GCG Implementation Assessment

CIMB Niaga conducts periodic assessments of the quality of the its GCG implementation, both through internal self-assessments and in collaboration with independent third parties. The assessment process is also intended to ensure that the implementation of the Bank’s governance practices remains consistently aligned with business ethics standards, prevailing laws and regulations, and applicable internal policies. The results of the Corporate Governance self-assessment form an integral part of the Bank Soundness Level Report submitted to the OJK on a semi-annual basis.

SELF-ASSESSMENT

The self-assessment is conducted on a semi-annual basis in accordance with the provisions of POJK No. 17 of 2023 and SEOJK No. 14/SEOJK.03/2025.

PROCEDURE

The assessment of the Corporate Governance implementation is based on 5 (five) fundamental principles, namely transparency, accountability, responsibility, independency, and fairness. The assessment is further categorized into 3 (three) aspects, as follows:

1. Governance Structure
   The objective of the assessment of Governance Structure aims to evaluate the adequacy of the Bank’s governance structure and infrastructure to ensure that the implementation of sound governance principles delivers outcomes that meet the expectations of stakeholders.

2. Governance Process
   The objective of the assessment of Governance Process aims to evaluate the effectiveness of the implementation of GCG principles, supported by adequate governance structure and infrastructure, thereby producing outcomes in line with stakeholder expectations.

3. Governance Outcomes
   The objective of the assessment of Governance Outcomes aims to evaluate the quality of outcomes (including both qualitative and quantitative aspects) resulting from the implementation of GCG, supported by adequate governance structure and infrastructure.

ASSESSMENT CRITERIA

The governance self-assessment criteria include 16 (sixteen) GCG implementation assessment factors for Conventional Commercial Banks (BUK) with Sharia Business Units (SBU), in line with SEOJK No. 14/SEOJK.03/2025, namely:

1. Implementation of the duties, responsibilities, and authorities of the Board of Directors (BOD);
2. Implementation of the duties, responsibilities, and authorities of the Board of Commissioners (BOC);
3. Implementation of the duties, responsibilities, and authorities of the Sharia Supervisory Board (SSB);
4. Completeness and implementation of committees’ duties;
5. Management of conflicts of interest;
6. Implementation of the compliance function;
7. Implementation of the internal audit function;
8. Implementation of the external audit function;
9. Implementation of risk management, including the internal control system;
10. Remuneration policies and practices;
11. Provision of funds to related parties and large exposures;
12. Integrity of financial reporting and information technology systems;
13. The Bank’s strategic plan;
14. Shareholders related plan;
15. Implementation of anti-fraud strategies, including anti-bribery;
16. Implementation of sustainable finance, including social and environmental responsibility initiatives.

In conducting the self-assessment, the Bank also takes into account other relevant and significant information related to the implementation of Bank governance.

PARTIES CONDUCTING THE ASSESSMENT

The assessment process includes self-assessment activities conducted by relevant functions/units, questionnaires completed by selected respondents, and the incorporation of findings or other information to validate the implementation of governance practices. Such information is sourced from units/functions including, among others, the Sharia Business Unit (SBU), Corporate Secretary, Internal Audit Unit (IA), Anti-Fraud Management, Operational Risk Management, Human Resources, Compliance, and other relevant functions.

The self-assessment involves the active participation of members of the BOC, the SSB, the BOD, the Board of Directors (BOD), Independent Parties, and Executive Officers of the Bank to produce a comprehensive and structured evaluation of the effectiveness of the Bank’s Corporate Governance. The self-assessment also covers the implementation of governance practices within subsidiaries, in accordance with regulatory provisions applicable to the financing and capital market sectors. The results of the subsidiaries’ self-assessments are consolidated based on internal methodologies that consider materiality and significance.

ASSESSMENT RESULT

The results of the Bank’s Corporate Governance self-assessment, both on an individual and consolidated basis, for the first and second semesters of 2025 are as follows:

CNAF and CNS also conduct Corporate Governance self-assessments in accordance with OJK governance regulations relevant to their respective business activities as a Financing Company and a Securities Company.

RECOMMENDATIONS AND FOLLOW-UP

In 2025, CIMB Niaga’s Corporate Governance achieved a rating of Level 2 (Good), both on an individual and consolidated basis. This assessment result indicates that, in general, the Bank (including the SBU) and its subsidiaries have adequately implemented the principles of Corporate Governance. Although certain weaknesses were identified in specific governance aspects, Bank management and subsidiaries were able to address and implement corrective actions in a normal and timely manner. Bank remains committed to consistently applying Corporate Governance principles in all business activities to ensure the sustainability of its operations.

Bank and its subsidiaries will continue to follow up on the recommendations arising from the 2025 self-assessment, including strengthening governance processes to support an effective internal control system and maintaining robust risk governance practices.