
working partners of BSM to make
mutual benefit relationship.
Finance & Distribution Network
Director
1. Coordinate and prepare
policy / strategy for Finance
& Distribution Network and
Monitor as well as evaluate its
implementation to obtain a
well smooth, efficient, effective,
guaranteed, on time and
coordinated implementation that
includes Planning, Development
& Performance Management,
Accounting, Corporate Secretary,
and Network functions.
2. Lead and direct preparation
of policy and strategy, update
and socialization of Finance &
Distribution Network.
3. Lead and direct preparation of
business plan and action plan for
short term and medium term to
be in line with the policy of the
Company.
4. Lead and direct short term and
medium term financial strategy,
objective and target of BSM
comprehensively.
5. Lead and direct accounting
activities to have financial system
with supervision, policy and
procedure appropriate to obtain
financial information and MIS
on time, consistently complete,
196
Management
Report
reliable and calculable.
6. Lead and coordinate preparation
and implementation of
communication strategy of the
Company in wide perspective
to maintain the Company
reputation.
7. Lead, coordinate, direct and
monitor implementation of
Corporate Action, disclosure of
information by referring to the
prevailing provisions as well
as other internal activities of
the Company including but not
limited to the implementation
of activities as recorded in the
Calendar of Event or other
activities in form of internal
meetings of the Company.
of performance management
system that is reliable, calculable,
complete, consistent and
monitor as well as calculate its
implementation accurately and
on time.
9. Support the role of Area
and Branch Office CEO in
implementing coordination
function to do alliance with other
Strategic Business Units.
10.Lead and direct human
capital policy under Finance &
Distribution Network, including to
propose recruitment, promotion,
mutation / rotation, development
and training through coordination
with Compliance & People
Management Director.
Company
Profile
2.
3.
4.
5.
6.
7.
8.
9.
Enterprise Risk Management,
Retail, Micro, & Small Risk
Assessment, Commercial &
Corporate Risk Assessment, and
Policy & Procedure functions.
Execute continuous development
to the Division / Working Unit
under the coordination of Risk
Management Directorate to
achieve the determined working
plan.
Ensure that internal provisions of
the Bank are in line with external
provisions.
Lead and direct preparation of
policy and strategy, update and
socialization of policy of the Bank.
Lead and direct preparation of
Risk Management directorate for
short term and medium term to
be in line with the policy of the
Company.
Lead and direct financing
assessment activities to improve
and control financing quality of
the company.
Lead and direct preparation
and implementation of Risk
Management Policy as well as its
implementing provision in line
with the regulations and best
practices for risk management.
Lead and direct risk management
process and availability of limit
management in implementation
of risk management.
Lead and direct implementation
of review of company’s risks in
line with the vision of the Bank
1. Coordinate and prepare policy/
strategy in Risk Management
Directorate as well as monitor
and evaluate its implementation
to be run in smooth, effective,
efficient, guaranteed, on time
and well coordinated, including
Management Analysis
and Discussion
that refers to the prevailing law.
10.Lead and Direct development of
risk management infrastructure
such as risk management tools,
portfolio guideline, stress testing
and risk management culture.
11.Lead and direct human capital
policy under Risk Management
directorate, including to propose
recruitment, promotion, mutation
/ rotation, development and
training through coordination
1. Coordinate and prepare policy/
strategy in IT & Operation as
well as monitor and evaluate
its implementation to be run
in smooth, effective, efficient,
guaranteed, on time and well
coordinated, including IT Strategy
& Assurance, IT Operation,
Operation, Financing Operation,
and Alternate Channel functions.
policy and strategy, update and
socialization of policy in IT &
Operation sector.
IT & Operation for short term and
medium term to be in line with
the policy of the Company.
4. Ensure that the operational
process of the Bank can be
operated in normal, well order
and secured.
5. Ensure operational process
especially in financing field to
meet the 3 pillars, well order and
secured.
6. Lead and direct human capital
policy under IT & Operation
sector, including to propose
training through coordination
Corporate
Governance
Compliance & People
Management Director
1. C
oordinate and prepare policy/
strategy in Compliance & People
Management as well as monitor
and evaluate its implementation
to be run in smooth, effective,
efficient, guaranteed, on time
and well coordinated, including
Compliance, Transformation
Management, Corporate Culture,
Human Capital, and Learning
functions.
of policy and strategy, update
and socialization of policy
in Compliance & People
Management sectors in line
with banking regulations and
prevailing law.
of business plan and action
plan for Compliance & People
Management for short term and
medium term to be in line with
the policy of the Company.
4. Lead and direct strategy, objective
and target of Corplan for long
term, medium term and short
term.
5. Lead and direct strategy, objective
and target of corporate culture.
6. Lead and direct employment
activities to have a system with
supervision, policy and procedure
that are appropriate to support
the operation of the company.
Financial
Report
7. Lead and coordinate preparation
and implementation of
employees competence
improvement strategies.
8. Lead and coordinate
determination of required steps
to ensure the Bank has complied
with all provisions of prevailing
law to implement prudential
principle.
9. Lead and direct human capital
policy including to nominate,
training of employees as required
by the Bank and in line with
prevailing regulations.
197
Key
Highlights
Management
Report
Company
Profile
Implementation of Duties
and Responsibilities of Senior
(SEVP)
The Board of Directors in
implementing its duties and
responsibilities is assisted by the
Senior Executive Vice President
(SEVP) who are responsible directly
to the President Director. SEVP as
well as the division of their duties
and responsibilities are as follows:
The Board Charter
The Board of Directors owns and
completes the Guidelines and
Working Conduct of the Board of
Directors that has been passed on
24 December 2014. This Guidelines
and Working Conduct regulates main
duties, structure of organization,
work ethics, working hours, and the
operation of the Board of Directors
meeting.
No
Name
Directorate
1
Kusman Yandi
Wholesale, Treasury & International Banking
Directorate
2
Edwin Dwi Djajanto
Retail Directorate
3
Muhammad Busthami
Special Asset Management Directorate
VALIDATION PAGE
INTRODUCTION
I. BACKGROUND
A. Background
B. Intention and Objective
C. Legal Basis
II. GENERAL PROVISION
A. Definition
III. WORKING ETHICS OF THE BOARD OF
DIRECTORS
A. Code of Conduct of Bankers
B. Implementation of Working
Ethics of the Board of Directors
IV. WORKING HOURS
V. MEETINGS MANAGEMENT
A. Types of meeting
B. Code of Conduct of meetings
VI. PROVISIONS ON CHANGE OF THE
BOARD OF DIRECTORS
A. Replacement Director
B. Term of Office
C. Other Provisions
VII.CLOSING
Training and Orientation
Programs of the Board of
Directors
Training Program
To improve and develop
the competence to support
responsibilities, in 2014 the Board
of Directors participated in various
activities, among others as follows:
No
Name of Director
Training Title
Venue and Date of
Training
Provider of
1
Agus Sudiarto
Training BSMR Level 5
Jakarta, 27 May 2014
CSD
Leadership Forum 2014
Bali, 19-22 June 2014
Bank Mandiri
The Third International Conference on
Inclusive Islamic
Jakarta, 28 August 2014
Bank of Indonesia
The 2nd International Financial Inclusion
Forum (IFIF)
Jakarta, 23 October 2014
Bank Mandiri
Indonesia International Conference on
Islamic Finance
Surabaya, 3-4 November
2014
OJK
End of Year MES National Seminar on
“Indonesian Islamic Economic Forum &
Sharia Economic Outlook 2015”
Jakarta, 21 November
2014
MES
International Seminar on “Financial
Literacy for Women & SME’S”
Bali, 25-26 November
2014
OJK
198
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
No
Name of Director
Training Title
Venue and Date of
Training
Provider of
2
Achmad Syamsudin
Refreshment Risk Management
Certification:
“Revisit the Core Techniques in Loan
Underwriting Methods For Various Loan
Types, Loan Monitoring and Problem Loan
Resolutions
Bandung, 24 & 25 April
2014
Bank Mandiri
Annual Risk Consolidation Conference
2014
Bangka Belitung, 12 June
2014
Bank Mandiri
IBEX Seminar 2014 “ Leadership Through
Action
Perbanas
Platinum Workshop Maqashid Syariah
In Sharia Banking
Bali, 24 & 25 October 2014
Iqtishad Consulting
The Indonesia International Conference
on Islamic Finance
2014
OJK
End of Year MES Seminar on
“Indonesian Islamic Economic Forum &
Sharia Economic Outlook 2015”
Jakarta, 21 November
2014
MES
Fast Track BSMR Level V
Jakarta, 16 Juny 2014
LSPP
IBEX Seminar 2014 on “Business
Challenges in Supporting Independent
Economy”
Perbanas
IBEX Seminar 2014 “Masterplan
On Financial Sector, Draft and Plan of
Impementation”
Perbanas
Seminar on Indonesian Economy Prospect
2015 “Opportunities and Challenges”
National Economy
Committee
The 2nd International Financial Inclusion
Forum (IFIF)
Bank Mandiri
on Islamic Finance
2014
OJK
3
Agus Dwi Handaya
4
Fahmi Ridho
None
5
Putu Rahwidhyasa
IBEX Seminar 2014 “Financial Deepening,
a Strategic Step to Achieve Basic Strcuture
of National Economy and Independent
Economy”
Perbanas
Seminar “Gold Generation: Leading, With
Character and Proffessional”
Jakarta, 1 September 2014
ESQ Business School
FKDKP Seminar for Management Level of
Banks in Jakarta
Bali, 11 September 2014
Banking Compliance
Directors Communication
Forum
199
Key
Highlights
Management
Report
Executive Discussion Forum: Human
Capital Support Welcoming 2015 ASEAN
Economic Community
Bandung, 10 October 2014
Indonesian Banking
Human Capital Forum
2014 Sharia Finance Research Forum
Bogor, 14 October 2014
OJK
on Islamic Finance
2014
OJK
National Seminar of Indonesia Inclusive
Finance
Jakarta, 18 December
2014
Bank Indonesia
Orientation Program
In addition to Training Program, new
Directors were also given orientation
program to introduce the new
Directors to the implementation of
function and duties of the Board of
Directors.
Material of Orientation Program
included the following:
1. Implementation of GCG principles
in BSM;
2. Description on BSM that related
to objective, nature, and
coverage of activities, financial
and operation performance,
strategies, short term and long
term business plans, competitive
position, risks and other strategic
matters;
3. Description on delegated
authorization, internal and
external audits, system and policy
of internal control, including the
committees under the Board of
Directors
200
Company
Profile
January – May
2014 Period
Meetings
The Board of Directors meetings
were held at least once in a month.
Internal meetings of the Board of
Directors were the forum as well
as mechanism to take decision
collectively. In addition, the Board
of Directors held joint meetings
with the Board of Commissioners to
discuss performance of the Bank.
In 2014, the Board of Directors has
participated in 45 internal meetings
of the Board of Directors and 12
joint meetings with the Board of
Commissioners. The following tables
show the attendance level of each
Director in such meetings:
No.
Director
The Board
of Directors
Meetings
(10 times)
1
Yuslam Fauzi
(President Director)
10 (100%)
2
Hanawijaya
(Director)
10 (100%)
3
Zainal Fanani
(Director)
10 (100%)
4
Amran Nasution
(Director)
9 (90%)
5
Sugiharto
(Director)
7 (70%)
6
Achmad Syamsudin
(Director)
8 (80%)
Up to
December
2014 Period
No.
Director
The Board
of Directors
Meetings
(34 times)
1
Agus Sudiarto
(President Director)
34 (100%)
2
Achmad Syamsudin
(Director)
29 (85%)
3
Agus Dwi Handaya
(Director)
31 (91%)
4
Fahmi Ridho
(Director)
31 (91%)
5
Putu Rahwidhiyasa
(Director)
30 (88%)
Management Analysis
and Discussion
Diversity
of Board of
Commissioners
and Board
of Directors
Compositions
Commissioners Composition
composition has diversity from
age, education background,
work experience, and other
competence aspects. Information
on background of each
Commissioner can be seen in
the Section of the Board of
Commissioners Profile.
Directors Composition
composition has diversity from
age, education background,
work experience, and other
competence aspects. Information
on background of each Director
can be seen in the Section of the
Board of Directors Profile
Corporate
Governance
Financial
Report
Assessment to
the Board of
Commissioners
and the Board
of Directors
Implementation Process of the
Assessment
Assessment process for the
performance of the Board of
Commissioners is implemented
through GMS. GMS is a meeting
held by the Board of Directors upon
a written requested from one or
more Commissioner or one or more
shareholders who jointly represent
at least 1/10 of shares with voting
rights.
Performance Criteria / Indicator
Criteria to evaluate performance
of the Board of Commissioners is
the implementation of supervisory
duty of the Board of Commissioners
of the management policy of the
Company, and advise the Board
of Directors for the interests and
objectives of the Company and the
implementation of duties especially
given to them based on articles of
association and/or based on GMS
resolutions subject to prevailing law.
Meanwhile, performance indicator
for the Board of Directors shall
include the following elements:
1. Implementation duties and
responsibilities of each Directors
in accordance with Articles of
Association of the Company
2. Implementation of resolutions
obtained from 2013 Annual GMS
3. Achievement in RBB (Bank
Business Plan) realization
Assessor
Assessor of the Board of
Commissioners’ performance was
the GMS, while assessor of the
Board of Directors’ performance was
the Board of Commissioners and the
GMS. In assessing the performance
of the Board of Directors, the Board
of Commissioners refers to the KPI
indicator of the Board of Directors
as elaborated above. The Board of
Directors hold the responsibility
performance achievement of their
respective duties and responsibilities
implementation to the Shareholders
through the GMS.
GCG Assessment to the Board
of Commissioners and the
Board of Directors
Assessment to the Board of
Directors in 2014 was conducted
through Self-Assessment
of GCG Implementation in
Bank. Implementation of GCG
Self-Assessment referred to
assessment aspects, among others,
Implementation of Governance
Structure, Disclosure of Corporate
Governance and Audit as well as
Internal Control System. Internal
self-assessment was conducted by
the Board of Commissioners, the
Board of Directors, and Head of
Working Units.
201
Key
Highlights
Management
Report
Remuneration
and Other
Facilities
Remuneration is one of key
factor to obtain and maintaining
qualified Employeess, Executive
Member, Board of Directors, Board
of Commissioners and Sharia
Supervisory Board.
One of Remuneration and
Nomination Committees function
is to creating remuneration
system to member of Board of
Commssioners, Board of Directors
and Sharia Supervisory Board
which is an integral part of Good
Corporate Governance Guideline
and also become guidelines to
Board of Commissoners and
to set a remuneration for Board of
Commssioners, Board of Directors
and Sharia Supervisory Board.
The determination of remuneration
for the Employees, Executives,
Directors, members of Sharia
202
Company
Profile
Supervisory Board and the Board of
Commissioners considered, among
others, the following matters:
• Remuneration benchmarking
result for Employees, Executives,
Directors, members of Sharia
Supervisory Board and the Board
of Commissioners in the same
industry (peer group).
• Measurement and complexity of
operational of the company.
• Remuneration consists of salary /
honorarium and benefit that may
standardized, namely Religious
Vacation Benefits (THR), Annual
Leave, Office House, Office
Vehicle, Medical Facility, and
other utilities as well as benefits.
Meanwhile remuneration based
on performance includes bonus /
incentive for Employees and Sharia
Supervisory Board, and Tantiem
for the Board of Directors and the
Remuneration Determination
Procedure
Determination procedure of
remuneration and other facilities
(remuneration package) for the
Board of Directors, and Sharia
Supervisory Board refers to the Bank
of Indonesia Regulation No. 11/33/
PBI/2009 regarding Good Corporate
Governance for Sharia Commercial
Banks and Sharia Business Unit.
Based on such regulation, the
Remuneration and Nomination
Committee in determining the
remuneration package shall
implement the following:
1. Evaluation of remuneration policy;
2. Evaluation on the harmony between
remuneration policy and its
implementation; and
3. Provide recommendation to the Board
of Commissioners on remuneration
policy for the entire employees,
Executives, Directors, members of
Sharia Supervisory Board and the
In such determination of remuneration
package, the Remuneration and
Nomination Committee has considered
the following matters:
1. Financial performance;
2. Satisfaction in establishment of
Assets Write Off Elimination;
3. Fairness with peer group; and
4. Consideration of long term goals
and strategies of BUS.
Remuneration Component
Short-Term Remuneration consists of the
following:
• Salary and Honorarium (the Board of
Commissioners and Sharia Supervisory
Board);
• Benefit;
• Bonus / incentive (Employees and
Sharia Supervisory Board) and Tantiem
(the Board of Directors and the Board
of Commissioners).
Long-Term Remuneration
It refers to remuneration components
that are based on going concern of the
company, which consist of the following:
• Stock Option Plan;
• Pension Pay.
Remuneration
and Nomination
Committee
The Board of
Commissioners
The General Meeting
of Shareholders
Prepare review
on remuneration
preparation
Discussion on
remuneration
Determine
remuneration
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Detail of Remuneration for the Board of Commissioners, the Board of Directors and Sharia Supervisory Board
Remuneration and Other Facilities for the Board of Commissioners, the Board of Directors and Sharia Supervisory
Board prior to the Annual General Meeting of Shareholders on 7 May 2014:
Amount Received in the Period of 1 January – 7 May 2014
Type of Remuneration
and Other Facilities
Person
IDR (million)
Person
IDR (million)
Person
IDR (million)
Remuneration
5
2,305
6
13,230
3
248
Other Facilities that Can Be
Owned
-
-
6
387
-
-
Remuneration and Other Facilities for the Board of Commissioners, the Board of Directors and Sharia Supervisory
Board After the Annual General Meeting of Shareholders on 7 May 2014:
Amount Received in the Period of 7 May – 31 December 2014
The Board of Directors**
Person
IDR (million)
Person
IDR(million)
Person
IDR (million)
Remuneration
5
3,389
8
8,322
3
796
Other Facilities that Can Be
Owned
-
-
8
1,015.39
-
-
** include SEVP
Total Remuneration and Other Facilities Received in 1 (One) Year
Amount Received in 1(One) Year
The Board of Directors**
Person
IDR (million)
Person
IDR (million)
Person
IDR (million)
Remuneration
9
5,695
13
21,552
3
1,044
Other Facilities Received
-
-
-
1,402.36
-
-
** include SEVP
Remuneration of Members of the Board of Commissioners, the Board of Directors and Sharia Supervisory Board in 1
(One) Year
The number of members of the Board of Commissioners, the Board of Directors and Sharia Supervisory Board who received
remuneration in one year is classified based on the range of income level, as can be seen in the following table.
Remuneration Amount per person for the Board of Commissioners, the Board of Directors and Sharia Supervisory
Board prior to the Annual General Meeting of Shareholders on 7 May 2014:
Number of
Commissioner(s)
Number of
Director (s)
Number of Sharia
Supervisory Board
Above IDR 2 Billion
-
5
-
Above IDR 1 Billion up to IDR 2 Billion
1
1
-
Above IDR 500 Million up to IDR 1 Billion
1
-
-
Below IDR 500 Million
3
-
3
Remuneration Amount per person in 1 Year *
*As received in form of cash
203
Key
Highlights
Management
Report
Company
Profile
Remuneration Amount per person for the Board of Commissioners, the Board of Directors (including
SEVP), and Sharia Supervisory Board After the Annual General Meeting of Shareholders on 7 May 2014:
Number of
Commissioner(s)
Number of
Director (s)**
Number of Sharia
Supervisory Board
Above IDR 2 Billion
-
-
-
-
5
-
3
-
-
2
-
3
**Including SEVP
Total Remuneration per Person as Received in 1 (One) Year (before and after the Annual General Meeting of
Shareholders on 7 May 2014):
Number of
Commissioner(s)
Number of
Director (s)**
Number of Sharia
Supervisory Board
Above IDR 2 Billion
-
6
-
2
4
-
3
3
-
2
-
3
**Including SEVP
Ratio of the Highest and the Lowest Salary
Meanwhile the ratio of the highest and the lowest salary in comparison scale is as follows:
Description
Ratio
Ratio of the Highest and the Lowest Salary for the Board of Commissioners
1.1:1
Ratio of the Highest and the Lowest Salary for the Board of Directors
1.1:1
Ratio of the Highest Salary for the Board of Directors and the Highest Salary for the Employees
1.6:1
Ratio of the Highest and the Lowest Salary for the Employees
26:1
Provision of remuneration and other facilities
for the Board of Directors referred to the
resolutions of the shareholders as decided
in the GMS by considering advices from the
Remuneration and Nomination Committee.
204
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Affiliated Transaction
between the members
of the Board of
Commissioners,the
Board of Directors and
the Shareholders
Family relationship and management in
other company by any member of the
Board of Commissioners and the Board
of Directors with other members of the
Board of Commissioners and the Board of
Directors as well as the Shareholders during
the period of 2014 as follows:
Family Relationship with any Company Organ
Name
Board of
Commissioners
Board of
Directors
Shareholders
Yes
Yes
No
Yes
No
Management Relationship in Other Company
As a
Commissioner
No
Yes
No
As a Director
As a
Shareholder
Yes
Yes
No
No
Ventje Raharjo
-
√
-
√
-
√
√
-
-
√
-
√
Ramzi A. Zuhdi
-
√
-
√
-
√
-
√
-
√
-
√
Bambang Widianto
-
√
-
√
-
√
-
√
-
√
-
√
Zulkifli Djaelani
-
√
-
√
-
√
-
√
-
√
-
√
Agus Fuad
-
√
-
√
-
√
-
√
-
√
-
√
Agus Sudiarto
-
√
-
√
-
√
-
√
-
√
-
√
Achmad Syamsudin
-
√
-
√
-
√
-
√
-
√
-
√
Agus Dwi Handaya
-
√
-
√
-
√
-
√
-
√
-
√
Fahmi Ridho
-
√
-
√
-
√
-
√
-
√
-
√
Putu Rahwidhiyasa
-
√
-
√
-
√
-
√
-
√
-
√
There is no any family relationship up
to third grade amongst the members
of the Board of Commissioners and the
members of the Board of Directors,
either in a direct or lateral line or
relationship by marriage.
205
Key
Highlights
Management
Report
Company
Profile
the Sharia Supervisory Board
Sharia Supervisory Board (DPS)
has implemented operational
supervision independently. DPS
members have been recommended
by the National Sharia Board (DSN),
a body under the Indonesian Islamic
Scholars Forum (Majelis Ulama
Indonesia or MUI). All guidelines
and products of funding, financing
and operation of the Bank have been
approved by the DPS to guarantee
its compliance with sharia principles.
Sharia
Supervisory
Board
Composition
After the issuance of the Decree of
the Board of Commissioners of PT
Bank Syariah Mandiri No. 13/001/KEP/KOM dated 22 December 2011
regarding Appointment of the Head
of Sharia Supervisory Board of the
Bank, the sharia supervisory board
composition is as follows:
No
Name
Position
1
Prof. Dr. Komaruddin Hidayat, MA
Head
2
Dr. M. Syafii Antonio, MEc
Member
3
Dr. H Mohamad Hidayat, MBA, MH
Member
Table of Dual Position of Sharia Supervisory Board
Name
Position
Prof. Dr.
Komaruddin
Hidayat, M
Head of Supervisory Board of PT Bank Syariah Mandiri
Dr. M. Syafii
Antonio, MEc
1. Head of STEI Tazkia (consultant and education)
2. Member of Supervisory Board of PT Bank Syariah Mandiri
3. Member of Sharia Supervisory Board of Schroders
Investment Management
Dr. H. Mohamad
Hidayat, MBA,
MH
1. Member of Sharia Supervisory Board of PT Bank Syariah
Mandiri
2. Member of Sharia Supervisory Board of PT Asuransi Manulife
3. Member of Sharia Supervisory Board of PT Asuransi Allianz
Syariah
4. Member of Sharia Supervisory Board of UUS BTN Syariah
206
DPS activities in 2014 included the
following:
1. Provided advice that the
products and services of BSM
have complied with the fatwa
(decision) issued by the DSN).
2. Provided advice and opinion
on all guidelines for working
operation and products manual;
3. Submitted sharia supervisory
report to the Bank of Indonesia,
the Board of Directors, and DSN
of MUI every semester in 2014,
that contain, among others, the
following matters:
a. Supervisory result to the
new products of the Bank
that included the objective,
characteristic, contract
(akad) in the products, its
compliance with fatwa DSNMUI, review of the system,
and procedure of the new
products.
b. Supervisory result to the
bank activities that included
collection of fund, channeling
of fund, as well as services
of the Bank. The form of the
supervision was in analysis
of Internal Audit Finding
assessment of the number of
pick-test transactions, review
on Sharia-related SOP.
Management Analysis
and Discussion
c. The General Opinion of
DPS to the operation of
the Bank per period. The
first period, namely from
1 January 2014 to 30 June
2014, and the second
period, namely from 1 July
2014 to 31 December 2014.
d. The opinion of DPS to the
activities of fund collection,
channeling of fund, as well
as services of the Bank. By
presenting data in form of:
number of circular letters,
financing data as well as
opinion of DPS on new
products of the Bank. In
2014, DPS issued 8 sharia
opinions.
e. Methodology and
technic of assessment
sampling. In 2014, DPS
has sampled / direct
supervised the 7 branch
offices of BSM, namely
KC Jogjakarta, KC Cirebon,
KC Cimahi, KC Sukabumi,
KC Bogor, KC Cianjur, KC
Purwakarta. With sampling
concentration on funding
and financing transactions
documents. To complete
the assessment process,
DPS also requested and
studied Internal Audit
& Anti-Fraud Group
(IAG) findings from each
sampling Branch Office.
4. Improve Understanding on
Sharia Banking Practices
DPS had dialogues with the
head and staff of branch
offices, thus business and
operational challenges of
the branch offices that are
related with sharia aspect can
be settled. In addition, DPS
redirected the strengthening
of the “Sharia Banking
Corporate
Governance
Products and Contracts”
material to the staff of the
branch offices, by holding
Sharia Clinic Forum to answer
complaints as well as to accepts
suggestions that may improve
the quality of sharia aspect
compliance.
It is aimed to have all branch
officials understand and
recognize the scheme of sharia
banking products and services.
Including the standard contracts
used for funding, financing and
services. Therefore it is wished
that the business stays growing
while complying with sharia
principles.
mentioned above, DPS in moral
spiritual is obligated to deliver
motivation and direction to
all officials and employees of
branch offices to always put
upfront, the Islamic character
/ ethics in implementing all
duties and responsibilities that
are the trust of the Company.
This is because these are
the additional values and
fundamental power to Bank
Syariah Mandiri, especially
since Bank Syariah Mandiri
currently implements The
Strengthening of Foundation
program.
Supervising Realization of
In 2014, DPS implemented
supervisory of sharia principles as
follows:
1. Provided suggestions that BSM
products and services have been
in line with fatwa of DSN.
2. Provided suggestions and
opinions on all guidelines
of working operations and
products manual.
Financial
Report
3. Submitted sharia supervisory
report to the Bank of Indonesia,
the Board of Directors, and DSN
of MUI every semester in 2014,
that contain, among others, the
following matters:
a. Supervisory result to the
new products of the Bank
that included the objective,
characteristic, contract
(akad) in the products, its
compliance with fatwa DSNMUI, review of the system,
and procedure of the new
products.
b. Supervisory result to the
bank activities that included
collection of fund, channeling
of fund, as well as services
of the Bank. The form of the
supervision was in analysis
of Internal Audit Finding
assessment of the number of
pick-test transactions, review
on Sharia-related SOP.
c. The General Opinion of DPS
to the operation of the Bank
per period. The first period,
namely from 1 January 2014
to 30 June 2014, and the
second period, namely from
1 July 2014 to 31 December
2014.
d. The opinion of DPS to the
activities of fund collection,
channeling of fund, as well
as services of the Bank. By
presenting data in form of:
number of circular letters,
financing data as well as
opinion of DPS on new
products of the Bank. In
2014, DPS issued 8 sharia
opinions.
e. Methodology and technic
of assessment sampling. In
2014, DPS has sampled /
direct supervised the 7 branch
offices of BSM, namely KC
207
Key
Highlights
Jogjakarta, KC Cirebon,
KC Cimahi, KC Sukabumi,
KC Bogor, KC Cianjur, KC
Purwakarta. With sampling
concentration on funding
and financing transactions
documents. To complete
the assessment process, DPS
also requested and studied
Internal Audit & Anti-Fraud
Group (IAG) findings from
each sampling Branch
Office.
4. Improve Understanding on
Sharia Banking Practices
DPS had dialogues with the
head and staff of branch
offices, thus business and
operational challenges of the
branch offices that are related
with sharia aspect can be
settled.
In addition, DPS redirected
the strengthening of the
“Sharia Banking Products and
Contracts” material to the
staff of the branch offices, by
holding Sharia Clinic Forum to
answer complaints as well as
to accept suggestions that may
improve the quality of sharia
aspect compliance.
It is aimed to have all branch
officials understand and
recognize the scheme of
sharia banking products
and services. Including the
standard contracts used for
funding, financing and services.
Therefore it is wished that
the business stays growing
while complying with sharia
principles.
mentioned above, DPS in
moral spiritual is obligated to
208
Management
Report
Company
Profile
deliver motivation and direction
to all officials and employees
of branch offices to always put
upfront, the Islamic character /
ethics in implementing all duties
and responsibilities that are the
trust of the Company.
This is because these are
the additional values and
fundamental power to Bank
Syariah Mandiri, especially since
Bank Syariah Mandiri currently
implements The Strengthening
of Foundation program.
Reporting
The Sharia Supervisory Board must
submit its report on supervising
result to the Bank of Indonesia no
later than 2 (two) months after the
semester period ends. The said
semester is a 6 (six)-month period
that ends on June and December.
The report on DPS supervising result
included among others:
1. Working sheet of supervisory
activities to the development
process of the new products of
the Bank; and
2. Working sheet of supervisory
activities to the Bank activities.
Meetings
In implementing its duties, DPS had
regular and incidental meetings for
17 times.
Table of Number of Meetings of Sharia Supervisory Board
Name
Meetings (17 times)
Prof. Dr. Komaruddin Hidayat, MA
14 (82%)
Dr. M. Syafii Antonio, M.Ec
10 (58%)
Dr. H. Mohamad Hidayat, MBA, MH
12 (70%)
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Independence of the
Committee Audit Members
Committees
In performing supervision duties
and responsibilities, the Board
of Commissioners is assisted by
3 (three) committees, namely
Audit Committee, Risk Monitoring
Committee, and Remuneration and
Nomination Committee.
All members of the Committee
Audit are come from
independent party with
no financial, management,
shareholding, and/or family
relationships with members of
the Board of Directors and/
or Controlling Shareholders or
relationship with the Bank, that
may affect their ability to act
independently.
e.
f.
Duties and Responsibilities
of the Audit Committee
Audit
Committee
Introduction
BSM has an Audit Committee
to assist the implementation
of the duties of the Board of
Commissioners. The Audit
Committee composition have met
the requirements as stipulated under
PBI No. 8/4/PBI/2006 regarding GCG
Implementation for Commercial
Banks as amended by PBI No. 8/14/
PBI/2006 dated 5 October 2006 and
lastly amended by PBI No. 11/33/
PBI/2009 dated 7 December 2009
regarding GCG Implementation for
Sharia Commercial Banks and Sharia
Business Units. The requirements
consist of that the Audit Committee
members at least consists of one
Independent Commissioner, an
independent person with a skill
on financial or accounting and an
independent person with a skill on
law or banking. In performing its
duties, the Audit Committee always
refers to the guidelines for working
plan that has been prepared.
As a guideline for the Audit
Committee in performing
its duties, the Board of
Commissioners has decided the
Audit Committee Charter that
was passed on 20 May 2005 and
revised on 4 December 2014.
Duties and responsibilities of
the Audit Committee as stated
in the Audit Committee Charter
has been in accordance with the
Decree of Bapepam Chairman
No. Kep-29/PM/2004.
The duties of the Audit
Committee are as follows:
a. Review of financial
information issued by PT
Bank Syariah Mandiri such
as projection financial
statements and other
financial statements in
accordance with prevailing
regulations;
b. Review of corporate
compliance with other
prevailing law related to the
activities of the company;
c. Review of GCG
implementation;
d. Evaluate the effectiveness of
the implementation of audit
by the external audit and
g.
h.
i.
j.
objectiveness of the external
audit, review sufficiency of
assessment made by the
external audit and monitor
their performance, and
ensure their compliance with
professional standard, as well
as monitor follow up actions
of the audit result;
Review follow-up actions of
audit findings made by the
supervisor if of the bank,
capital market, and other
institutions;
fReview the implementation
of internal audit to evaluate
sufficiency of internal control,
including sufficiency of
financial reporting process for
recommendation to the Board
of Commissioners, namely:
1. Implementation of duties
conducted by internal
audit functions;
2. Implementation of
follow-up actions by the
Board of Directors on
the audit findings and/
or recommendation for
supervising findings by
the Bank of Indonesia,
internal audit, the Sharia
Supervisory Board and/or
external audit;
Recommend appointment
of Public Account and Public
Account Office to the Board of
Commissioners;
Review of complaints related
to PT Bank Syariah Mandiri;
Maintain confidentiality
of documents, data and
information of PT Bank
Syariah Mandiri;
Implement other duties
given by the Board of
Commissioners.
209
Key
Highlights
Based on Bank of Indonesia
Regulation No.11/33/PBI/2009
dated 7 December 2009 regarding
Implementation of Good Corporate
Banks and Sharia Business Units,
Audit Committee shall have the
duties as follows:
a. Evaluate internal audit practice to
assess internal control adequacy
including financial reporting
process adequacy, at least
including:
1. Implementation of duties
carried by Internal Audit
function;
2. Implementation of followup actions by the Board
of Directors regarding
audit findings and/or
recommendation from Bank
of Indonesia, Internal Auditor,
and/or External Auditor
supervising result, to provide
recommendation to the Board
of Commissioners.
b. Recommend appointment of
Public Accountant and Public
Accountant Office to the Board of
Commissioners.
Member of Audit Committee
Until 22 May 2014, Audit Committee
personil consists of 5 (five) persons,
that includes 1 chairman charied by
an Independent Commissioner, 1
member chaired by a Commissioner,
1 member chaired by an
Independent Commissioner and 2
members from other independent
parties outside bank management as
follows:
Management
Report
Company
Profile
Position
Ramzi A. Zuhdi
Chairman,
Independent
Commissioner
Agus Fuad
Member,
Commissioner
Bambang
Widianto
Member, Independent
Commissioner
Member
His profile can be seen in the Board of
Tjeppy Kustiwa
Member, Independent
Party (Sharia banking
Expert)
Ramzi A. Zuhdi
Ferry
Firmansyah
Chairman
Ventje Rahardjo
Member
Member, Independent
Party (Sharia Finance
Accounting Expert)
Bambang Widianto
Up to 31 December 2014, members
of the Audit Committee of BSM
consists of 6 persons, namely
the Chairman that chaired by an
Independent Commissioner, 1 member
that chaired by a Commissioner, 2
members that chaired by Independent
Commissioners, and 2 members that
chaired by independent persons
outside the bank, with the composition
as can be seen in the following table:
Name
Position
Zulkifli Djaelani
Chairman,
Independent
Commissioner
Ventje
Rahardjo
Member, President
Commissioner
Ramzi A. Zuhdi
Bambang
Widianto
Member, Independent
Commissioner
Tjeppy Kustiwa
Member, Independent
Commissioner
Ferry
Firmansyah
Member, Independent
Party (Sharia banking
Expert)
Member, Independent
Party (Sharia Finance
Accounting Expert)
210
Profile of Audit Committee
Zulkifli Djaelani
Name
Member
Tjeppy Kustiwa
Member
Indonesian Citizen, born in
Bandung, 17 December 1957 (57
years old). Graduated from the
Faculty of Economy, Majoring in
Accountancy, Padjadjaran University
Bandung in 1985 and from Master
of Management from Gadjah Mada
University Yogyakarta in 1994.
Experienced in banking accountancy
(conventional and sharia), information
technology, documentation of Internal
Control Over Financial Reporting
(ICoFR) in accordance with Sarbanes
Oxley Act 404, consultation services
on accounting, accounting services on
internal audit.
Participated in various trainings /
seminars / comparison studies in
Indonesia and overseas, among
others trainings / seminars on
banking, accountancy, internal audit,
information technology and the ones
related with audit committee, as well
as comparison study in nomination of
core banking system with Consultants
from Booz, Allen & Hamilton in several
banks in Singapore.
Management Analysis
and Discussion
Started his career in Bank Bumi
Daya from 1986 until 2000, continue
in Prasetio Strategic Consulting –
Arthur Andersen, Ernst & Young
Advisory Services, Center for
Investment and Business Advisory,
member of Audit Committee of PT
Bank Rakyat Indonesia (Persero)
and currently is a member of Audit
Committee of PT Bank Syariah
Mandiri.
Ferry Firmansyah
Member
Indonesian Citizen, born in Jakarta
29 April 1955 (58 years old).
Economy University of Indonesia,
majoring on Accountancy in Jakarta
in 1983.
Experienced in participating
in overseas training, among
others in National Institute of
Bank Management, Pune India,
Merrill Lynch New Jersey United
States of America and various
trainings / seminars in Indonesia,
among others related to Audit
Committee duties such as Prime
Bank Instrument Frauds, Workshop
Treasury, Strategy for Excellent
Customer Service, Market Analysis
/ Strategy Marketing and Product
Development.
Started his career in PT 3M
Indonesia as a senior cost
accountant, member of Special
Debtor Team of Bapindo
Headquarter in Jakarta, head of
Credit Team of Bapindo Samarinda,
Head of Finance Division of Bapindo
Surabaya and Bapindo S Parman,
Central Jakarta, Head of Branch of
Bapindo Tarakan, East Kalimantan,
Senior Manager Marketing &
Regional Internal Control of Bank
Mandiri (Persero) Tbk for Area Office
IV Jakarta Pusat, and currently is a
member of Audit Committee of PT
Bank Syariah Mandiri.
Corporate
Governance
Dual Position of Committee
Member
a. There is no Director of BSM or
Director of any other banks who
chairs as a member of Audit
Committee.
b. There is no Audit Committee
member who also chairs as a
member of Risk Monitoring
Committee.
Activities Report in 2014
In 2014, Audit Committee of BSM
has reviewed various periodic
audit findings and / or special audit
findings / fraud implemented by
internal auditor (Internal Audit &
Anti Fraud Division) as well as audit
findings made by external auditor
(Public Accounting Office, Financial
Services Authority and Bank
Mandiri).
The Audit Committee has also
delivered its Quarterly Report
regarding the implementation of
its duties and responsibilities to
the Board of Commissioners. The
activities of the Audit Committee in
2014 made in form of reviews, Audit
Committee Meetings, participation
in the Board of Directors – Board
of Commissioners Meetings
(Radirkom) and the Board of
Commissioners – Board of Directors
Meetings (Rakomdir) in relation
to Performance Evaluation, Health
Level of the Bank and Risks Profile
of PT Bank Syariah Mandiri, as well
as meetings of Audit Committee
with relevant working units. The
activities made by the Audit
Committee in 2014 are as follows:
a. Discuss the progress of audit
findings made by the Public
Accounting Office Purwantono,
Suherman & Surja – Ernst &
Young (KAP PSS-EY) for the
Financial Statements of BSM in
2013.
b. Participated in Radirkom
and Rakomdir in relation to
Performance Evaluation, Health
Financial
Report
of BSM in December 2013 and
January through November of
2014.
c. Participated in other Rakomdir
and Radirkom, in accordance with
the request form the Board of
Commissioners.
d. Review of implementation
report of Core Banking System
of PT Bank Syariah Mandiri in
December 2013 and January
through November of 2014.
e. Review of Procurement of Public
Accounting Office (KAP) to audit
the Financial Report of BSM for
financial year of 2014.
f. Review of Selection Result for
Public Accounting Office to audit
the Financial Report of BSM for
financial year of 2014.
g. Review the Plan and Coverage
of Assessments for Financial
Statements of BSM as at 31
December 2014 by KAP PSSEY through Audit Committee
meetings.
h. Review of Business Plan of BSM
for 2014 and 2014-2016.
i. Review of the published financial
report of BSM for Quarter IV
– 2013, and Quarter I – 2014,
Quarter II – 2014, Quarter III –
2014.
j. Review the implementation of
Risk Based Audit (RBA) of BSM in
2014.
k. Review the Activities and Audit
Findings of Internal Audit and
Anti Fraud Division (IAD) for the
period up to December 2013 and
Quarter I – 2014, Quarter II –
2014, Quarter III – 2014.
l. Review of Monitoring Progress
of Follow-Up of the Board of
Commissioners Letter on Audit
Findings from Internal Audit &
Anti Fraud Division (IAD) for the
period of Quarter III – 2013.
m. Review Management Letter on
Audit Findings of BSM for the
Position of 31 December 2013
by the Public Accounting Office
(KAP) PSS-EY.
211
Key
Highlights
n. Review the Annual Audit Plan
for 2014 – Internal Audit & Anti
Fraud Division.
o. Review Data Fraud Report and
Sanction in 2013 until 2014
– Internal Audit & Anti Fraud
Division.
p. Review Extra computable
Management of the Written Off
Accounts of Debtors.
q. Participated in Audit Committee
Meetings of BSM and PT Bank
Mandiri regarding Audit Findings
of KAP PSS E&Y in 2013 and Audit
Plan in 2014.
r. Review the progress of
implementation of audit by
KAP PSS – E&Y to the Financial
Statements of BSM as at 31
December 2014, through Audit
Committee Meetings.
s. Participated in Audit Committee
meetings.
t. Participated in joint meeting
between Audit Committee and
Risk Monitoring Committee.
u. Participated in Risk Monitoring
Committee meetings.
v. Implemented other duties
as assigned by the Board of
Commissioners.
w. Prepare Audit Committee Charter
(2014 revision)
x. Prepare Audit Committee reports
(quarterly) in 2014.
y. Prepare Audit Committee report
in Annual Report of BSM for
Financial Year of 2014.
Audit Committee Meetings
In 2014, the Audit Committee has
held 31 meetings, consisting of
special meetings of Audit Committee
and participation meetings of Audit
Committee on Rakomdir regarding
Financial Performance of PT Bank
Syariah Mandiri. The details of the
meetings of the Audit Committee is
as follows:
1. Audit Committee meetings
with KAP-EY regarding Audit
Findings Progress of KAP PSS-EY
for Financial Statements of PT
Bank Syariah Mandiri in 2013
(03.01.2014).
212
Management
Report
Company
Profile
2. Evaluation of Performance, Health
of PT Bank Syariah Mandiri as at
December 2013 (22.01.2014).
3. Audit Committee Meeting on
Report on Implementation Report
of Core Banking System of iBSM
December 2013 (05.02.2014).
January 2014 (24.02.2014).
5. Audit Committee Meeting with
KAP – EY regarding Establishment
of Loss Reservation for
Depreciation (CKPN) and PSAK
50,55 (25.02.2014).
6. Audit Committee Meeting Report
on Implementation Report of Core
Banking System of iBSM of PT Bank
Syariah Mandiri as at 31 January
2014 (10.03.2014).
February 2014 (19.03.2014).
8. Audit Committee Meeting on
Published Financial Statements of
PT Bank Syariah Mandiri as at 31
December 2013 (20.03.2014).
9. Audit Committee Meeting Report
Syariah Mandiri as at February
2014 (03.04.2014).
10.Evaluation of Performance, Health
March 2014 (28.04.2014).
11.Audit Committee Meeting Report
Syariah Mandiri as at 31 March
2014 (08.05.2014).
12.Audit Committee Meeting on
Published Financial Statements of
PT Bank Syariah Mandiri as at 31
March 2013 (13.05.2014).
Realization of Audit Report of
Internal Audit& Anti Fraud Division
for the period of December
2013 until Quarter I – 2014
(21.05.2014).
Level of the Bank and Risks Profile of PT
Bank Syariah Mandiri as at April 2014
(22.05.2014).
Level of the Bank and Risks Profile of PT
Bank Syariah Mandiri as at May 2014
(23.06.2014).
16.Audit Committee and Risk Monitoring
Committee Meeting on Top Letters
Presentation for the period of January to
April 2014 – Internal Audit & Anti Fraud
Division (03.07.2014).
17.Performance Evaluation of PT Bank
Syariah Mandiri for the period of 30 June
2014 (14.07.2014).
Syariah Mandiri for the period of 31 July
2014 and Follow-Up to Shareholders
Notes for Performance BSM Q1-2014
(18.08.2014).
19.Audit Committee Meeting Report on
Implementation Report of Core Banking
System of iBSM of PT Bank Syariah
Mandiri for the period until July 2014
(27.08.2014).
20.Meeting of Audit Committee and
Public Accounting Office Purwantono,
Suherman & Surja – Ernst & Young (KAP
PSS-EY) on the Plan and Coverage of
Assessment for the Financial Statements
of PT Bank Syariah MAndiri as at
31 December 2014 by KAP PSS –EY
(09.09.2014).
Syariah Mandiri as at 31 August 2014
and Follow UP of OJK Letter on the Plan
of Increase of Paid Up Capital of PT Bank
Mandiri (Persero) Tbk (22.09.2014).
22.Audit Committee Meeting on Realization
of Audit Findings of Internal Audit & Anti
Fraud Division for the period of July until
August 2014 (22.09.2014).
23.Joint Meeting between Audit Committee
and Risks Monitoring Committee on
Why Non Performing Financing (NPF)
of PT Bank Syariah Mandiri was still
increasing and strategy business that
need to be chosen (02.10.2014).
Public Accounting Office Purwantono,
Suherman & Surja – Ernst & Young (KAP
PSS-EY) and PT Bank Mandiri on Audit
Findings in 2013 and Audit Plan in 2014
(07.10.2014).
Management Analysis
and Discussion
Corporate
Governance
KAP PSS-EY on Implementation of
Assessment by KAP PSS-E&Y on
Financial Statements of PT Bank
Syariah Mandiri as at 31 December
2014 (16.10.2014).
26.Rakomdir on Performance Evaluation
of PT Bank Syariah Mandiri for
the period of 30 September 2014
(22.10.2014).
Thematic Audit Findings of Internal
Audit & Anti Fraud Division
(IAD) on End to End Process of
Financing Business and Progress of
Investigative Audit – October 2014
(26.11.2014).
28.Rakomdir on Draft Bank’s Business
Plan (RBB) for 2015 and Performance
Evaluation of PT Bank Syariah
Mandiri for the period of 31 October
2014 (26.11.2014).
Discussion of Audit Committee
Charter (2014 Revision) (03.12.2014).
30.Rakomdir on Performance Evaluation
of PT Bank Syariah Mandiri for
the period of 30 November 2014
(24.12.2014).
KAP PSS-EY on Progress of Audit
Implementation by KAP PSS-E&Y
on Financial Statements of PT Bank
Syariah Mandiri as at 31 December
2014 (16.10.2014).
Audit Committee Training
In 2014, member of Audit
Committee has following various
training and seminar in order to
develop competencies as follow:
a. Two Days Interactive Workshop
about “Fundamental
Competencies of Audit
Committee Professional” held by
Ikatan Komite Audit Indonesia,
Jakarta, 21-22 August 2014
b. Panel Discussion “Board of
Commissioners Oversight
Effective Mechanism and Role of
Audit Commitee to Detect Fraud
in Financial Report” held by by
Ikatan Komite Audit Indonesia,
Jakarta, 4 November 2014
Table of Audit Commitee Meeting
Name
Number of
Meetings
Attendance
Level
Zulkifli
Djaelani
31
13
Serving as Audit Committee
since 22 May 2014
Ventje
Rahardjo
31
13
since 22 May 2014
Agus Fuad
31
14
since 22 May 2014
Ramzi A. Zuhdi
31
31
-
Bambang
Widianto
31
25
-
Tjeppy Kustiwa
31
31
-
Ferry
Firmansyah
31
31
-
Financial
Report
Remarks
Risk
Monitoring
Committee
Introduction
To support the effectiveness of
duties and responsibilities of the
Board of Commissioners as well
as good corporate governance as
regulated under Bank of Indonesia
Regulation No.11/33/PBI/2009
dated 7 December 2009 regarding
Banks and Sharia Business Units,
the Board of Commissioners has
established a Risk Monitoring
Committee.
The establishment of the Risk
Monitoring Committee of BSM was
completed with a guidelines and
working conduct as stipulated in the
Joint Decree of the Board of Directors
and the Board of Commissioners
No.13/002-SKB/KOM.DIR on Risk
Monitoring Committee Charter that
was decided on 9 February 2011
and updated with a Risk Monitoring
Committee Charter on 31 December
2014.
Risk Monitoring Committee
In accordance with the Bank of
Indonesia Regulation No.11/33/
Corporate Governance for Sharia
Business Units and as stipulated in the
Risk Monitoring Committee Charter
dated 31 December 2014, the duties
of Risk Monitoring Committee to
support the Board of Commissioners
in supervise and advise the Board of
Directors as follows:
213
Key
Highlights
1. Provide suggestion to the
Board of Commissioners in
preparation and improvement
of risk management policy
related to risk control in
management of asset &
liability, liquidity, credit and
operational with a prior
approval from the Board of
Commissioners.
2. Conduct discussion with the
Board of Directors or working
units related to the problems
which its risk management
requires or discusses.
3. Ensure implementation of risk
management activities in BSM
activities.
4. Study internal policy and rules
related to the risk management
made by the Board of
Directors.
5. Ensure all major risks has been
considered in new products
of BSM and all impact due to
the significant change or event
either from internal or external
of Bank Syariah Mandiri.
6. Conduct discussion on quarter
report of risk profile of BSM.
7. Convey suggestions to the
Board of Commissioners or
matters that need attention
and discussion with the Board
of Directors, so the Board of
Directors may follow up the
result of risk management
evaluation by the Committee.
8. Proactively conduct meetings
with the Board of Directors
to anticipate risks, especially
if there is any major event,
external rules that may impact
the business line of BSM.
9. Conduct evaluation to the
development to the change of
structure organization up to
one level below the Board of
Directors executed by the BSM.
214
Management
Report
Company
Profile
10.Monitor negative information to
the customers of Bank Syariah
Mandiri that may cause increase
of credit risks.
Composition
Risk Monitoring Committee of
BSM consists of 5 (five) persons,
that includes 1 chairman chaired
by an Independent Commissioner,
1 member chaired by President
Commissioner, 1 member chaired
by Independent Commissioner and
2 members from other independent
parties outside bank management,
as follows:
Table of Risk Monitoring
Committee of BSM for the Period
of 22 May 2014 – 31 December
2014
Ramzi A
Zuhdi
: Chairman,
Independent
Commissioner
Ventje
Rahardjo
: Member,
President
Commissioner
Zulkifli
Djaelani
: Member,
Independent
Commissioner
Edyanto
Rachman
: Member,
Independent
Party (Risk
management
expert)
Ateng
Suhaeni
: Member,
Independent
Party (Sharia
banking expert)
Table of Risk Monitoring
Committee of BSM for the Period
of 1 January 2014 – 22 May 2014
Ramzi A
Zuhdi
:
Chairman,
Independent
Commissioner
Sulaeman
:
Member,
Commissioner
Bambang
Widianto
:
Member,
Independent
Commissioner
Edyanto
Rachman
:
Ateng
Suhaeni
:
Member,
Independent
Party (Risk
management
expert)
Member,
Independent
Party (Sharia
banking expert)
In performing its duties, the Risk
Monitoring Committee is responsible
to the Board of Commissioners.
Profile
Ramzi A Zuhdi
Chairman
His profile can be seen in the Board
of Commissioners Profile.
Ventje Rahardjo
Member
Zulkifli Djaelani
Member
Edyanto Rachman
Anggota
Indonesian citizen, born in Cirebon
on 27 March 1954 (60 years old).
Finished his education on Bachelor
of Physics from the Bandung
Technology Institute (ITB) in 1978
Management Analysis
and Discussion
and Master of Management from
the University of Indonesia in 1991.
Started his career as a supervisor
in Parts Department of PT Astra
Motor Sales in 1978. Joining Bank
Pembangunan Indonesia (Bapindo) in
1984 as a staff in Information System
Matters, and hen the head of ALCO
Support Team in 1993, member
of Counterpart of Bapindo Team –
Standard Chartered Bank in 1994, Vice
Chairman of Branch Office of Bapindo
Pontianak in 1995 and last as the
Chairman of Branch Office of Bapindo
Tasikmalaya in 1997. In his career
journey in PT Bank Mandiri (Persero)
Tbk, and he had served as Team
Leader of Group Head MIS – Strategy
& Performance Group in 2001-2003,
Regional Risk Manager Bandung in
2004-2006 and Regional Risk Manager
of Jakarta Sudirman in 2007-2009.
In addition, he had also served as a
Commissioner of PT Wahana Optima
Permai (a subsidiary of Dana Pensiun
Bank Mandiri Empat) in 2009-2013.
Participated in courses and trainings,
among others Bank Management
Course in Stockholm, Boulder
Colorado, Cayman Islands, INSEAD
Singapore, Sespibank Batch 34,
Certification of Risk Management
and Assessor of Risk Management
Competence – LSPP / BNSP. Served
as a member of Risk Monitoring
Committee of PT Bank Syariah Mandiri
as of 1 October 2010.
Ateng Suhaeni
Member
Indonesian citizen, born in Cirebon, 14
June 1954 (60 years old). Graduated
as a Bachelor of Accounting from the
Padjadjaran University, Bandung in
1983 and graduated from the Master
of Financial Management from STIE
IPWI Jakarta in 1998. Started his
career in Bank Dagang Negara (BDN)
in 1983 in the Branch of Jakarta
Kota. Further, in 1985-1989 in the
Headquarter for Logistics Division,
1989-1993 in Denpasar Branch, 19931995 in Bontang Branch, and 19951998 in Headquarter for Financial
Corporate
Governance
Administration Division. In
1998-1999 joining Merger Team
of Bank Mandiri as the head of
Accounting Coordinator Team Ex
Bank Dagang Negara. In 1999,
serving as a member of Working
Comiittee of Conversion Bank
Susila Bakti to be Bank Syariah
Mandiri. In 2000 – 2001 joining
with Accounting Division of PT
Bank Mandiri (Persero) as the
Group Head Accounting and
Operation Control. In 2001-2003
joining the Financial Control
Project Division of PT Bank Mandiri
(Persero) as Department Head
of Legacy System & Accounting
Support. In 2003-2009 joining
PT Bank Syariah Mandiri, as the
had of Operation and Accounting
Division. In 2009-2011 serving as
the had of Operation Division of PT
Bank Syariah Mandiri.
Participated in courses and
trainings, among others: Branch
Management Course, Banking
Accountancy, Taxation, Export
and Import, Overview of Sharia
Banking Implementation,
Risk Management and Risk
Management Certification
up to level 4. In 2012 up to
now, lecturing Sharia Financial
Management and Corporate
Finance in the University of Al
Azhar Indonesia (UAI) in Jakarta.
Serving as a member of Risk
Monitoring Committee as of April
2012.
Implementation Report 2014
The activities of Risk Monitoring
Committee in 2014 covered the
following activities:
a. Prepare review of Monitoring
for Progress Project Saturn in
December 2013 of PT Bank
Syariah Mandiri (15.01.2014).
b. Prepare review of Performance
Monitoring of Financing
Infrastructure Reengineering
Team (FIRe) as at 31 December
2013 (27.01.2014).
Financial
Report
c. Prepare review of Strategic
Risk and Operation Risk for
Implementation of Financing
Operation Center as at 28 January
2014 (05.02.2014).
d. Prepare review of Early Warning
related to the Performance
and Risk Profile of BSM as at 31
January 2014 (27.02.2014).
e. Prepare review of NPF Decision
in systematic to be NPF Report
related to Operation Risk
(17.03.2014).
f. Prepare review of Delivery of
Realization and Top Letters of
Audit for the Period of January
until March 2014 (19.05.2014).
g. Prepare review of Strategic Risk
related to Cybersecurity of BSM
(22.05.2014).
h. Prepare review of Credit Risk
related to 50 debtors with large
exposure in BSM (09.06.2014).
i. Prepare review of Operational
Risk related to BSM as a selling
agent of Electronic Data Capture
Machine (EDC) of Bank Mandiri
(12.06.2014).
j. Prepare review of Compliance
Risk and Operation Risk for the
implementation of write off for
BSM financing (25.06.2014).
k. Prepare review of Suggestion
of Change of Name of Risk
Monitoring Committee to be Risk
Monitoring and GCG Committee
(30.06.2014).
l. Prepare review of the Financial
Services Authority (OJK)
Regulation on Assessment of
Health Level of Sharia Commercial
Bank based on Risk Based
Bank Rating (RBBR) related to
Compliance Risk (14.07.2014).
m. Prepare review of Risk Mitigation
of operation related to Holidays
and Joint Leaves on Eidh 1435 H /
2014 (21.07.2014).
n. Prepare review of Calculation
of Projection of Downgrade
– Upgrade of Non Performing
Financing (NPF) for Consumers
and Micro Hajj segments
(22.07.2014).
215
Key
Highlights
o. Prepare review of Risk
Mitigation for compliance
and implementation of SE BI
No.15/26/DPbS/2013 regarding
Implementation of Accountancy
Guidelines of Indonesian Sharia
Banks (PAPSI) 2013 (24.07.2014).
p. Prepare review of Operation Risk
related to adequacy of Policy and
Guidelines / Standard of Business
Operation Procedure (SPOB) for
Financing Division of PT BSM
(13.08.2014).
q. Prepare review of Early Warning
related to BSM Performance as at
31 August 2014 (18.09.2014).
r. Prepare review of Expansion
Plan for Debt Card of BSM in
Internaytional Visa Network,
Cooperation Plan for co-branding
of H2T ATM BSM card with Cash
XL (XL Tunai) (13.10.2014).
s. Letter to the Board of
Commissioners No.16/019-3/
KPR regarding Expansion Plan
of Debt Card Feature of BSM
in International Visa Network,
Cooperation Plan of co-branding
of H2T ATM BSM card with Cash
XL (XL Tunai) (21.10.2014).
t. Preview review of management
and management target of writeoff accounts of BSM W4 October
2014 (31.10.2014).
u. Prepare review of Financing
Portfolio Analysis of BSM as at 31
August 2014 (06.11.2014).
v. Prepare of review of discount
margin for BSM financing
(12.11.2014).
w. Prepare review of Bank Business
Plan (RBB) of BSM in 2015
(20.11.2014).
x. Letter to the Board of
Commissioners No.16/025-3/
KPR regarding Discount for
Murabahah financing based on
fatwa No.46/DSN/MUI/2005
(27.11.2014).
y. Prepare Suggestion for Update
of Risk Monitoring Committee
Charter (12.12.2014).
216
Management
Report
Company
Profile
z. Prepare review of Risk Aspect
related to transaction plan for
fund placement on Mutual Funds
of Sharia Money Market (RDPS)
(20.11.2014).
Meetings
Risk Monitoring Committee Meeting
as of January until December 2014
was held for 19 times, with level of
attendance and discussion materials
as follows:
1. Level of Attendance:
Number of Risk Monitoring
Committee Meetings (1 January
2014 – 22 May 2014)
No
Name
Number of
Meetings
Attendance
Absence
% of
Attendance
1
Ramzi A.Zuhdi
5
5
-
100%
2
Sulaeman
5
2
3
40%
3
Bambang Widianto
5
2
3
40%
4
Edyanto Rachman
5
5
-
100%
5
Ateng Suhaeni
5
5
-
100%
Number of Risk Monitoring
Committee Meetings ( 22 May
2014 s.d. 31 December 2014)
No
Name
Number of
Meetings
Attendance
% of
Attendance
Absence
1
Ventje Rahardjo
14
13
1 (Leave)
93%
2
Ramzi A.Zuhdi
14
14
-
100%
3
Zulkifli Djaelani
14
14
-
100%
4
Edyanto Rachman
14
14
-
100%
5
Ateng Suhaeni
14
14
-
100%
2. Material of meetings discussion:
a. Progress in handling NPF, with
FRD and RSD (20.01.2014)
b. Forman of Committee
Meeting with audit findings,
with Audit Committee and
E&Y (05.02.2014)
c. End to end process of
Corporate financing with CRD
and FRD (12.02.2014)
Management Analysis
and Discussion
d. End to end process of
commercial financing with
CMD and FRD (05.03.2014)
e. Assessment Result related to
Internal Control of BSM and
Audit Committee of Bank
Mandiri and E&Y (14.04.2014)
f. Organization and Performance
of Financing Restructuring
and Recovery Division (FRD) II
(05.06.2014)
g. Operation and Awareness
Activities for Long Holidays
of Eid 1435 H/2014
(23.07.2014).
h. Management of Financing
Quality of Consumers
Segment (23.07.2014)
i. Organization of Back End of
Financing (14.08.2014).
j. Health Level of the Bank in
RBBR version (04.09.2014).
k. Stress Testing of financing
(04.09.2014).
l. Financing Portfolio Analysis
for the period of July 2014
(04.09.2014).
m. Action Plan for
Implementation of PAPSI
2013 related to Murabahah
Financing Based on PSAK 50,
55 and 60 (04.09.2014).
n. Architecture of Internal
Provisions of PT BSM
(22.09.2014).
o. Progress of Certification
for Interbank Mudharabah
Investment (SIMA) and
Liquidity Management
(09.10.2014).
p. Management of Financing
Portfolio of 10 major
Customers (16.10.2014).
q. Risk and Health Level Profile
of BSM as at 30 December
2014 based on Risk Based
Bank Rating (RBBR)
(22.10.2014).
r. Evaluation of End-to-End
of Business Process for
Retail Financing Business
(31.10.2014).
Corporate
Governance
s. Management of Financing
Portfolio for the 10 major
Customers (17.11.2014).
t. Organization of Written
Off Accounts Management
(08.12.2014).
u. Funding Products of PT BSM
(18.12.2014).
v. Consumers Financing Business
Process (31.12.2014).
3. Meetings with Audit Committee:
Risk Monitoring Committee has
conducted meetings with Audit
Committee to discuss, among
others, the following matters:
a. Progress of Audit Findings
of IAD until April 2014
(02.07.2014).
b. Progress of Core Banking
System (27.08.2014).
c. Audit Working and Strategy
Plan in 2015 with E&Y
(09.09.2014).
d. Progress of Audit Findings of
IAD for July until August 2014
(22.09.2014).
e. Thematic Findings for Endto-End Process of Financings
and Audit Findings of IAD
(26.11.2014).
f. Progress of Assessment
Findings of Financial Report of
BSM as at 31 December 2014
(31.12.2014).
4. Participation of Risk Monitoring
Committee in the Joint Meetings
of the Board of Directors and
(Radirkom)
a. Evaluation of bank
performance as at December
2013 (20.01.2014).
b. Evaluation of bank
performance as at January
2014 (24.02.2014).
c. Evaluation of bank
performance as at February
2014 (19.03.2014).
Financial
Report
d. Evaluation of bank performance
as at March 2014 (28.04.2014).
e. Evaluation of bank performance
as at April 2014 (22.05.2014).
5. Participation of in Meetings of the
a. Evaluation of bank performance
as at May 2014 (23.06.2014).
b. Discussion of Top Letters Audit
for the period of January – April
2014 (03.07.2014).
c. Evaluation of bank performance
as at June 2014 (14.07.2014).
d. Evaluation of bank performance
as at July 2014 (18.08.2014).
e. Evaluation of bank performance
as at August (22.09.2014).
f. Discussion of Compliance
Monitoring tools through
Compliance Index (09.10.2014).
g. Evaluation of bank performance
as at September (22.10.2014).
h. Discussion of Draft Bank
Business Plan (RBB) in 2015 and
Progress Core banking System
(CBS) (17.11.2014).
i. Evaluation of bank performance
as at October (26.11.2014).
j. Discussion of Draft Bank
Business Plan (RBB) in 2015
(26.11.2014).
k. Discussion on Resume of
Assessment Findings of
(OJK) in the year of 2014
(10.12.2014).
l. Evaluation of bank performance
as at November (24.12.2014).
m. Handle management of
PT Arena Maju Bersama
(31.12.2014).
217
Key
Highlights
Remuneration
and Nomination
Committee
Introduction
established the Remuneration and
Nomination Committee to support
the effectiveness of duties and
Commissioners. It is in line with the
Governance (vide PBI No.11/33/
Corporate Governance for Sharia
Commercial Banks and Sharia Business
Units).
The Remuneration and Nomination
Committee has its guidelines and
working conduct and it has been
updated on December 2014.
Duties
The Remuneration and Nomination
Committee has the duties and
responsibilities, among others, as
follows:
1. Evaluate remuneration policy.
2. Evaluate the harmony between
remuneration policy with the
implementation of the policy.
3. Provide recommendation to
the Board of Commissioners to
the remuneration policy for the
Board of Commissioners, Board of
Directors, Sharia Supervisory Board,
executive officers, and employees
entirely.
4. Preparation and provide
recommendation to the Board of
Commissioners on the system and
procedure for the nomination and/
or change of members of the Board
of Commissioners, the Board of
Directors and Sharia Supervisory
Board.
218
Management
Report
Company
Profile
5. Provide recommendation to the
Board of Commissioners regarding
nomination of members of the
Board of Directors and/or Sharia
Supervisory Board.
6. Provide recommendation to the
Board of Commissioners regarding
independent candidate that will
be Audit Committee members
and Risk Monitoring Committee
members.
Composition of Remuneration
and Nomination Committee
Committee of BSM has met
membership composition for
Committee as required by the Bank
of Indonesia Regulation No.11/33/
PBI/2009, namely at least 2 (two)
Independent Commissioners and 1
(one) Executive Officer of the Bank
with responsibilities include human
capital.
In accordance with the decision of
the Board of Commissioners Meeting
(Minutes No.16/008/RAKOM dated
22 May 2014) there was a change in
the composition of Remuneration
and Nomination Committee as
follows:
Taufik
Machrus
:
Member, Head
of Corporate
Secretary Division
Eka B.
Danuwirana
:
Member, Head of
Learning Center
Division
Table of Remuneration and
Composition after 22 May 2014
Bambang
Widianto
:
Chairman,
Independent
Commissioner
Ventje
Rahardjo
:
Member,
President
Commissioner
Ramzi A.
Zuhdi
:
Member,
Independent
Commissioner
Agus Fuad
:
Member,
Commissioner
Zulkfili
Djaelani
:
Member,
Independent
Commissioner,
Head of Human
Capital Division
(Ex-Officio)
Activities Implementation
Report in 2014
In 2014, the Remuneration and
Nomination Committee has held
5 (five) Meetings with the level
of attendance of each member of
Committee was as follows:
Table of Remuneration and
Composition until 22 May 2014
Achmad
Marzuki
:
Chairman,
President
Commissioner
/ Independent
Commissioner
Ramzi A.
Zuhdi
:
Member,
Independent
Commissioner
Agus Fuad
:
Member,
Commissioner
Achmad Fauzi
:
Member, Head
of Human Capital
Division
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
A. Implementation of Remuneration and Nomination Committee meetings before 22 May 2014
No
Number of
Minutes of
Meeting
1
16/001/KRN
2
16/002/KRN
Attendance
Time of
Meeting
Agenda of Meeting
Achmad
Marzuki
Ramzi
A. Zuhdi
Agus
Fuad
Achmad
Fauzi
Eka B.
Danuwirana
Taufik
Machrus
Tuesday, 25
March 2014
Annual GMS Material
of PT Bank Syariah
Mandiri for Financial
Year of 2013
1
-
1
1
1
1
Wednesday, 7
May 2014
Change of
Management
Compositions of PT
-
1
1
1
1
1
B. Implementation of Remuneration and Nomination Committee meetings after 22 May 2014
No
Number of
Minutes of
Meeting
Time of
Meeting
Attendance
Agenda of Meeting
Ventje
Rahardjo
Ramzi A.
Zuhdi
Agus
Fuad
Bambang
Widianto
Zulkifli
Djaelani
Achmad
Fauzi
1
16/003/
KRN
Thursday, 3
July 2014
1. Remuneration
of the Board of
Commissioners, the
Board of Directors and
President (SEVP) of PT
in 2014
2. Decision of
Honorarium and
Facility / Benefits for
the Sharia Supervisory
Board (DPS) of PT Bank
Syariah Mandiri
1
1
1
1
1
1
2
16/004/
KRN
Wednesday,
23 July 2014
Remuneration of the
Board of Commissioners,
and Senior Executive Vice
President (SEVP) of PT
Bank Syariah Mandiri in
2014
1
1
1
1
1
1
3
16/005/
KRN
Monday, 8
December
2014
Strategic Initiative
for Human Capital
Development of PT Bank
Syariah Mandiri
1
1
1
1
1
1
There was a change in the Board of
Directors composition in 2014. The
implementation of succession of the
Board of Directors was conducted
in line with law, fair professional
and implementation of nondiscrimination (race and religion).
Policy for Succession of the
Board of Directors
BSM is committed to create leader
candidates to fill various major
positions in BSM. In relation with
succession of the Board of Directors,
it was made by considering a
number of factors and in line with
219
Key
Highlights
Management
Report
Company
Profile
Corporate Secretary (CSD) has a
mission to support the creation
of a good company image
consistently and sustainable
through management of effective
communication programs to all
stakeholders.
Corporate
Secretary
Based on Decision Letter
December 2012, regarding
Placement and Appointment of
Employees of PT Bank Syariah
Mandiri, the Board of Directors
appointed Mr. Taufik Machrus
as the Corporate Secretary of PT
Bank Syariah Mandiri as of 17
December 2012.
In implementing functions and
roles, the Corporate Secretary is
assisted by supporting units, i.e.
Executive Assistant, Corporate
Communication, Corporate
Branding, Secretarial & Document
Management, Office of the
Board, Corporate Event & CRS in
connecting with both external and
internal parties of the Bank.
Structure Organization of Corporate Secretary
Corporate Secretary Division
Secretarial
Team Leader
Executive
Assistant
Executive
Assistant
to Director
Executive Assistant
to commmissioner
Executive
Assistant
to DPS
Coporate
Branding
Corporate
Communication
Secretarial &
Document
Management
Office of The
Board
Corporate
Event &
CSR
Brand
Development
Media
Relation
Secretarial
Board Protocol
Corporate
Event
Brand
Implementation
Brand
Management
Clerk
Clerk
External
Communication
Clerk
Internal
Communication
Clerk
Clerk
Document
Management
Clerk
Clerk
External
Communication
Clerk
CSR
Clerk
Internal
Communication
Clerk
Board
Secretary
220
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Profile of Corporate Secretary
Name and Position
Brief Biography
Indonesian Citizen, Born in Pasuruan, 3 April 1968 (46 years old). Graduated from the
Faculty of Economy of Airlangga University in 1994. Joining BSM as of 2001. As of 19
December 2012, serving as the Head of Corporate Secretary Division (CSD) who was
previously serving as the Head of Procurement and Services Division (PSD)
Taufik Machrus
Corporate Secretary
Corporate Secretary
Functions and roles of Corporate
Secretary in BSM as well as its
supporting units are regulated under
Decision Letter No.14/747-KEP/DIR
dated 13 December 2012, regarding
Placement and Appointment of
Employees of PT Bank Syariah Mandiri
with main duties and responsibilities as
follows:
a. Following development of market
and external condition of the Bank,
especially prevailing regulation in
sharia bank field.
b. Provide services to the public for
the Bank’s understanding and each
information required by external
parties of the Bank related to internal
conditions and/or special matters
that would like to be known by the
public.
c. Provide suggestions to the Board of
Directors of the Bank to implement
prevailing regulations / law, among
others on the Company, Bond, Sharia
Bank Securities, Capital Market, and
their implementing regulations.
d. Ensure that connection between the
Bank and external institutions that
represent the public.
e. Remind the Board of Directors of
the Bank on its responsibilities to
implement an optimum GCG in line
with the objective of the company
to create a better corporate image
and increase corporate income
sustainably.
f. Ensure implementation of the Board
Directors, Committees, and DPS
functions.
g. Coordinate Self Assessment and
Reporting of GCG Implementation
of the Bank in line with PBI,
GCG Implementation and OJK
regulations.
h. Prepare Shareholders List, Special
List of the Board of Directors
members as well as their families
in shareholding, business
relations, and other roles that
may cause conflict of interests.
i. Attend and prepare minutes of
meeting of the Board of Directors
and the Board of Commissioners.
j. Hold the General Meeting of
Shareholders.
The relation with the stakeholders
made among others through
analysis meetings, public exposure,
issuance of monthly financial
performance brochure, issuance
of quarterly, semester and annual
financial statements. Shareholders
and other stakeholders can also
access information on the Bank
and its activities in website: www.
syariahmandiri.co.id.
In addition, considering employees
is one of major elements in creating
the image of the company, Corporate
Secretary of the Bank has also a
duty in spreading the information
on BSM to all employees, including
delivering program and policy of
the management. Such information
was delivered through internal
media, among others mailing list,
BSM media (ETHIC magazine),
Monday Morning Prayer Forum,
Afternoon Wednesday Prayer, Friday
Morning Dzikr, newsletter, intranet,
meetings with employees, as well as
socialization to Area, Branch Offices.
Realization of Corporate
Secretary Performance
The activities conducted by Corporate
Secretary in 2014, in relation to
stakeholders, among others are as
follows:
a. Gathering media involving press
and individuals of the Bank.
b. Signing of Memorandum of
Understanding (MOU) with
partners of the Bank.
c. Hold and or participate on various
events to establish a solid image of
the Bank, among others:
1. Mandiri Islamic International
Expo
2. IB Vaganza, joint exhibition
of sharia banks and OJK in 11
cities
3. Islamic Sharia Economic Forum
in Surabaya
4. Event on Car Free Day outlets
in various cities
5. BSM Spekta, opening of outlets
in malls in various cities
6. BSM Goes to Office, opening of
outlets in offices in Jakarta
7. Exhibition of Liquidity Facility
for Housing Financing (FLPP)
with Ministry of People
Housing in 5 cities
8. REI Expo
9. People Financial Market in
Jakarta International Expo and
Indramayu
221
Key
Highlights
Management
Report
d. Hold various events related to
Corporate Social Responsibility
(CSR) programs, among others as
follows:
1. Mass circumstancing
2. Charity to orphans
3. Iftar with orphans
4. Qordhul Hasan financing
Company
Profile
5. Empowerment of communities
with mushroom plantation
6. Construction of praying
buildings
7. Charity for natural disasters
victims
Press Conference Data in 2014
Table on Press Conference Data in 2014
No
Date
Title of Press Conference
1
14 December 2014
Cheap Fund Targeting, BSM Held Outlets in Car Free Day Malang
2
21 November 2014
Strengthen Business, Mandiri Group Held International Islamic Expo and Fair, BSM Launched Juneor
Mabrur Savings
3
06 November 2014
Improve its Services, Bank Syariah Mandiri Launched BSM E-Money
4
04 November 2014
BSM Earned Customer Satisfaction Award
5
16 October 2014
BSM Signed PKS with UGM
6
14 October 2014
BSM Cooperate with Employees Cooperation of Alfamart to Channel Housing Financing
7
12 October 2014
BSM Open Outlets in CFD
8
27 September 2014
BSM Earned The Best Islamic Bank in Indonesia from Asiamoney
9
24 September 2014
BSM finance Cargill Plasma Farmers
10
22 September 2014
BSM Earned Best Brand Award
11
15 September 2014
City Government of Garut Cooperated with BSM in Banking Services
12
10 September 2014
Rating BSM AA+ from Pefindo
13
08 September 2014
Government of Bogor City Cooperated with BSM in Banking Services
14
05 September 2014
BSM Strengthen Pledge and Gold Installment Businesses
15
04 September 2014
BSM held Business Gathering
16
13 August 2014
Bahana Artha Ventura and Bank Syariah Mandiri Strengthen their Cooperation
17
26 August 2014
BSM Cooperated with Government of Buru Regency
18
25 August 2014
BSM and Bank Sleman Cooperated in Their Services
19
15 August 2014
BSM Maintained Its Liquidity
20
26 July 2014
BSM Held Happy Traveling Home (Mudik Gembira) 2014
21
24 July 2014
BSM and Telkom Cooperated in Hajj Services
22
22 July 2014
BSM Held Ramadhan Gracious Sharing Program in Medan
23
21 July 2014
BSM Participated in Lessen Loan of the Government of the Republic Indonesia to German
24
13 June 2014
BSM Earned the Best Quality of Services of Sharia Banks
25
06 June 2014
BSM and Garuda Indonesia Cooperated in Marketing of Umrah
26
30 May 2014
BSM Earned The Best Islamic Bank in Indonesia from Triple A Islamic Awards
27
12 May 2014
BSM and FEB of UGM Started a Cooperation
28
03 April 2014
Sharia Bank and Ministry of Religions Launched Umrah Savings for Special Hajj Participants
222
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
No
Date
Title of Press Conference
29
27 March 2014
BSM Helped Madrasah in Lebak
30
25 March 2014
BSM Cooperated with Kospin in Serving Money Transfer Services
31
17 March 2014
BSM Helped Kelud Refugees
32
15 March 2014
BSM was Appointed as Accepting Bank for Special Hajj Payment
33
13 March 2014
Supporting Travel Potential, BSM Construct a Musholla in Bromo
34
06 March 2014
BSM Cooperated with AMPHURI in Utilizing Optimization Fund for Special Hajj
35
03 March 2014
BSM Cooperated with LPNU for Banking Services
36
28 February 2014
BSM and Bank Mandiri Operated KLG in Bank Mandiri Pasar Baru
37
26 February 2014
BSM Earned Indonesian Banking Loyalty Award
38
27 February 2014
BSM Earned The Best Islamic Full Pledged Bank from Karim Business Consulting
39
13 February 2014
BSM Earned The Bank Islamic Bank Euromoney Award
40
12 February 2014
BSM Received Top Brand Award
41
21 January 2014
BSM Obtained IDR30.78 Billion Investment
Mailing Data 2014
In 2014, BSM has issued 59,832
letters and administered / received
46,963 letters. The costs to send
the letters in 2014 were IDR 592.73
million.
Information
Access and
Company
Data
Information access to all
stakeholders is the most important
from the improvement of
information transparency principle
internally and externally, that
are hoped to support, maintain
and improve the knowledge,
understanding and positive
Internal
Control
System
perception from the Stakeholders
to the policy and activities of the
Bank. In addition publication
thorough national printed media,
information dissemination is also
done through:
1. Internet website: www.
syariahmandiri.co.id
2. Social network: facebook,
twitter
3. Bank’s internal magazine
4. Television/radio
5. Islamic studies forum
6. Communication media
between the Bank and
employees through various
facilities provided, such as
intranet, portal Bank SE,
morning prayers forum, etc
Internal Control System (SPI)
is a standard of guidelines for
supervising mechanism decided
by the management of the Bank
on going basis to maintain and
secure the assets of the Bank,
SPI guarantee the availability of
more accurate report, improve
the compliance to the prevailing
regulations, lessen the impact
of loss including fraud, improve
effectiveness of organization, and
improve costs efficiency. Internal
control system is an important
component in management and
a basis of operation activities of
the Bank that is healthy, prudent,
and secure. BSM through Internal
Audit Division (IAD) continuously
223
Key
Highlights
develop and implement internal
control system effectively and
manage corporate risks integrally
that are part of implementation of
program. The Bank has owned
Policy of Internal Control System of
BSM to be implemented and has
been implemented by all employees
of BSM.
Internal Control System is also
an important component in
management and become the
basis of operation activities of the
Bank that are healthy, prudent
and secured. Implementation of
Internal Control System of BSM that
is reliable and effective to be the
responsibilities of all parties in the
organization of the Bank through:
1. Accountability of officers /
and development of internal
control culture in every level of
organization;
2. Implementation of identification
and evaluation of risks for
operation activities of the bank;
3. Separation of functions between
operations, depository, and
accountancy (recording);
4. Implementation of periodical
evaluation to the performance,
financial control and operation of
the bank;
communication and compliance
of information in organization
of the Bank, especially level of
decision maker for risk exposure;
6. Implementation and effective
internal audit activities;
7. Satisfaction of commitment
from management of the Bank
to implement firm sanctions
to the violations of prevailing
regulations.
Management
Report
Objective Setting, Event
Identification, Risk Assessment,
Risk Respond, Control Activities,
Information and Communication
System and Monitoring Activities
Evaluation on the Effectiveness
of Internal Controlling System
BSM evaluate the effectiveness
of the implementation of Internal
Controlling System sustainably.
Monitoring and mitigation to the
main risk of banking activities
continuously to be priority and
function as a part of daily activities
of Internal Controlling System, both
by the operational working units
and Internal Audit Unit. BSM has
also evaluated and monitored the
adequacy of internal controlling
system continuously due to the
change of internal and external
conditional in relation to continuous
expansion of business and working
continuously to improve capacity
of Internal Controlling System to
improve its effectiveness.
In general, evaluation on the
effectiveness of implementation
of internal controlling system was
done based on functional and
processional activities of the core
business made on several controlling
components that are related each
other.
Company
Profile
Internal
Audit
Function
Internal Audit Function in BSM is
conducted by the Internal Audit
Division (IAD) that is responsible
directly to the President Director
and has a direct communication
line to the Board of Commissioners
through the Audit Committee
to coordinate and convey the
information related to the
implementation of audit and audit
findings.
The role of Internal Audit is very
strategic in supporting BSM to
achieve the objectives through a
systematic, regular and structured
approach to evaluate and improve
effectiveness of risks management,
internal control and governance
process.
Internal Audit of BSM has 2 (two)
functions, namely:
Assurance
Conduct objective testing to the
evidences in order to provide
independent assessment to the
governance, risk management and
control process in organization.
Consulting
Provide recommendations with
added values, constructive and
applicative to all aspects that
impact the performance and
system of internal control.
In conducting evaluation to the
effectiveness of internal control
system, BSM has used 8 components
COSO ERM Framework approach,
namely: Internal Environment,
224
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Structure of Organization
of Internal Audit
Every 3 years the Internal Audit
Working Unit of the Bank must be
reviewed by an external party. This
review is made to evaluate the
quality of operation and compliance
of internal audit process with
the Implementation Standard
for Internal Audit Function in
Commercial Banks and the Standard
of the Institute of Internal Auditors
(IIA). In 2014, the Internal Audit
of BSM has been reviewed by KAP
PWC Indonesia with an assessment
period of 2011 up to 2014. Based
on the review of KAP PWC, the
implementation of Internal Audit
Function of BSM was declared
generally comply with SPFAIB and in
adequate performer level to the IIA
standard.
The Internal Audit is head by
a Division Head, who shall be
appointed and terminated by
the President Commissioner
with an approval from the Board
of Commissioners. Based on
PBI NO.1/6/PBI/1999 dated 20
September 1999, Internal Audit
Working Unit in organization
structure is directly under the
coordination of the President
Director. In implementing its duties,
the Division Head is assisted by
Deputies Division Head and 5 (five)
Department Heads as can be seen
below:
Division Head
Deputy Division Head
Monitoring
& Audit
Development
Audit
Development
Monitoring
MIS
External Audit
Liaison
Special Audit
General Audit I
General Audit II
IT Audit
Team Leader
Detection
Team Leader
Team Leader
Team Leader
Team Member
Team Member
Team Member
Team Member
Team Leader
Evaluation
Team Member
Team Leader
Investigation
Team Member
General
Affairs
Quality
Assurance
225
Key
Highlights
Management
Report
Company
Profile
Profile of Division Head of Internal Audit
Name and Position
Brief Biography
Indonesian Citizen, 43 years old. Graduated from the Faculty of Economy, Majoring in Accountancy,
STIE YKPN Yogyakarta in 1994. Joining BSM as of 1 April 2013 (based on SK No.15/473-KEP/DIR dated
26 March 2013). Previously she has served as Audit Manager Audit Development & Advisory in Bank
Mandiri, Department Head of Quality Assurance & Management Representative in Bank Mandiri and
the Head of Quality Assurance of Bank Mandiri.
Mardiana
Head of Internal Audit Division
(IAD)
Internal Audit Charter
BSM has an Internal Audit Charter
that also is a basis and working
guidelines for Internal Audit that
governs implementation of Internal
Audit functions and includes
vision, mission, function, position
and coverage, authorization and
responsibilities, code of conduct and
activities of internal audit to achieve
an effective internal controlling
system in BSM.
In 2014, BSM revised the Internal
Audit Charter and adjusted with the
guidelines of professional standard
and best practice of national and
international audit standards.
Resources and Development
In implementing its functions, IAD
is supported with 81 personnel that
consist of 1 Division Head, 1 Deputy
Division Head, 5 Department Heads,
25 Team Leaders, 48 Auditors and 1
Secretary. Development of auditor
competence is done among others
through national and international
certification programs, internal and
external trainings, followed from
Division Head level down to auditors
to improve efficiency, effectiveness
and quality of audit. The number
of personnel whoa re certificated
nationally and internationally until
226
Certification
Number
Risk Management
(BSMR/LSPP)
65
Certified Fraud
Examiner (CFE)
3
Qualified Internal Audit
(QIA)
2
Total
70
Meanwhile, development of HR
IAD made in 2014 among others as
follows: Credit Quality Officer, CAE
Forum, Seminar GRC, 4 DX, National
Conference VI IAIB, iBS< for Auditor,
Procurement Process for Goods
and Services, Combined Assurance,
Indonesia Regulatory Summit, Basic
Financing Operation.
Internal Audit
1. Manage internal audit and report
audit activities to the President
Director and the Board of
Commissioners with a copy to the
Compliance Director.
2. Plan and implement audit with
weighing on the field/activity
with high risk and evaluate the
effectiveness of the available
procedure / control system to
obtain assurance that the objective
and target of the Bank can be
achieved optimally.
3. Deliver audit findings to:
a. President Director, the
with a copy to the
Compliance Director. In
the event that there is
any incident / event with
material and or significant
impact to the Bank, no
later than 7 (seven) days
after the audit finding
is known, it must be
reported to the President
Director and the Board of
Commissioners through
the Audit Committee.
b. Bank of Indonesia, on
the implementation and
points of audit findings
including confidential
audit findings every June
and December no later
than 2 (two) months
after reporting month,
signed by the President
Director and the Board
of Commissioners.
Delivery of report to third
party can only be given
upon a written request
and approved by the
President Director.
4. Monitor follow up
recommendations of audit
findings.
Management Analysis
and Discussion
5. Coordinate audit activities with
external auditors.
6. Develop and implement programs
to evaluate and improve quality
of internal audit.
Report on Implementation of
Internal Audit Duties
To respond the Main Priority
and Working Program of the
Bank in 2014, IAD decided a
theme in preparation of plan and
implementation of audit, thus the
audit findings are expected to be
more focus and right on the target.
The theme of “Strengthening
Internal Audit Role with
International Best Practices” was
chosen as an effort to reinstrospect
to the roles and functions of audit
in line with prevailing regulations
as well as best practices. This is
in line with the expectation from
stakeholders who wish that Internal
Audit could more optimize its
function to not only assurance
function but also consulting.
Audit approach was based on
appointment of top risk for
periodical audit and thematic audit.
All audit planning was directed to
guard the achievement of Working
Program and Main Priority of the
Bank in 2014. By considering
such matters, audit to the working
unit in 2014 include assignment
of periodical audit and thematic
audit, with a theme of Effectiveness
of New Process of Financing in
NPF Controlling and Legal Audit.
A complete description of audit
implementation is as follows:
1. Routine Audit
Routine Audit is an audit
activities planned at the
beginning of the year and its
prioritization based on risk
assessment process through
Risk Based Audit (RBA)
Corporate
Governance
methodology to General Audit
(GA) or IT Audit. GA Routine
Audit conducted to working
unit with “high” category
and “mandatory”, while IT
Audit focus to RTGS, SKN, IT
Governance, Helpdesk and
ATM area. RTGS and SKN
area are routine mandatory
checking from the regulator.
GA realization audit in 2014
include 53 assignement and 20
assigment for IT Unit.
2. Thematic and Headquarter
Audits
Business development of
BSM currently is more varied
and complex with the more
products (business segment)
owned and the activities
done by BSM. Therefore, IAD
viewed that internal control
adequacy assessment is
required based on the product
and activities as a method to
cover the available risks.
Thematic audit is an audit
made to a product or activity
in holistic (end to end), which
implementation can involve
several working units, either
Headquarter or Branch Office.
Realization of thematic audit
done by 2014 consisted of:
Audit of New Process of
Financing, Legal, Opening of
Network, Collectability Review,
and Cash Count.
Financial
Report
Audit findings from
the implementation
of Internal Controlling
System has been used as a
material for evaluation of
improvement from policy,
infrastructure and human
capital management sides.
Supervision to the follow
up of improvement for the
audit findings is monitored
tightly, to ensure that all
issues have been solved and
risks have been controlled.
Monitoring and Correction
of Violation Activities
Monitoring activities are
monitoring for any violation /
incompliance between process
and regulation. The Bank
has monitor continuously the
adequacy and effectiveness of
internal control implementation,
through the following manners:
1. Ensure monitoring functions
have been determined
clearly and well structured.
2. Determine assigned officers
to monitor effectiveness of
internal control.
3. Determine right frequency
for monitoring activities.
4. Integrate controlling system
to operational activities and
provide regular reports as
required.
3. Special Audit
Special audit is an audit activity
that previously excluded from
annual planning, but it is done
due to certain consideration
based on its urgency level
or due to a request from
stakeholder. Special audit also
analyzes red flag, fraud risk
indicators and investigate fraud
indications.
227
Key
Highlights
Management
Report
Company
Profile
step for the weakness
occurred and immediately
report to the Board of
Commissioners, and the
President Director in the
event there is weakness that
has not been corrected or
the corrective action has not
been followed up.
3. To ensure that all weakness
is immediately followed up
then the Board of Directors
must create a system that
can scan weakness on
internal control and to take
corrective measures.
and the Board of Directors
must receive periodical
report in form of resume of
identification result of all
problems in internal control.
5. Re-review of evaluation
findings from working units
/ employees assigned to be
monitored.
6. Provide the right information
/ feed back to the relevant
parties.
Correction action for a violation is
remedy of violation/incompliance
between the process and
provisions and the determination
of remedy. The Bank has done
correction actions for violation by
the following manners:
1. Every report regarding
weakness in internal control or
ineffectiveness of risk control
of the Bank must be followed
up immediately by the Board
Directors and related executive
officers.
2. Internal Audit Working Unit
must re-review or execute
other adequacy monitoring
Public
Accountant
Appointment of KAP is determined
based on KAP list in Bank of
Indonesia. The new KAP is
appointed for 5 (five) years. The
appointment process of KAP has
been standardized by the issuance
of SE No.10/012/UMM dated
24 December 2008 regarding
Implementing Guidelines for
Selection of Public Accountancy
Office. Implementation of KAP
appointment in Bank has gone
through selection process by
the Audit Services Procurement
Team assisted by the Working
Unit of Accounting Division, Audit
Committee, the Board of Directors
before nominated to the GMS.
Number of Internal Control
Internal fraud is the fraud committed
by management or employee of
BSM for individual interests that
significantly impacts financial
condition of BSM.
Table of Number of Internal Control
Number of Cases
Internal Fraud
The Board of
Commissioners
and the Board of
Directors
Permanent
Employees
Temporary
Employees
2013
2014
2013
2014
2013
2014
Total Fraud
0
0
29
22
5
3
Resolved
0
0
29
9
5
1
In settlement
process internally
in BSM
0
0
0
13
0
2
Settlement has not
been initiated
0
0
0
0
0
0
Has been followed
up with judicial
process
0
0
4
3
0
0
228
BSM has appointed the Public
Accountant Office (KAP)
Purwantono, Suherman & Surja
(affiliated with international auditor
Ernst & Young (E&Y)) with the Public
Accountant: Benyanto Suherman
(Public Accountant License
No.05/1/0973), having its address at
Indonesian Stock Exchange Building
Tower 2, 7th Floor, Jalan Jenderal
Sudirman Kav 52-53, Jakarta 12190
to audit financial performance for
the financial year of 2014.
In the public accountant report,
there were several opinions of
DPS that BSM has complied with
sharia principles. KAP has delivered
management letter on time and
capable to work professionally
to comply with BSM interests
in accordance with professional
standards and regulations of Bank
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
of Indonesia. In such services
compensation it excludes direct
costs related to the audit (out of
pocket expenses).
Meanwhile, coverage of
audit work included Financial
Statements Audit, Compliance
Audit to the Internal Control,
Audit to the Law, and Audit of
Financial Performance.
The following is the information
of Public Accountant Office who
audit BSM:
Period
Accountant
Public
Accountant
Office
Address
Audit Fee
Opinion
Additional Services
Other Than
Financial Audit
2014
Benyanto
Suherman,
Public
Accountant
License No.
05.1.0973
Purwantono,
Suherman
& Surja,
KAP License
Number 381/
KM.1/2010
Indonesia Stock
Exchange Building
Tower 2, 7th Floor,
Jl. Jend. Sudirman
Kav.52-53 Jakarta
12190, Indonesia
Rp1,895 Miliar
Fair in all
material
matters
̵̵ Compliance Audit to
the Internal Control
and Law
̵̵ Performance Audit
2013
Benyanto
Suherman,
Public
Accountant
License No.
05.1.0973
Purwantono,
Suherman
& Surja,
KAP License
Number 381/
KM.1/2010
Indonesia Stock
Exchange Building
Tower 2, 7th Floor,
Jl. Jend. Sudirman
Kav.52-53 Jakarta
12190, Indonesia
Rp820 juta
Fair in all
material
matters
and Law
2012
Benyanto
Suherman,
Public
Accountant
License No.
05.1.0973
Purwantono,
Suherman
& Surja,
KAP License
Number 381/
KM.1/2010
Indonesia Stock
Exchange Building
Tower 2, 7th Floor,
Jl. Jend. Sudirman
Kav.52-53 Jakarta
12190, Indonesia
Rp745 juta
Fair in all
material
matters
and Law
2011
Drs. Hari
Purwantono,
Public
Accountant
License No.
98.1.0065
Purwantono,
Suherman
& Surja,
KAP License
Number 381/
KM.1/2010
Indonesia Stock
Exchange Building
Tower 2, 7th Floor,
Jl. Jend. Sudirman
Kav.52-53 Jakarta
12190, Indonesia
Rp750 juta
Fair in all
material
matters
and Law
2010
Drs. Hari
Purwantono,
Public
Accountant
License No.
98.1.0065
Purwantono,
Suherman
& Surja,
KAP License
Number 381/
KM.1/2010
Indonesia Stock
Exchange Building
Tower 2, 7th Floor,
Jl. Jend. Sudirman
Kav.52-53 Jakarta
12190, Indonesia
Rp 690 juta
Fair in all
material
matters
and Law
229
Key
Highlights
Management
Report
Company
Profile
Compliance to the prevailing
law and regulations
Compliance
Compliance Commitment of
BSM
Implementation of compliance
function is an obligation for the staff
of the Bank in the implementation
of duties and responsibilities
in accordance with compliance
principles, compliance culture, risk
management of compliance, and
code of conduct of bank compliance.
Core commitments include the
following:
Jajaran Bank harus memiliki
komitmen untuk melaksanakan tugas
secara prudent,compliant, clean dan
mencegah/antisipatif atas terjadinya
penyimpangan maupun pelanggaran
sedini mungkin (ex-ante).
1. Staff of the Bank must be
committed their duties in prudent,
compliant, clean and to prevent
/ anticipative of any deviation or
violation as early as possible (exante).
committed to implement their
duties in line with the policy,
system and procedure of
Compliance of the Bank.
duties in line with sharia banking
principles.
duties in complying with the
commitments and agreements
between Bank and the Bank of
Indonesia as well as with any other
regulators.
Staff of the Bank must be committed
to implement their duties by
understanding and socializing
230
Compliance to the prevailing law
and regulations issued by the
regulator is an absolute thing that
must be complied by the Bank. BSM
as one of actors in sharia banking
industry cannot be separated from
its obligations to comply with
prevailing law and regulations. As
an ex-ante (preventive) action to
ensure BSM has complied with
prevailing law and regulations, BSM
through its Compliance Working Unit
implements the following efforts:
1. Compliance Review
Every banking regulation issued
by the Authority is socialized
in fast track through email
to the management of BSM
(the Board of Directors, the
executive officer of BSM).
Meanwhile Compliance
Review of such regulation is
conveyed by the Compliance
Working Unit (SKK) to the
Director whose responsibilities
include Compliance Function
(DymFK). Result of review will
be continued to SKK to relevant
working unit, to be internalized
jointly through preparation
/ adjustment of system and
procedure of Bank activities
with new / change in core rules
to comply with the regulation
issued by the regulator.
2. Testing through Decree of System
and Procedure Committee (KKS)
As a follow up action of the
Compliance Review, Bank
internalized the new regulation
in internal rules of BSM through
KKS mechanism. Bank, in
determining each draft internal
policy, rule and guideline that
will be issued, shall obtain an
approval from the Decree of
the System and Procedure
Committee (KKS) that consists
of relevant working unit (head
and Person in Charge of System
and Procedure Working Unit)
including SKK, before decided by
the Board of Directors. Result of
internal rules approved by the KKS
will be socialized through various
internal media of the bank.
3. Compliance Opinion / Note
Compliance Opinion / Note
is a procedure to provide
opinion by the Director
Compliance Function through SKK
to the Board of Directors (either
requested or by own initiative),
or made directly to by SKK to
the relevant working unit (either
requested or by own initiative) to:
a. Launching plan of new product
or development of product of
the Bank before the product is
implemented by the Bank
b. Certain strategic policy and/or
decision that require opinion
/ suggestion on compliance
aspect to the prudent
principle.
4. Compliance Review (Compliance
Test)
Bank decides that disbursement
of financing, placement of fund,
as well as procurement of goods
and services, shall be made
through compliance review to
the prevailing regulations, with
devices and system of review
as developed by SKK (Self
Assessment and by SKK and
DymFK). Result of the review
can be Compliance Certificate
or the use of Compliance Self
Assessment by each Financing
Unit.
5. Implementation of Anti Money
Terrorism Funding Program (PPT)
a. Preparation of Risk Based
Approach to customers with
high risk and products with
high risk;
b. Reporting of Suspected
Financial Transactions;
c. Monitoring and Updating of
Customers Profile.
Management Analysis
and Discussion
6. Guarding the Implementation of
GCG of the Bank
a. Self assessment for the
implementation of GCG to
evaluate implementation of
GCG down to the smallest
working unit.
b. Provision of opinion related
to implementation of GCG in
the Bank.
c. Socialization of GCG
implementation in all staff of
the Bank.
Commitment Compliance to
the Authorized Authority
The principle to comply with the
commitment to the authorized
authority means that the Bank
must comply with the commitment
agreed between the Bank of
Indonesia and any other authorized
authority.
Corporate
Governance
3.
4.
5.
6.
The form of commitment of the
7.
Bank includes the following:
1. Bank and the staff of the Bank
implement their activities in
line with prevailing provision
by complying the principles of
prudential banking practices.
2. Every relevant working unit with
an obligation / requirement to
report / action plan to the BI or
any other authorized supervising
authority in line with time
limitation as decided by the
regulator.
3. Staff of BSM must execute Bank
Business Plan as submitted by the
Bank to the regulator.
Implementation of the Duties
of Compliance Director
In line with prevailing regulation,
responsibilities of DymFK of the
bank whose responsibilities include
compliance function, covers the
following:
1. Prepare of strategies to support
compliance culture of the Bank;
2. Propose compliance policy
8.
or compliance principles to
be decided by the Board of
Directors;
Determine system and procedure
of compliance that will be used to
prepare internal provisions and
guidelines of the Bank;
Ensure that all policy, provisions,
system and procedure, as well as
business activities conducted by
the Bank has been in compliance
with the regulations of the Bank
of Indonesia, Financial Services
Authority and the prevailing law;
Minimalize compliance risks of
the Bank;
Conduct preventive actions
to cause the policy and/or
decisions taken by the Board
of Directors of the Bank in line
with the regulation of the Bank
of Indonesia, Financial Services
Authority and the prevailing law,
including Sharia Principles for
Sharia Commercial Banks;
Conduct other duties related
with compliance function, among
others:
a. ensure the Bank’s compliance
to the commitment made
by the Bank to the Bank of
Indonesia and/or any other
authorised supervisory body;
b. conduct socialization to all
employees of the Bank on
the matters related with
the Compliance Function
especially on prevailing
regulations;
c. act as a contact person for
compliance matters of the
Bank, both internally and
externally.
Submit report to the Bank
of Indonesia, Financial
Services Authority regarding
implementation of duties of the
Directors whose responsibilities
include compliance function, that
shall include the following:
1. Working plan of compliance
as included in Bank Business
Financial
Report
Plan and consists of at least:
a. Internal guidelines
evaluation plan; and
b. Working plans to
support and/or maintain
Compliance Culture,
including socialization
plan of compliance.
2. Compliance report that
consists of at least the
following:pelaksanaan tugas
Fungsi Kepatuhan;
a. Implementation of
Compliance Function
duties;
b. Compliance risks that are
faced;
c. Potential compliance risks
that are predicted will be
faced in the future; and
d. Mitigation of compliance
risks that has been
executed.
3. Special report on policy and/
or decision of the Board
of Directors that based on
consideration of the Director
compliance function has been
deviated from the provisions
of the Bank of Indonesia,
and/or prevailing law, at least
consisting of the following:
1. The name of the Board of
Directors and their duties;
2. Date of decision on the
policy or activities;
3. Deviation activities that
have been committed;
4. Provision of the Bank of
Indonesia and/or law that
has been violated; and the
impact caused in short
term and mid term either
financially, disruption on
business continuity, as
well as degradation of
reputation of the Bank.
231
Key
Highlights
Management
Report
Company
Profile
Satuan Kerja Kepatuhan
Direktur Compliance & People
Management
Compliance
Division
GCG
Development
PS Analysis on
Implementation
and Measurement
Monitoring &
Supporting
Compliance
Supervision 1
Compliance
Supervision 2
PS Review
on Policy /
Provision
PS Analysis on
Monitoring
PS Analysis on
Compliance
Supervision
PS Analysis on
Compliance
Supervision
PS Analysis on
Operational
Assessment
PS System &
Suggestion
PS Analysis on
Monitoring
PKP Coord. KP
PKP Koord. KP
PKP KP
PKP KP
PS Analysis
on Strategic
Assessment
PKP Korwil
PKP Korwil
PKP Branch
PKP Branch
Compliance
System
Compliance
Assessment
SKAP
PS Analysis on
SKAP
Team Lead
PS TPAK
Working unit of compliance in the
Bank is a working unit with function
on supervision & assessment of
compliance, as well as monitoring
implementation of know your
customers principle as well as
Governance (GCG).
The functions of each section are as
follows:
GCG Development
Ensure the implementation of Good
Corporate Governance in line with
prevailing law and regulations.
Compliance System
Ensure implementation of review
of internal and external provisions,
socialization of compliance and
implementation of compliance
procedure.
232
Monitoring & Supporting
Ensure implementation of
administration implementation
process, internal and external
reporting, provision of devices and
logistic as well as development of
Compliance Information System.
Compliance Supervision
Conduct monitoring and supervision
of compliance aspect, either in
branch office or headquarter,
including supervision to the
compliance supervision.
Working Unit on Anti-Money
Terrorism Funding (SKAP)
SKAP is a special working unit (UKK)
which level of section in structural
is responsible directly to the
Compliance Director, but currently
is held on Compliance Group (CPG).
SKAP’s functions are to monitor and
ensure the implementation of AntiMoney Laundering and Prevention
of Terrorism Funding (APU and PPT)
in BSM in line with internal and
external provisions.
Compliance Assessment
Conduct assessment process for
compliance review to the object
of the review as decided by the
Committee. Assessment is made to
ensure that the object of the review
as decided by the Committee does
not deviate from the provision.
Management Analysis
and Discussion
Corporate
Governance
Efforts to Build Compliance
Culture
Compliance Culture is values,
attitude and actions that support
the creation of compliance to the
provisions of Bank of Indonesia
and prevailing law, including Sharia
Principles for Sharia Commercial
Banks and Sharia Business Units.
In the efforts to build Compliance
Culture, the Bank has done the
steps to support the creation of
compliance culture, among others as
follows:
1. Issuance of Compliance Charter,
namely strategic compliance
documents that consists of
guidelines, regulations, rules
and policy of the bank that must
complied by the staff of the bank;
2. Issuance of Compliance Policy,
namely series of principles
that are the outline and basis
of implementation plan of
compliance function of the bank.
3. Bank Compliance System,
namely supporting devices as
determined by the bank in form
of working standard / manual
and technology basis to support
implementation of Compliance of
the bank. Compliance system of
the bank covers the following:
a. Working procedure standard;
b. Availability of implementing
unit of compliance function of
the bank;
c. Availability of information
system on compliance
(supporting media to
implement compliance of the
bank).
4. Thinking Framework, namely the
way of thinking and attitude of
staff of the bank in implementing
daily duties to continuously put
upfront prudentially, compliance
to compliance, and avoidance
of deviation, no scarification of
quality over quantity, no misuse
of authority, no weakening of
internal control and no disregard
of compliance risk with excessive
exceptions.
Risk
Management
BSM implements risks management
integrated to achieve healthy
and sustainable development.
Based on PBI No.13/23/PBI/2011
regarding Implementation of Risk
Management for Sharia Commercial
Bank and Sharia Business Unit,
BSM must manage 10 risks, namely
credit risk, liquidity risk, market
risk, operational risk, legal risk,
reputation risk, strategic risk, and
compliance risk, investment risk,
and profit sharing risk. Guidelines in
managing the risk in all operational
activities of the bank is included in
written in Risk Management Policy
of the Bank.
BSM implement Enterprise Risk
Management (ERM) approach in
risk management through 4 (four)
pillars of risk management, namely
active supervision of the Board
of Commissioners and the Board
of Directors, policy, procedure
and implementation of limit,
risk management process, and
internal controlling system. Such
implementation of ERM is wished
to support business development
of the Bank optimally with
maintaining prioritizing prudential
principles. Implementation of ERM
is implemented through capital risk
management and risk management
for operational activities, with
supporting components namely
Organization & Human Capital,
Policy & Procedure, System & Data,
as well as Methodology / Model.
Financial
Report
Organization and Human
Capital
BSM is completed with
organization of risk management
that includes the following:
1.
2.
3.
4.
Risk Management Committee
Working Unit of Risk
Management
To support adequate risk
management process, the bank
has decided a clear qualification
for human capital for every level of
position related to implementation
of risk management. In addition,
consistently performing
improvement efforts of employees
competence through trainings,
certification, internalization
socialization, discussion forum,
internship or other program related
to risk management. Every level of
the bank must be able to understand
and manage the risk attached to the
activities performed well. In relation
to the matter, and to improve risk
awareness of the employees, Bank
has performed the following:
1. Risk Awareness Survey (RAWS)
The Bank has implemented
RAWS jointly with Bank
Mandiri as a parent company
in implementing risk
management in consolidation.
Implementation of RAWS aims
to:
a. Identify level of awareness
of risk management of
employees in various level of
working unit.
b. Describe how far the
employees understand
implementation of risks
management.
c. Provide direction in improving
awareness of risks in further
period.
2. Risk Management Certification
The role of human capital in
managing risks is very important
so the Bank continuously the
233
Key
Highlights
Management
Report
Company
Profile
Limit
competence of the employees.
One of the efforts of the Bank
to comply such matter is to
comply regulations of the Bank
of Indonesia, the Bank involves
the employees for competence
testing / certification of risk
management. Total employees
that have obtained risk
management certification in line
with required levels was 855
employees with the following
detail:
Certification
Level
Total
Employees
Level 1
437
Level 2
347
Level 3
45
Level 4
26
Total
855
3. Socialization and internalization
of risks management on training
program of employees. Every
employee must follow training
program in line with his or her
each duties. In addition, to
improve risk awareness, Bank
has decided risk culture to
be obligatory curriculum on
training program required for the
employees..
Policy and Procedure
Policy and procedure of the Bank
owned by the Bank are form of
guidelines for risks management
attached to the operational activities
of the bank. The Bank has policy
and procedure architecture, wherein
Risk Management Policy become
one of core policies that are the
basis of deciding basis for business
and operational policies as well as
any other operational procedure
standard.
The Bank decide risks limit that
covers as follows:
234
Limit
Credit
Risk
•
•
•
•
•
•
Inhouse BMPK
Termination of Financing
Credit Line
Sectorial & Product
Treasury Transactions
Financing Currency
Market
Risk
• Net Foreign Exchange
Position (PDN)
• Bank Notes
• Dealer
• Counterparty
• Savings with Special Nisbah
In 2014, the Bank made and
executed update of procedure and
tools in relation to implementation
of risk management among others
as follows:
1. Change of financing provision
2. Change of provision of
financing committee / handle of
problematic financing
3. Handling and follow up of
complaint of customers
4. Standardization of computer
software
5. Management of operational
risk of branch offices through
preparation of operational risk
profile
6. Financing Origination System
(FOS) for consumer financing
7. Portfolio guideline that covers
sectorial / product, economic
sector rate, and Risk Acceptance
Criteria (RAC)
8. Scoring of small financing
System and Data
The Bank has a Risk Management
Information System (SIMRIS) that
is a web-based application as a
data center of risk management
of the bank. One of SIMRIS part
is Operational Risk Management
Information System (ORMIS) with
functions as follows:
1. Identification and monitoring tool
for operational risk event
2. Early warning system of
operational risk potential
3. Database of operational risk loss
Operational
Risk
•
•
•
•
•
•
Inhouse BMPK
Termination of Financing
Credit Line
Sectorial & Product
Treasury Transactions
Financing Currency
Liquidity
Risk
• Net Foreign Exchange
Position (PDN)
• Bank Notes
• Dealer
• Counterparty
• Savings with Special Nisbah
The Bank has developed Business
Intelligence System (BI dashboard)
as tools of information provider
to support strategic decisionmaking. To maintain reliability of
management information system,
the Bank has done data cleansing
continuously.
Methodology / Model Analysis
The Bank has developed risk
measurement model by referring to
the best practice through qualitative
and quantitative approaches, among
others as follows:
1. Scoring / rating of financing
2. Value at Risk (VaR) model
3. Management Portfolio
4. Stress testing
5. Liquidity gap
6. Repricing gap
7. Measurement method of
probability of default
In addition to development of mode
and risk management analysis as
mentioned above, development
of risk management in the future
shall be focused on development
of methodology on value-based
management and development of
capital and liquidity management
analysis as anticipation of Basel III
implementation.
Management Analysis
and Discussion
Consolidation and Integration of
Risk Management with Parent
Company
To synergy and integrate
implementation of risk management
between subsidiary and parent
company (Bank Mandiri), the Bank
has consolidated risk management
implementation with the parent
company. The objective of such
consolidation other than to comply
with the provisions of the regulator but
also to satisfy internal needs because
the continuity of business of the bank
and the parent company cannot be
separated from risk exposure impact,
either directly or indirectly thorough
each business activities.
Consolidation of risk management
implementation includes consolidation
of accounting system and information
system of risk management, harmony
of policy and procedure architecture
of bank operational, tools of risk
management, risk profile assessment
of the bank, Risk Based Audit (RBA),
Risk Awareness Survey (RAWS),
Forum Enterprise Risk Management
(FERMA), Annual Risk Consolidation
Forum (ARCC), as well as consultation
/ internship of risk management
implementation in line with the bank
requirements.
Risk Management through
Capitalization
Risk management through
capitalization aims to ensure capital
adequacy of the bank to cover various
risks, especially credit risk, market
risk and operational risk. The Bank
implements measurement of capital
adequacy for credit, market and
operational risks as follows:
1. Credit risk to use standardized
approach
2. Market risk that uses standard
model, while internally the bank has
used value at risk
3. Operational risk that uses basic
indicator approach
Corporate
Governance
Operational Risk Through
Operational Activities
Risk management on operational
activities aims to manage the risk
in daily business activities so they
can run well and in line with the
determined risk appetite and risk
tolerance.
1. Management of Credit Risk and
Investment Risk
Credit risk resulted from
financing activities managed well
in transactional and portfolio
level. Management of credit
risk is prepared to maintain
independence and integrity of
risk assessment process as well
as diversification of credit risk.
The steps made by the Bank
to minimalize credit risk are as
follows:
a. Decide policy and operational
procedure standard for
financing to each segment of
financing.
b. Implement scoring system for
micro, small and consumer
financing
c. Determine level of industrial
sector to avoid financing
channeling to non-investment
grade industrial sector.
d. Implement watch list tools
as devices to monitor
debtor with a potential to
be downgraded or nonperforming financing (NPF).
e. Monitor and maintain
portfolio concentration
of financing on industrial
sector through sectorial limit
determination.
f. Determine Risk Acceptance
Criteria (RAC) on several
industrial sectors, namely
wholesale trading, food and
beverages trading, and retail
trading.
g. Determine inhouse limit for
Maximum Limit of Provision
of Fund (BMPD).
h. Determine exposure limit of
the 25 biggest debtors.
Financial
Report
i. Determine financing limit with
foreign currency.
j. Determine four-eye principle
in financing process.
k. Determine standardization of
Financing Analysis Note.
l. Implement structure
organization of working unit
of trouble financing handling
for each segment.
m. Centralization of NPF handling
in all area office with focus
on handling of NPF in certain
branch offices.
n. Implement stress test
financing portfolio.
Management Portfolio of the
Bank has Portfolio Guideline
as a method for credit risk
management, which consists of
Industry Classification (Rating),
Risk Acceptance Criteria (RAC)
and Industry Limit.
The Bank determines economic
/ industrial sector rate aiming to
channel financing in prospective
business sector and avoiding
channeling financing to the
sector with not really well
prospect. The Bank decides the
business sector that worthy to
finance based on sub sector of
economy / business field in 5
(five) classifications (industry
classification), namely very
attractive, attractive, neutral, less
attractive, and not attractive.
Channeling of financing mainly
done for business sector with
very attractive, attractive
and neutral ratings. Industry
Classification calculates several
factors among others industrial
prospect, bank expertise and
portfolio performance (yield and
quality). The Bank determines
the limit of financing portfolio on
each industrial sector that can be
vary as a step of diversification
in line with expected risk and
return level.
235
Key
Highlights
The Bank determines RAC as
industrial sector as the basic
criteria of the customers that
worthy to be processed further
as a debtor candidate. On every
initial process of financing,
the Bank initially ensures
the conformity between the
condition of potential customers
with RAC in relevant industrial
sector.
2. Management of Market Risk
The Bank implements clear
separation of functions between
front office, middle office and
back office in foreign currency
and securities transactions.
Business unites as front office
has a function to implement
treasury and investment
transactions. Risk management
unites as middle office has a
function to suggest limit system
and monitor market risk.
Operational working unit has a
function to settle a transaction.
Foreign currency and securities
transactions are made
automatically including with
adjusted limit. The Bank
monitors the movement of
exchange value and securities
prices through strict mechanism
thus management of portfolio
can be inline with movement of
such risk factors.
The steps done by the Bank to
minimize market risks are as
follows:
a. Determine the policy to
manage market risks
b. Determine market risk limits,
among others, limit of Net
Foreign Exchange Position
(PDN), bank notes limit
c. Calculate capital adequacy
to cover market risk by using
standardized model and
internal model (VaR)
d. Monitor movement of
exposure of market risk
regularly, monitor compliance
236
Management
Report
Company
Profile
of the Bank to the determined
obtainment and granting of
limit, among others Net
credit line from and to other
Foreign Exchange Position
banks
(PDN). As at 31 December
f. Monitor liquidity ratio
2014, PDN position of the
among others by monitoring
Bank was 2.37% or did not
financing ratio to third party
exceed the limit determined
fund, inter bank liabilities
by the Bank of Indonesia,
ratio, and secondary reserve
namely 20%. The Bank has
ratio
reviewed such limits for a
g. Implement periodical stress
number of times periodically
test for liquidity risk
or if there is any significant
h. Prepare weekly liquidity risk
change of condition
report
e. Analyze market risk attached
to a new product or activity
4. Management of Operational Risk
f. Implement stress test of
Management of risk is done
market risk
through separation for duties
g. Prepare weekly report on
and responsibilities, dual control
monitoring result of market
/ dual custody mechanism in
risk
implementation of transactions,
override/authorization function,
limitation of authorization to
3. Management of Liquidity Risk
access the system, employees
The Bank manages liquidity risk
education continuously, and
to maintain the well liquidity of
assessment process as well as
the bank. In 2014, the liquidity of
implementation of internal audit
the bank showed good condition
function.
as shown among others from
the FDR as at December 2014
that was 81.99%, with secondary
minimize operational risks are as
reserve for 17.39%.
follows:
a. Determine management
policy for operational risks
minimize liquidity risks are as
b.
Determine transaction limits
follows:
for branch and working
a. Decide and review
units operations excluding
management policy for
headquarter
liquidity risks
c.
Implement Operational risk
b. Determine liquidity risks
Management Information
limit, among others Minimum
System (ORMIS) to identify,
Obligatory Demand Deposit
monitor and mitigate
(GWM), maximum cash
operational risk/loss events
balance limit of branch
occurred to the Bank
offices, limit safety level
d.
Implement risk tools /
(secondary reserve) and
mode risk and control
deposing limits
self assessment (RCSA) to
c. Calculate core balance of the
identify, assess and mitigate
bank’s third party fund
operational risk done
d. Calculate liquidity adequacy
independently by working
of the Bank through cashflow
unit
and liquidity gap projection
e.
Develop risk tools/ model
automatically
key risk indicator (KRI) for
e. Maintain the access of the
early knowledge of risk event
Bank to money market
inter sharia banks through
Management Analysis
and Discussion
potentials
f. Conduct review of risk for
every new product or activity
plan that will be launched by
the Bank
g. Determine business continuity
management policy to
ensure operational activities
of the Bank are kept to be
functioned even though there
is any disruption (disaster)
to protect the interests of
stakeholders
h. Determine risk management
for information technology
through
1. Determination of
policy and procedure
of risk management for
information technology
related to standardization
of data communication
network devices and
software, management
of authorization to access
the system, development
of electronic banking
services from security and
accessibility sides, and
Disaster Recovery Plan
User Acceptance Test
(UAT) for every creation
or development
of new application
system to minimalize
failure potential in the
application system.
i. Establishment of internal
control organizations
(Operational Risk, Internal
Control & Compliance / ORCC)
in area offices
j. Determine Operational Risk
Profile (PRO) in Risk & Control
Self Assessment (RCSA) basis
in working units of the branch
offices
k. Implementation of PRO
among others is aiming to
ease the branch office in
managing their operational
risk (mapping the risks).
Through PRO, the branch
Corporate
Governance
offices identify and
measure their risk
exposure through decided
guidelines. Based on the
PRO, the branch office
prepares an action plan to
significant risk exposure
Stress Testing
Bank conducts stress testing to
assess its ability to face crisis
condition. In performing stress
testing, bank uses scenario of
change of significant market
indicator but plausible. Stress
testing is done at least quarterly.
Financial
Report
Composite level of risk profile BSM
was 2 or low to moderate with
inherent risk predicate of the bank in
entire was Moderate.
As of early 2014, the inherent risk
predicate relatively stays, namely
moderate but with a trend of
improvement. Quality predicate of
risk management implementation
was satisfactory.
In 2014, there was global and
regional conditions that impacted
the market indicators (i.e.
market profit sharing level and
exchange level) such as economic
development of European
countries that had not been
relieved yet, prediction of Fed
Fund Rate increase, high volatility
of money market, as well as
domestic issues such increase of
Oil Fuel price and inflation.
Based on stress testing made
by the bank, there was no loss
potential due to significant
market risk. Meanwhile based
on stress test made to the
financing portfolio, it showed
that there was potential of
quality downgrade of financing
compared to the position by the
end of 2013. To follow up such
stress test results, the Bank has
prepared contingency plan as
anticipation of crisis condition.
Risk Profile Assessment
Assessment of risk profile aims
to provide information to all
stakeholders on business risk
conditions faced by the bank. The
risk profile includes assessment
to inherent risk and effectiveness
of implementation quality of risk
management.
237
Key
Highlights
Management
Report
Company
Profile
Assessment result of each risk in
December 2014 based on selfassessment was as follows:
No
Risk Type
Inherent Risk
Level
Quality Level of
Management Risk
Implementation
Risk Level
1
Credit Risk
Moderate to
High
Fair
4
2
Market Risk
Low to
Moderate
Satisfactory
2
3
Liquidity Risk
Low to
Moderate
Satisfactory
2
4
Operational
Risk
Moderate to
High
Fair
4
5
Legal Risk
Low to
Moderate
Satisfactory
2
6
Reputation
Risk
Low to
Moderate
Satisfactory
2
7
Strategic Risk
Moderate
Satisfactory
2
8
Compliance
Risk
Moderate
Satisfactory
2
9
Investment
Risk
Moderate
Fair
3
10
Profit Sharing
Risk
Moderate
Satisfactory
2
Moderate
Satisfactory
2
Composite Level
Based on such risk profile, the Bank
has done strengthening efforts as
follows:
1. Credit Risk and Investment Risk
Improvement of business
process of financing for all
segments
a. Centralization of NonPerforming Financing (NPF)
handling in every area office
b. Implementation of scoring
for small financing for
underwriting process
c. Strengthening of four eye
implementation through
implementation of verification
function in retail segment
d. Improvement of SOP
Financing
238
2. Market Risk
a. Determination of limit Value
at Risk and loss limit
b. Monitoring of compliance
to the treasury transactions
limit
3. Liquidity Risk
a. Determination of maximum
cumulative outflow limit
b. Determination of liquidity
protocol
4. Operational Risk
a. Satisfaction of human capital,
especially for managerial
positions and marketing /
analyst of financing in branch
offices
b. Massive and continuous
trainings for front end,
middle end and back end
c. Establishment of internal
control organization (ORCC)
in area offices with function
to ensure operational risk,
control & compliance have
been effective in all branch
offices
5. Legal Risk
a. Use of external lawyer
services in assisting handling
of legal cases that contain
indemnity claim
b. Improvement of
understanding on legal
aspect in operational
through trainings
6. Reputation Risk
a. Improvement of settlement
services for customers
in accordance with the
prevailing service level
agreement (SLA)
b. Establishment of command
center to manage
publications related to
complaint of cases occurred
to BSM
c. Implementation of media
visit and media feeding
Management Analysis
and Discussion
Corporate
Governance
7. Strategic Risk
a. Overhead cost control
to avoid any exceed of
determined budget
b. Implementation of
performance management
system to monitor
achievement of performance
for each unit
Likewise with the plan to implement
liquidity standard in line with
Basel III, the Bank has assessed
and monitored regularly to ensure
the adequacy has in line with the
determined standards. Calculation
of short term Liquid Coverage Ratio
of the Bank showed a ratio far more
that the minimum limit for 100%.
8. Compliance Risk
Implementation of reminder by
system to the end user to avoid
any delay in reporting to the
regulator.
Risk Management
Development Plan
9. Profit Sharing Risk
Determination of financing price
protocol, development of step
up price feature development
and product development with
reviewable price.
New Regulations and
Anticipation of the Bank
OJK has issued provisions on
assessment of health level of banks
by risk-based bank rating approach.
The Bank has conducted 2
assessments in June and December
2014.
In 2014, OJK has also issued several
provisions aiming to strengthen
sharia banking, especially capital
aspect and liquidity aspect that
accommodate Basel III standard.
Core capital ratio to the ATMR as
at December 2014 has exceeded
the minimum percentage required
to be included in capital adequacy
ration in line with the risk profile of
the bank. However, the Bank still
prepared anticipation by planning
additional capital from the parent
company, either through capital
payment or assets participation
(inbreng).
Financial
Report
The Bank has harmonized risk
management development plan
with the growth and development
of business, external conditions
including new regulations. The
activities of risk management
development that will be done in
2015 among others as follows:
1. Updates of Risk Management
Policy
2. Strengthen of risk management
organization
3. Implementation of risk awareness
program for working unit in
supporting branch offices
4. Implementation of risk
measurement methodology in
form of commercial ratings
5. Development of risk management
information system through ERM
dashboard
6. Review of effectiveness and
improvement of business process
to strengthen end to end process
239
Key
Highlights
Management
Report
Company
Profile
Information
Technology
Working Program
The working program as
implemented in 2014 was directed
to support the working program
of the company to achieve
the “Corplan” program and
implementation of “New Core
Banking System” (NCBS) project
as well as perfecting the use of
information technology, which
covered the regular and strategic
working programs. The regular
working program of IT Division are
as follows:
a. Conducted support for branch
offices for updates of CBS date
b. Implemented setup parameters
product
c. Implemented data capacity
by archiving, back and cutting
database periodically
d. Conducted good administration
of ticketing for problematic
financing
e. Implemented operational SLA
for helpdesk with a focus on
operational handling based on
core and non-core
f. Performance tuning to support
the operations, among others
routing for branch, backbone and
backhaul connection, security
(NAC, ACS, wireless), upgrade
software, upgrade hardware, OS
and DB
g. Maintained the health of server
and database
h. Provided back up link for
transactions, remote outlet and
offices network (maintained
availability of network in line with
the SLA)
i. Provided additional devices to
satisfy capacity that supported
system performance
240
j. Supervised and controlled the
implementation of maintenance
works of devices by third party
Meanwhile, the strategic working
programs of IT Division were as
follows:
a. Enhancement (upgrade) of
CBS infrastructure in DC Plaza
Mandiri and Sigma Surabaya in
quarter III – 2014
b. Expansion of capacity (room)
for Data Center of BSM in Sigma
Surabaya in quarter III – 2014
c. Additional of capacity for CBS
storage for operational data
storage in quarter IV – 2014
d. Improvement of operational
SLA (daily COB) for core banking
system – iBSM in quarter IV –
2104
e. Developed continuous
e-banking features, among
others:
1. Revitalization of Mobile
Banking that included
addition of platforms and
new menu on the mobile
banking
2. Addition of “BSM Cash to
Cash” facility on BSMNet
Remittance and Web Service
3. Host to Host ATM BSM – BPR
f. Re-engineered IT environment
in stages, as follows:
1. Implemented transformation
process of Core Banking
System (CBS) by continuing
implementation of the new
CBS – iBSM stage II as well
as integration of non-CBS
application that can support
business development of
BSM.
2. Developed Business
Intelligence System to provide
strategic information that may
support the ease of business
of the Bank and decision of
management that included
strategic information on
financial performance and
healthiness of the bank and
internal report of the Bank.
3. Improved IT security devices
to support operations of BSM,
namely by implementing anti
phishing.
4. Developed Compliance
Information System (SIK) as a
working tool for compliance
unit and implementation of
compliance culture.
5. Developed GCG Information
System (GIS) as socialization,
implementation and
monitoring media for GCG
implementation in BSM.
g. Preparation of internal provision
as a part of handling and
mitigation of IT risk management
among others by preparation of
policy to measure performance
and capacity planning.
Management Analysis
and Discussion
1. Strategies In Facing Information
Technology Risks
a. Periodical reporting
to the Director whose
responsibilities include IT
project implementation
b. Implementation of Disaster
Recover Plan (DRP) testing
in partial (only on Internet
Banking) on 15 February
2014 and Full Disaster
Recovery Plan (DRP) testing
on 15 March 2014, in line
with the provisions of the
regulator that require the
bank to test the DRP at least
once in a year
c. Periodical assessment of
risk control / mitigation
implementation to the
information technology
assets at least four times in
a year
d. Periodical risk profile
evaluation (Risk Register)
in information technology
assets – basis at least
once in a year which then
reported to the Division
Director
e. Implementation of IT Risk
& Security Awareness
program, namely a program
to improve awareness of
stakeholders of security of
information. The method
used was socialization
through the media of email,
desktop wallpaper, intranet
wallpaper, and upload
of education material on
e-learning of Information
Security,
Corporate
Governance
f. Preparation and update
of internal provisions as
a part in handling risk
management.
g. Preparation of Business
Impact Analysis to obtain
understanding of critical
business in the bank as
well as of the impact to
the company if there is
any disruption on the
said business process.
Financial
Report
d. Development of BSM
Mobile Banking that can
be accessed in almost
all platform of mobile
devices/gadgets.
e. Continued the
“Corplan” program and
implemented the “New
Core Banking System”
(NCBS) to perfect the
use of information
technology.
2. Development of Information
Technology of BSM
a. Conducted penetration
testing to the system
and application of BSM
to find vulnerability of
the system, thus can
calculate and decide risk
level, risk impact and its
mitigation.
b. Development of Web
Application Firewall
to protect web server
from hacker attacks in
application level, thus
can well protect BSM.
c. Utilization of antiphishing services to
detect of any phishing
(stealing of data) of
customers through
website / domain similar
to BSM, thus may well
protect the customers.
241
Key
Highlights
Management
Report
Company
Profile
Significant
Cases
Legal cases are civil and criminal
cases faced by BSM during the
period of reporting year and have
been submitted to legal process.
Cases Faced By BSM in 2014
Legal cases faced by BSM in 2014 were as follows:
Case Principles
BSM Position
Status
Basyarnas Arbitration Tribunal based on decision No. 16/Tahun
2008/Basyarnas/Ka.Jak dated 16 September 2009 has decided
among others to punish the Bnak to return to PT AS a fund of
IDR 878,791,366 and other costs as long as such costs were
supported by disbursement evidences that have been verified
by Public Accountant Office on its accuracy, both originality
of the evidences and the amount of the costs which was
predicted at IDR11,647,310,116.
Defendant
In settlement process
For such decision of Arbitration Tribunal, the Bank has gone
through legal remedies of application for Cancelation through
Religious Court of Central Jakarta up to Review (PK) in the
Supreme Court.
The Supreme Court through its decision No.56 PK/AG/2011
dated 1 December 2011 declared to reject the Review
application submitted by the Bank.
PT AS submitted a new claim to the bank through the
District Court of Central Jakarta under the Case No. 404/
Pdt.G/2013/PN.JKT.PST by reasons that the Bank was not
willing to implement decision of Basyarnas No.16/Tahun 2008/
Basyarnas/Ka.Jak.
Further, the District Court of Central Jakarta through its
decision No. 404/Pdt.G/2013/PN.JKT.PST dated 11 February
2014 declared that the District Court of Central Jakarta was
not authorized to assess and adjudicate such case.
PT AS submitted an appeal to the Decree of District Court of
Central Jakarta No.404/Pdt.G/2013/PN.JKT.PST
242
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Case Principles
BSM Position
Status
dated 11 February 2014. To such legal remedies of PT AS, the
bank has submitted a contra memory appeal. Up to date, the
appeal application is still under examination of the High Court
of DKI Jakarta. On 31 December 2012 and 2011, the Bank has
established a reservation for loss estimation due to this legal
case in the amount of IDR12,000,000,000.
Defendant
In settlement process
PT AS has also reported suspicion of banking Crime to the
Bareskrim Polri No.LP/258/IV/2010/Bareskrim dated 12 April
2010. To such report, the police has issued an Investigation
Termination Letter (SP3) based on the letter of Director of
Economic and Special Crimes of Police of Republic of Indonesia
No.S.Tap/34c/V/2013/Dit Tipdeksus dated 16 May 2013
regarding termination of investigation.
Cases Faced by Subsidiaries
Up to 31 December 2014, BSM
has no Subsidiary and thus
cannot disclose any case faced by
Subsidiaries.
Cases Faced by Incumbent
Board of Directors
Up to 31 December 2014 there was
no case faced by the incumbent
Board of Commissioners and Board
of Directors of the Company.
Non-Halal
Income
Proceeds
Non-halal income and its use in
sharia banks must be disclosed in
annual report of implementation
of Good Corporate Governance.
It is regulated in SEBI No.12/13/
DPbS dated 30 April 2010 regarding
Governance fo Sharia Commercial
Banks and Sharia Business Units.
As a form of GCG implementation
in relation to non-halal income and
its use, BSM has internalized such
regulation in its Internal Circular
Letter (SE) No.13/009/UMM dated
27 June 2011 regarding the Use
of Social Fund of the Bank. The
internal SE of BSM regulates the
following provisions:
1. Partner Institutions, namely
social institutions with good track
record in social fund channeling,
with valid legal entity, and may
be used as a partner of the
bank in channeling social fund.
BSM has channeled social fund
through partner institutions with
good track record. In 2014, BSM
channeled its social fund through
Lembaga Amil Zakat Nasional
Bangun Sejahtera Mitra Umat
(Laznas BSM) under the Bangun
Sejahtera Mitra Umat Foundation.
As a form of GCG implementation
and to avoid conflict of interests,
the disbursement or channeling
of Social Fund shall not be done
to:
a. Institutions wherein the
Manager of the Bank (the
and the Board of Directors),
Sharia Supervisory Board of
Executive Officers of the Bank
serves in the management of
such institutions
b. Individuals or entities
which management have
family relationship with the
Management of the Bank,
Sharia Supervisory Board or
Executive Officers of the Bank
243
Key
Highlights
2. Non-Halal Income
Non-halal income become the
source of fund of social fund of
the Bank that consists of the
following:
a. Ex Penalty Social Fund,
namely the fund sourced from
penalty fund of installment
payment or other penalty
related to transactions
between the Bank and third
party
b. Ex Demand Deposit Services
Social Fund, namely social
fund sourced from demand
deposit received by the
Bank from placement in
conventional banks
c. Other Social Fund, namely
social fund resulted from
commissions, fees, or other
income in any other form
from the Bank’s partners
excluding the income that is
entitled to be received by as
management decision.
Information of the use of non-halal
fund can be seen in Corporate
Social Responsibility Section of the
Company (page 250).
244
Management
Report
Company
Profile
Internal
Policy on
Gratification
Control
Commitment of BSM in GCG
implementation is included in the
internal policy on gratification control
/ anti-corruption as follows:
No
BSM Internal Provision
Regarding
1
Joint Decision between the Board
of Directors and the Board of
Commissioners of PT Bank Syariah
Mandiri No.4/002/DIR.KOM dated
26 November 2002
Code of Conduct (CoC)
2
SE No.8/018/UMM dated 11
December 2006
CoC Poster
3
January 2009
Prohibition To Working Unit of Branch Office
To Give Souvenir / Gift to Any Member of
The Board of Directors And/Or the Board of
Commissioners of The Bank Who Execute Office
Travel And/Or Tri
4
SE No.9/013/UMM dated 27 July
2007
Obligation For Head of Branch Office /
Head of Working Unit of Financing in Giving
Prohibition Letter of Prohibition To Give Gift /
Compensation / Parcel In Any Form Related To
Disbursement of Financing
5
November 2010
Implementation of Bank of Indonesia
Regulation (PBI) and Circular Letter of Bank
of Indonesia (SEBI) regarding GCG for Sharia
Commercial Banks
6
December 2010
GCG Charter
7
June 2013
Policy on Anti-Money Laundering and
Prevention of Terrorism Funding
8
June 2013
Standard for Controlling Operational Procedure
of Anti-Money Laundering and Prevention of
Terrorism Funding
Management Analysis
and Discussion
Code of
Conduct
Existence of Code of Conduct
Code of Conduct (CoC) is a part of
or description of GCG in practice
in form of code of conduct for all
staff of BSM to the Stakeholders.
CoC is aimed as a guideline to have
a Islamic / shar’i, professional,
responsible, fair, appropriate and
trustable attitude for all staff of the
Bank in connecting for business
relationships with customers,
partners or colleagues.
CoC guidelines of the Bank is
currently in finalization process of
updating in line with development
of BSM that became bigger. The
update is related to the provisions of
CoC that are no longer relevant and
certainly to complete satisfaction
to the integrity and professional
requirements from the staff of BSM
and thus CoC implementation can be
maximum.
Code of Conduct Aspects
Implementation of code of Conduct
in the CoC consists of the following
aspects:
Conflict of Interests; the staff of
the Bank must know and avoid any
activities that may cause a conflict of
interests.
Misuse of Position; the staff of the
Bank are prohibited to misuse their
authorization and take profit either
directly or indirectly in relation to
business activities of the Bank for
individual, family or other party’s
benefits.
Corporate
Governance
Confidentiality; the staff of the
Bank must keep confidential
information only for internal use,
customers data and understand
the procedure of dissemination of
information to any other party.
Insider Actor; the staff of the
Bank who has any confidential
information is prohibited to take
profit for his/her own individual,
family or other party.
Integrity and Data Accuracy; the
staff of the Bank is prohibited
to cheat in manipulating data or
information to be taken for the
benefits of his/her own individual,
family or any other party and must
submits reporting data accurately.
Integrity of Banking System; the
staff of the Bank must suspicious
and execute preventive actions
and must not involve in the
activities that may weaken the
integrity of banking system.
Employees Account Management;
employees accounts must be
managed well without any misuse
of accounts for unfair transactions.
Annual Disclosure; the staff of
the Bank, especially at least in the
level of officer must fill annual
disclosure on the implementation
of annual Code of Conduct.
La Risywah Statement; the staff
of the Bank and affiliated parties
of BSM must not receive any gift/
compensation and parcel in any
form from customers / partners
/ any other third parties. The
prohibition shall be mentioned
in form of statement letter in
customers financing process as
well as Code of Conduct posters
that must be placed in strategic
locations.
Financial
Report
Distribution of Code of Conduct
Code of Conduct implementation
must be done consistently by
involving active participation
from all staff o the Bank thus its
implementation can be done
optimum.
Introduction to CoC must be given
to new employees on the signing of
employment contract that the staff
o fthe Bank must not receive any
compensation / gift in any form from
customers or partners of the Bank.
In addition, new employees must
obtain more understanding on the
CoC in sharia banking class.
Financing process of customers
must attach a statement letter
signed by the customer at the
time of financing contract that
no compensation/gift in any form
shall be given to the staff of the
Bank. Financing process must also
be completed by satisfaction of
requirements of approval sheet from
the Board of Commissioners for
disbursement of fund to Affiliated
Party.
To provide opinions related to
activities of working units that may
cause a conflict of interests.
Develop core behavior of shared
values of BSM ETHIC (Excellence,
Teamwork, Humanity, Integrity,
Customer Focus) in every morning
prayers by the staff of the Bank.
This matter is required to improve
awareness of the staff of the Bank
to continuously work in compliance
and full responsibility as well as
professionally.
245
Key
Highlights
Enforcement Efforts of Code of
Conduct
BSM implemented enforcement to
the Code of Conduct by periodical
monitoring of enforcement and
provision of facilities for any report
of violation of the Code of Conduct.
The employees may report
suspected violation of Code of
Conduct through Whistleblowing
System mechanism. The complete
description of the Whistleblowing
System can be found in the
Description on Whistleblowing
System below.
Implementation and enforcement
efforts as well as perfection of
code of conduct of BSM are
made in good faith by the staff of
BSM continuously to support the
enforcement of code of conduct in
BSM in form of action, commitment
and attitude that include as follows:
1. Statement of Compliance to the
Code of Conduct of BSM
To effectively implement Code
of Conduct, the employees
of BSM must read well and
accurately as well as understand
and implement the Code of
Conduct of BSM earnestly.
It is strengthened with the
requirement to sign “Compliance
Statements of BSM Individuals”
to the Code of Conduct.
2. Commitment of Management
Confirmation of commitment
from the management of BSM
in relation to the commitment
of BSM to not receive and/or
ask any gift or parcel in any form
and any reason from customers,
debtors and any working
partners or other third parties.
246
Management
Report
3. Annual Disclosure
Each staff of BSM must prepare
annual disclosure related to
compliance to the code of
conduct of BSM each year.
4. Integrity Pact
In executing cooperation relation
with partner / working partners
in goods and/or services
procurement, there must be an
integrity pact as a commitment
to implement GCG principle in
implementing the cooperation.
5. Awareness Program
Induction program of Code
of Conduct of BSM is done
to new employees through
training programs held by
Learning Center of BSM as
well as socialization of policy
continuously and consistently,
among others through anti-fraud
strategy of BSM, working culture,
GCG, Compliance culture,
services culture, as well as article
publication on code of conduct
in ETHIC BSM magazine.
Company
Profile
relationship as well as legal
proceeding if the violation is
classified as serious violation,
such as risywah and fraud.
8. Anti-Fraud Commitment
Anti-Fraud Commitment is a
basis in preparation of every
policy, provision as well as
rules to be implemented in
operational activities of BSM
that include implementation
of GCG principles, risk
management and internal
controlling system. Preparation
of anti-fraud statement shall
be made by preparation of
anti-fraud commitment by the
Board of Directors and the
Board of Commissioners of
BSM as well as commitment
of employees in each working
unit.
Disclosure on Corporate
Culture
BSM has the Corporate Culture
called the BSM Shared Values.
The BSM Shared Values is ETHIC
6. Distribution of Guidelines of Code (Excellence, Teamwork, Humanity,
of Conduct
Integrity and Customer Focus).
The management of BSM
is obligated to ensure that
Excellence: To strive for perfection
all employees of BSM has
through integrated and sustainable
received, read and understand
improvements.
the Guideline of Code of
Conduct as included in the Joint
Teamwork: To develop synergized
Decree Letter of the Board of
working environment.
Directors of BSM in relation to
Humanity: To uphold religious
the code of conduct of BSM.
humanity values.
7. Sanctions for Code of Conduct
Violation
BSM implements firm sanctions
for each violation of Code of
Conduct provisions committed
by the employees. The sanctions
can be in tiered, namely
initiated with verbal warning,
then written warning, up to
termination of employment
Integrity: To understand and
comply with professional code of
conducts as well as commendable
thinking and attitude.
Customer Focus: To understand
and satisfy the requirements of
customers (external and internal)
to make BSM to be a trustable and
profitable partner.
Management Analysis
and Discussion
The employees of BSM are
continuously required to have
professional attitude, discipline and
high commitment in supporting
the development of sharia banking
industry especially BSM, to create
the Corporate Culture that may
contribute multiplier effect benefits
to the business performance
and development of BSM. The
management of BSM provides
opportunities to the employees to
achieve such requirements in form
of learning culture through:
1. Creation of sustainable learning
opportunities; tiered education
system, banking academy
2. Promotion of want-to-know
attitude and dialogue; morning
prayer forum, coordination
meetings, office visit, online
position forum
3. Support collaboration and group
learning; working committee,
active e-learning, study
group, community of practice,
community of interests
4. Creation of system to picture
and distribute education; KM
Portal, e-learning
5. Utilization of employees
to achieve joint vision;
redefining and strengthening
the fundamentals of BSM,
implementation of 4DX,
performance management
6. Connection of organization with
its environment; project Saturn,
active roles in associations
7. Provides role model for learning
(leadership); sharing session.
Corporate
Governance
Financial
Report
Whistleblowing
System
As a form of commitment of the
Bank in implementing the bank’s
operation in accordance with
banking standard that is healthy
and implementing a well operation
of GCG, the Bank prepared a
whistleblowing system. This
system is a reporting system that
enables every party to involve
in prevention efforts and early
detection of violation actions in
BSM.
Policy and Scope of Report
BSM has own the policy that
governs the whistleblowing
system as a system that facilitates
stakeholders to submits any report
on suspicion of violation of good
corporate governance principles
and shares values of the Bank.
Scope of the policy includes policy
of the Bank related to settlement
of violation report, scope of
violation, reporting principles,
facilities and mechanism of
reporting, mechanism of reporting
settlement, confidentiality and
appreciation to the reporter, as
well as mechanism of publication
and socialization.
The Party Who Manages The
Report
The Bank determines the Working
Unit of Internal Audit to manage the
report from all parties, either from
internal and external of the Bank.
Submission of Violation Report
BSM provides facilities / media
for violation reporting that can be
submitted through:
1. Telephone
2. Mail
3. Email
4. B-Wise
B-Wise is an IT-based (webbased) reporting at the
following address: http://bwise.
syariahmandiri.co.id
5. CEO Line
CEO Line is a direct reporting
facility to the President Director
of BSM.
Protection to the
Whistleblower
BSM is committed to provide
maximum protection to the
whistleblower. In relation to this
matter, BSM provides the following
guarantees to:
1. Keep in confidential of identity
of the whistleblower and the
material of the report.
2. Obtain protection from the Bank
of any adverse treatment, such
as unfair termination, demotion,
abuse /discrimination in any form
and adverse note in individual
data file.
247
Key
Highlights
Management
Report
Company
Profile
Mechanism of Violation
Reporting System
BSM is obligated to receive and
follow up all report of deviation/
violation allegation with the
following mechanism:
Whistleblower
Compliance
Division
President
Director
Starts
A
B
Preparing
Report
1
1. Direct Report
2. Telephone
3. E-Mail
4. Letter
5. B-WISE
6. i-Blow
7. Fax
Follow Report to
IAD
Follow Report to
IAD
2
i-Blow
3
Ceo Line
Reporting Management
Allegation of violation
report can be submitted
through the various available
reporting media, among
others: telephone, email,
mail, facsimile, direct report,
web based reporting system
(B-Wise) as well as CEO Line.
The report must be addressed
to the Internal Unit of Audit &
Anti-Fraud. All received reports
through reporting media will be
documented and followed up
by the Internal Audit Unit.
13
Coporate
Branding
14
Coporate
Branding
Number of Violation
Reports in 2014
In 2014, Working Unit of
Internal Audit received 174
reports. From 174 reports, 159
of them have been audited /
investigated and 15 of them
are still in process of audit /
investigation.
248
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Internal Audit & Anti Fraud Division
whistleblowing
Auditor Analysis
Explanation
Investigator
C
Initial
Information
Review
B-WISE
4
5
Evident
Analysis
10
6
A.
No
Adequate
Evi
7
Investigation
Adult
B Yes
A
Clerk
Adequate
Eligible
8
11
Executive
Summary
Preparation
B No
12
Documentation
or Continue
Exsum to BOD
9
15
Finish
249
Key
Highlights
Management
Report
Company
Profile
Corporate
Social
Responsibility
Introduction
As a form of implementation of
corporate social responsibilities,
BSM consistently shows its high
commitment to continuously
develop and grow with the
surrounding communities
wherever a working unit is
operated.
The expected development
is a development with
certain quality and capable
to balance the performance
achievement as calculated
through profit achievement
with the achievement to keep
the environment and the
achievement to develop the life
of communities surrounded the
operational areas.
To ensure the qualified
development, BSM plans and
implement various programs that
include all aspects of operations
and aim to achieve the
expectation of all stakeholders.
For BSM, implementation of
social responsibility is a social
investment through deepening
of reciprocal relationship with
surrounding communities as
well as cooperation with various
parties such as the government,
non profit organization (NGO),
mass organization, etc. In
implementing the CSR, BSM
cooperates with Laznas BSM .
partner institutions in channeling
zakat fund of the company and
implementation of humanity
250
Mushalla Bank Syariah Mandiri in Pananjakan peak of Mount Bromo, East Java
programs. Working guidelines for
implementation of CSR programs
is Cooperation Agreement (PKS)
between BSM and Laznas BSM
No.12/410-PKS/DIR No.09/001/
LAZBSM/DIR dated 12 November
2010 regarding Disbursement of
Zakat and Fund Program.
Considering the importance of this
social investment, BSN shows its
commitment to the achievement
of corporate mission related to
the social responsibilities through
implementation of relevant
strategic program, aiming to:
Create balance relationship
between the company and the
community.
• Assist the growth and
development of small business
and cooperation that are
independent, strong and with
competitive power, as well
as capable to improve their
provision of employment
through professional
management.
• Develop supervision pattern for
small business and cooperation,
that have the potential to
provide long-term reciprocal
relationship with the business
of the Company through
disbursement of partnership
funding and sustainable
supervision with upholding
balancing, independent,
professional and ethic aspects.
• Participation in environmental
preservation programs and
assistance on the improvement
of life quality of community that
includes education, health and
prosperity.
To ensure achievement of strategic
objectives of the implementation
of CSR programs, BSM continuously
develops the programs by
considering positive impacts for all
stakeholders and the continuous
benefits of the implementation of
the programs to the growth and
development of independency of
the surrounding communities.
Through triple bottom lines
approach that include economic
indicators, environmental indicators,
and social indicators, it is expected
that the existence of BSM can
benefit not only the Shareholders
but also a wider stakeholders,
namely customers / consumers,
Management Analysis
and Discussion
communities and environment.
In other words, BSM work on its
best efforts to maximize corporate
profit in line with its objective to
provide maximum benefits to the
people and the planet.
BSM believes that the holistic
approach will support the
achievement of sustainable
development, namely
development activities done
to meet the needs of current
generation without scarifying the
needs of future generations.
In implementing the business
wheels of sharia banking, the Bank
has also implemented various
corporate social responsibilities as
a reciprocal from the implemented
business process. The form
of the CSR, among others to
the employees, consumers
/ customers, communities
(stakeholders other than the
customers, and surrounding
environment.
Basis of CSR Implementation
CSR implementation of BSM refers
to the following basis:
• Law No. 40 of 2007 regarding
Limited Liability Companies
Corporate Social and
Environmental Responsibilities
is a commitment of the
Company to active and to
participate in the sustainable
economic development to
improve life quality of and
environment that benefits, not
only for the Company, but also
for the relevant community
and people in general.
• Law No. 25 of 2007 regarding
Capital Investment
Every investor is required to:
-- Implement corporate social
responsibility.
-- Respect cultural tradition
Corporate
Governance
Financial
Report
of surrounding community
development, This spirit is a basis
wherein the business activities
for BSM as a joint entity with
of the investor is located.
the community. For example:
-- Elucidation of article 15
scholarship for poor students,
point b: “corporate social
assistance for construction of school
responsibility” refers to the
/ Islamic school (pesantren), charity
responsibility attached to every
for natural disaster, etc.
invested company to create a
3. Prosperity (Economic
relationship that is in harmony,
Empowerment) is Supervision
balance and in line with the
and development of economy of
values, rules and culture of
the community through capital
neighborhood communities.
assistance, improvement of
competence, and provocation
of entrepreneur souls. For
Objectives of CSR
example: BSM-ized of Culinary
Implementation
Area, assistance for trainings and
BSM views CSR as a contribution in
capitalization for small business,
sustainable economic development,
etc.
to assist in improving and protecting
the health of the communities, and
Structure of CSR Management
provide attention to neighborhood
To achieve well management of CSR
environment in line with the
activities and provide maximum
implemented business ethic. BSM
results, BSM established an
believes that implementation of
organization to handle CSR activities,
CSR will provide many benefits
which is attached to the Corporate
for BSM. The achievement of CSR
Secretary.
implementation in long-term is
believed affecting, especially on the
trust development aspect, creation
Source of Fund for CSR
of harmony and improvement
Budget
of reputation that in the end will
BSM is committed to continuously
affect the creation of added value
improve its attention to stakeholders
that supports the stabilization and
either from economic side, social
development of business of the
or environmental side through the
Company.
implementation of budget allocation
policy for CSR that considers
Concept of CSR BSM
compliance and fairness principles.
CSR of BSM is based on the following Increase of scope of benefits can be
3 (three) pillars:
shown with the increase of CSR budget
1. Spirituality (Character Building)
year per year.
is a Foundation that spirited BSM
in its activities, namely on behalf In 2014, BSM has disbursed the
and for Allah SWT (vertically)
following CSR fund:
and jointly with people (ummah) 1. Corporate CSR Fund (a part of
to develop a noble civilization
promotional budget). The budget
(horizontally). For example:
in 2014 was IDR 120 million and in
assistance to build masjid/
2013 was IDR 250 million.
mushalla and its supporting
2. Social Fund (Non-Halal Income) of
facilities, assistance in dawah and
BSM: sourced from fines, grants /
religious activities, etc.
hibah, non-halal income and other
2. Nationalism (National
social fund collected by the ACG.
Social Fund amount n 2014 was
Contribution) is Creating for the
IDR 35.35 billion or an increase of
State, which is a commitment of
25.82% compared to 2013 that was
BSM in living the independence
IDR 28.09 billion.
as well as participated in
251
Key
Highlights
Management
Report
3. Corporate Zakat Fund: zakat fund
of BSM was disbursed through
Laznas BSM in the following
amounts:
a. Financial Year 2012 for IDR
28.13 billion
b. Financial Year of 2013 for IDR
22.66 billion
4. Zakat amount of the company in
2014 was IDR 2.81 billion.
CSR Programs
CSR Programs of BSM are divided to
be 4 (four) core fields, namely CSR in
Environmental Field, CSR Related to
Social Development and Partnership,
CSR Related to Employment and
Employment Health and Safety, and
CSR related to Customers.
CSR Related to Development
of Social Partnership and
Environment
1. Synergy with Laznas BSM
A form of corporate social
responsibility in social and
partnership development is done
in synergized with Laznas BSM
and implemented, among others,
in the following programs:
Company
Profile
3. Simpati Umat (Ummah
Sympathy)
a. Health
In form of assistance
to required parties in
health fields, including
its facilities and
infrastructures.
b. Natural Disaster and
Environment
Assistance to anticipate
emergency condition
and active in reducing
the impact of social
disaster. Active in
participating in repair
or improvement of
life quality in wide
perspective.
1. Mitra Umat (Ummah
Partner)
a. Micro Business.
Supervision,
development
and economic
empowerment of
ummah through
assistance on capital,
trainings and individual
assistance of business.
b. Micro Community
Supervision,
development
and economic
empowerment of
ummah through
assistance on capital,
trainings and business
assistance for LKMS.
2. Didik Umat (Ummah
Education)
To provide education
assistance (scholarship) to
those who are in need and
to work on sustainability
of learning activities. This
assistance includes learning
facilities and infrastructures.
Table of Zakat Disbursement Data of the Company by Laznas BSM
Year
2012
2013 2014
252
Program
Million
Rupiah
Disbursement Area (BSM Area Office Million
Rupiah
Receiver of Benefits
2
3
4
5
People
Institutions
Didik
6,416
1,155
2,246
1,604
962
449
2,130
30
Mitra
1,750
438
560
315
263
175
815
15
Simpati
6,417
1,604
2,053
1,155
963
642
3,876
30
Total
14,583
3,197
4,859
3,074
2,187
1,266
6,821
75
Didik
5,754
1,103
2,104
1,379
732
436
2,010
35
Mitra
4,603
829
1,197
921
1,105
552
2,321
38
Simpati
8,821
2,205
2,823
1,588
1,323
882
5,543
43
Total
19,178
4,137
6,124
3,887
3,160
1,870
9,874
116
Didik
12,517
1,467
5,357
2,507
1,773
1,413
4,078
79
Mitra
6,411
765
990
1,687
2,189
780
3,105
73
Simpati
11,601
2,900
3,712
2,088
1,740
1,160
7,452
55
Total
30,529
5,132
10,059
6,282
5,702
3,353
14,635
207
Management Analysis
and Discussion
Corporate
Governance
2. Economic Empowerment
Economic empowerment aims
to create efficient, healthy and
independent small business,
then the small business may
be able to be a core element of
people economy power that may
give great contribution to the
national economy development.
Financial
Report
3. Environment and Philanthropy Programs
Corporate social responsibilities of BSM
are implemented in environmental and
philanthropy activities as follows:
• Education and Training Activities
These activities are held in form
of provision of scholarships for
the students of elementary school
up to College. The numbers of
the students who received these
assistances are as follows:
Receiving Numbers
No
Activities
Area
Institutions
Individuals
Schools/
Universities
Foundations
1
Scholarship Assistance for
Elementary, Juneor and High School
Indonesia
4,850
56
21
2
Scholarship Assistance for College
Students
Indonesia
1,049
52
11
3
Education Assistance
Indonesia
1,033
30
16
6,932
138
48
TOTAL
• General Facilities Assistance
Meanwhile, assistances for general facilities
are as follows:
No
Activities
Area
1
Assistance for education facilities
and infrastructure
Indonesia
TOTAL
Receiving Number
Nominal (Billion Rupiah)
36
1.24
36
1.24
• Assistances for Clean Water and Sanitation
A form of caring from BSM was also
implemented through assistance for
sanitation and repairmen of clean water
channels as distributed throughout
Indonesia such as sanitation in praying
locations, local government offices, and
other places with the disbursed costs of IDR
2.62 billion.
253
Key
Highlights
Management
Report
Company
Profile
CSR related to Employment and
Employment Health and Safety
4. Environmental Program of
Institutions
BSM granted its assistance
in relation to environmental
activities to, among others, the
following institutions:
No.
Environment
1
Assistance for RSUD Waste Cans
2
Assistance for Ornamental Plants Cultivation & Pot
Nami Farm Cipanas A373886
10,000,000.00
3
Assistance for Business Capital for Waste Bank of
Pondok Sejahtera Yayasan Harapan
10,000,000.00
4
Assistance for RSUD Waste Cans
5
Assistance for waste motorcycle procurement in
Ciracas District
10,000,000.00
6
Assistance for waste motorcycle procurement in
RSUD Sulthan Radja
28,900,000.00
7
Assistance for flowerpots in Jalan Protokol of
Branch Office Palembang
50,000,000.00
8
Assistance for Waste Cans in Kepulauan Meranti
Regency of Supporting Branch Office Selat
22,500,000.00
9
Assistance for 1 waste motorcycle in Ponpes Al
Ittihad Branch Office Cianjur
30,500,000.00
Sub Total
BSM hasl also assisted
renovation of houses in
Cibinong, Bogor, Ponorogo and
Klaten with a total costs of IDR
118,572,600.00
5. Green Office Program
BSM implements Green Office
program through corporate
policy to implement various
savings, such as paper saving
with maximize the use of email
(soft copy), use of used papers or
double side printing, electricity
saving and water saving through
socialization and advices. This
program can contribute real
benefits such as decrease of
operating costs, improvement
of efficiency, as well as
improvement of corporate
image.
254
(Rp)
7,000,000.00
7,000,000.00
175,900,000.00
1. Employment Health
The policy on employment
health is stipulated under the
Circular Letter (SE) No.12/007/
SDI dated 8 April 2010 regarding
Health Facility of PT Bank Syariah
Mandiri, with the following core
provisions:
• Provision on health facility
for temporary employees,
permanent employees and
their children.
• Health facilities include
inpatient, labor, outpatient,
general check up (GCU), and
overseas medication.
• The Bank’s concerns to the
health of the employees can
be seen from the allocation
of fund for health/medication
costs for the employees
that continuously improved.
Medication costs increased for
9.07% from IDR 35.6 billion in
2013 to be IDR 38.8 billion in
2014.
The policy on Contingency Plan is
stipulated under SE No.13/009/
OPS dated 28 April 2011 regarding
Contingency Plan Core Banking
System with the following core
provisions, among others:
• Organizations of crisis
management of headquarter
and branch offices.
• Implementation of operations
during disaster. This policy
is aiming to ensure that the
operation of the Bank can be
continuing during disaster.
Management Analysis
and Discussion
2. Employment Safety
Guidelines on the employment
safety, is regulated under the
Guidelines of Employment
Management (Manual Procedure)
Chapter II, Sub-Chapter
B. Maintenance of working
environment No. MP/SI/PK/2/02,
with core provisions, among
others, as follows:
Conduct periodic evaluation to the
working environment, especially
on:
• Completeness and
appropriateness of working
facilities and environment.
• Cleanliness of working
environment.
• Appropriateness of working
space layout.
• Completeness and
appropriateness of security
facilities
The Manager shall make a
memo or fill a form by using
the check list (Form: MP.DHC.
II.2.1) and record the working
environment / office facilities
that are no longer appropriate
/ must be equipped. Should
there is any inappropriateness /
incompleteness of facilities, then
an evaluation shall be done and
suggested to the Division Head.
3. Turn Over of Employees
The number of organic employee
in 2014 was 9,527 persons.
Comparing to the total employees
in 2013 that was 9,513 persons,
turn over level in 2014 was 793
persons or 8.23%. This turn
over has no significant impact
on the financial performance
Corporate
Governance
Financial
Report
and the entire performance of
the company. Considering, the
domination of turn over happened
on implementing employees in
front line (front liners) whose
employment period was less
than 3 years, and the source to
replace them were availably in
employment market.
Table of Turn Over of Employees
Position Level
Year
2012
%
2013
%
2014
%
Senior Manager
2
0.3
5
0.53
6
0.48
Manager
4
0.6
29
3.08
40
2.73
Officer
107
14.8
211
22.42
141
18.11
Operator
612
84.5
692
73.54
604
78.43
1
0.1
4
0.43
2
0.24
726
100
941
100
793
100
Basic Employees
Total
CSR related to Responsibilities
to Consumers
The Bank continuously uphold the
consumers’ satisfaction by providing
the best services. The Bank doe
not only sell banking products
that are secure and benefits the
people, but also provide maximum
protection to the consumers (product
responsibility).
The form of commitment of
the company to the consumers’
protection includes, among others:
Customers Savings Protection
Guarantee, Customer Care,
Customers Engagement and Services
Improvement Program.
255
Key
Highlights
Including among others:
1. Policy in form of Customers
Savings Protection Guarantee
The trust of the public to the
banking industry is a key to
maintain stability in banking
system. This trusts born if there
is any legal certainty in the rules,
supervision of the bank and
guarantee of customers’ savings
of the Bank. As regulated under
the Law No.24 of 2004 regarding
Savings Guarantee Institution
(LPS), BSM provides protection
guarantee from the money saved
by the customers through the
Savings Guarantee Institution.
Management
Report
f. Development of complaint
management system.
g. Provision of monitoring
program for services standard
implementation through on
site and on desk.
3. Customers Engagement Program
Other activities engaging the
consumers as an effort to
improve services quality among
others as follows:
a. Sahabat BSM (Customer Get
Customer)
b. BSM Fantasi (Prizes)
c. BSM Brand Awareness –
Spekta / Outlets (Direct Sales
event held indoor/outdoor
2. Activities executed to improve
with various themes)
services quality provided to the
d. Gebyar (Gathering with
consumers, the Banks implements
Customers in biking, fun walk
the following programs:
and aerobic activities)
a. Preparation of updated
e. iBvaganza (education
services guidelines in line
program of sharia banking to
with the requirement and
Indonesian customers)
expectation of customers
f. Direct gift for fresh fund of
b. Implementation of Service
regular customers
Quality Assurance (SQA)
g. Priority Gathering (Gathering
consistently in branch offices,
event for Priority Customers)
namely communication forum,
h. Customers Visit in form
role play and morning briefing.
of employees visit of
c. Forum Service Champion
Headquarters to major
Officer (SCO), which is a
individual or institution
debriefing to SCO officers
customers in Branch office.
in branch offices who are
responsible for implementation
of services standard in Branch
offices.
d. Improvement of guidelines and
services tools, among others:
simplification of account
opening application form
and cash deposit transaction
slip, sales kit of products
and preparation of script
transaction between CS and
Teller.
e. Improvement of competence
for employees, through CS
and Teller certifications, prime
services trainings, service
leadership training and services
guest speaker trainings.
256
Company
Profile
4. Customer Care
BSM has established a customer
care that can be accessed
through various lines, among
others as follows:
a. BSM Call Center, operated for
24 hours through phone call
to 14040 or (021)29534040;
b. Email to [email protected];
c. Customer service in the
nearest branch offices.
Management Analysis
and Discussion
5. Settlement Mechanism for
Customers Complaint
Through customer care, Bank can
immediately respond incoming
complaints wisely.
a. BSM has established the
Service Quality Management
& Customer Care (SQM & CC)
under the Culture & Customer
Care Group, which focuses
on monitoring customers’
complaints. Customers’
complaints can be submitted
through all branch offices by
filling the form of request
/ complaint that can be
regulated separately in
internal regulation of the
Bank or the customer may
also submit his/her compliant
through BSM Call.
Corporate
Governance
Financial
Report
b. F ollow-up mechanism of
customers’ complaints:
-- The customers can submit
his/her complaints through
branch offices or BSM Call;
-- The branch offices or
BSM Call shall input the
complaint submitted
by the customer in the
Complaint Management
System (CMS);
-- The data recorded in the
CMS will be monitored and
followed-up by Customer
Care unit in SQM & CC;
-- Information / respond
received from the relevant
working unit shall be
continued to the receiver
of the complaint (Branch
Office or BSM Call);
-- Receiver of complaints
shall continue the
information / respond to
the customer;
-- The receiver of complaints
shall change the status of
complaint in CMS to be
“Settled”.
c. Meanwhile, settlement levels
of customers’ complaints in
Quarter (2014)
Number of Complaints
% Level of Settlement
Receiving
Settlement
Quarter 1
4,344
4,322
99.49%
Quarter 2
4,765
4,737
99.41%
Quarter 3
7,091
7,044
99.33%
Quarter 4
6,621
6,224
94.00%
22,821
22,327
97.84%
Total
257

Annual Report 2014 1 PT Bank Syariah Mandiri

Transcription

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