Report from the Board of Commissioners
Dear Honorable Stakeholders,
The Board of Commissioners would like to thank the shareholders and all stakeholders for the support, trust and loyalty given to the Company all these years. The support has allowed the Company to remain strong amidst the challenges and uncertainties that we experienced throughout 2022.
The Board of Commissioners also appreciates the Directors, Management and staff of PT Matahari Putra Prima Tbk (“Company/MPPA”) for their relentless efforts throughout 2022. It had been a pivotal year for MPPA and we are pleased to see that the team continued to push through and used this as a momentum to strengthen our business for a sustainable growth in the future.
At the beginning of 2022 Indonesia was faced with a new variant of Covid-19, Omicron, which has the characteristics of spreading faster but has milder symptoms compared to the Delta variant. This, however, did not weaken the ongoing economic recovery as people started to adapt to the New Normal of living side by side with the Covid-19 virus. The government continues to maintain awareness through the Implementation of Public Activities Restriction (PPKM) which was kept at level 1, relaxation of the domestic and international travel requirements while continuously enforcing health protocols. The Government also continues to rollout vaccination programs in all regions of Indonesia which allows number of active cases to decrease significantly by the end of 2022.
The current state of the Covid-19 situation has a favorable impact on economic growth over the year 2022. We expect that the economy both on the the public and private sectors to further recover and strengthen next year. We are optimistic that this will bring a positive impact on the Company's performance.
Through a series of solid strategy execution carried over from the previous year, MPPA continues its unwavering focus in bringing and delivering outstanding results of its four key business strategies. To satisfy the strong household demand for high-quality daily food at the most competitive prices, the focus on Fresh products continues to be a primary priority for a consumeroriented retail strategy.
The omni-channel continues to be an important strategy for MPPA to achieve sustainable growth. MPPA continues to expand and strengthen collaboration with leading marketplaces in Indonesia, bringing MPPA as the leader in offering unparalleled online shopping experience to the Indonesian consumers. This is in line with the shift in consumer behavior which increasingly prefers to shop online given the convenience and easiness to shop.
Performance Evaluation of the Board of Director and the Company
Throughout 2022, the BOD has demonstrated its best capabilities through tremendous efforts to ensure the implementation of solid strategy to respond market changes and as an implementation into a sustainable business actions in managing the Company.
The BOC has been actively monitoring and assessing the Company's strategy, identifying market developments, and advising the Directors and Management on key action plan to be taken.
In conclusion, we are happy and thank the Board of Directors and Management team for their leadership and attention throughout the year in delivering the Company's proposition to the customers.
Supervision of Strategy Preparation and Implementation
In accordance with Indonesian Limited Liability Company Law and the Company's Articles of Association, the BOC exercises its supervisory authority over the BOD and Management through scheduled meetings and maintains various channels for routine, transparent, and productive communication.
The Board of Commissioners appreciates the latest planning from the Board of Directors which includes engagement with strategic management consultant to reform MPPA's retail strategy to adapt to new market trends while improving efficiency and cost effectiveness.
Several key initiatives have been identified which are anchored toward customer centricity, operational excellence, optimizing sales productivity & growth, prudent capital spending, profitability, and transformation to the working culture.
In 2022, the BOC continued its engagement and gave advices on the Company’s plans and strategy. In compliance with the Financial Service Authority (OJK) Regulation No. 33/POJK.04/2014, the BOC continued to enforce the compliance of the guidelines to each BOC member. During the year, the BOC held 6 separate formal meetings and communication to the BOD as well as management is carried out through 4 formal joint meetings. All of the meetings were conducted online via video conferencing, emails and other online communication methods.
The BOC concluded that Company’s strategy has been implemented right and effectively.
Moving into 2023, in the midst of global economic uncertainty that could have an effect on the national economy, we believe that concrete steps by the Government for the national economy recovery would benefit the Company as it undergoes and executes its transformation plan.
The BOC is confident that the Company is able to grab the opportunities and continue the solid execution of its programs and strategies in 2023. BOC will continuously review and monitor the work programs and targets set by the BOD and Management for 2023.
Incorporating market outlook and MPPA’s strategy above, the BOC is optimistic that the strategy proposed by the BOD and Management team for 2023 will put MPPA in the right track to optimize its business as well as to deliver sustainable results to the stakeholders.
The BOC is assisted by the Audit Committee, which has consistently placed high priority on Good Corporate Governance practices (GCG).
Within the year, the Audit Committee conducted 4 online meetings via video conferencing and emails to review audit reports from Internal Audit, the findings and solutions of which were reported formally to BOC.
It is in the opinion of the BOC that the Company has delivered all aspects of GCG according to guidelines. The Code of Conduct and Whistleblowing system continue to be strengthened at all levels of the organization, helping to ensure the compliance with external laws and regulations.
Additionally, in compliance to OJK Regulation No. 34/POJK.04/2014, the Nomination and Remuneration Committee (NRC) assisted the BOC to evaluate and advise on the remuneration of BOC and BOD members. During the year, the NRC conducted 4 online meetings whose recommendations have been proposed and communicated to the BOC in order to strengthen the overall structure of BOC, BOD and Management team.
The BOC has concluded that, in general, the Company’s GCG practices are being implemented effectively. However, within the dynamic development of the business environment, it is inevitable that the Company’s risk exposures might increase. The BOC continues advising the BOD to address any incompliance identified during the year and to adjust and strengthen the Company’s internal control and risk management systems going forward.
Changes in the Composition of the Board of Commissioners
In order to continue strengthening its supervisory duties, the BOC believes that changes in its structure is necessary and important. Throughout the year, BOC received formal assessment from NRC and had made changes accordingly. Those changes were approved by shareholders at the Company’s EGMS in March 2022, as follows:
- Respectfully discharged and released from the supervisory duties of the late John Bellis from position of Independent President Commissioner of the Company;
- Appointed and affirmed Rudy Ramawy as President Commissioner of the Company;
- Appointed and affirmed Navin Chandra Nathani as Independent Commissioner of the Company.
In September 2022, Rudy Ramawy, the Company’s President Commissioner, passed away. The Company sent its official Information Disclosure to Financial Services Authority (OJK), Indonesian Stock Exchange (IDX) and public through the Company’s official letter No. 079/IX/2022-CSExt dated September 23, 2022.
The BOC, BOD and entire staff of MPPA sent the deepest condolences to Rudy Ramawy’s family.
The Company had held an Extraordinary General Meeting of Shareholder (EGMS) on December 22, 2022. The Meeting approved:
- Granted discharged and released from supervisory duties of the late Rudy Ramawy from the position of President Commissioner of the Company;
- Respectfully discharged Fendi Santoso from the position of Commissioner, as well as appointed and affirmed as President Commissioner of the Company effective with the conclusion of this Meeting until the remaining tenure of the Directors and Board of Commissioners.
- Respectfully discharged and grant discharged and released (Acquit et de Charge) from supervisory duties of the late Wirawan Winarto from the position of Director of the Company.
As we enter 2023, the BOC will continue to move the Company to higher levels of GCG practices.
The BOC would like to extend our appreciation to Board of Directors, Management and staff of MPPA for their relentless efforts and unwavering commitment in bringing the Company several important milestones within the Year 2022. Our progress would not have been possible without our shareholders and stakeholders. The BOC wishes to thank our shareholders, business partners and customer for their continuous trust and support.
Going forward, we believe with around 40 years of experience, MPPA can transform its strategic initiatives into a positive growth path.
On behalf of the Board of Commissioners