Professional Documents
Culture Documents
Disclaimer
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,
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
Stronger Fundamentals
for Greater Indonesia
BSM strengthened the
fundamentals of the company to
strengthen more of BSMs 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.
Annual Report of
Bank Syariah Mandiri
Performance
Highlights 2014
ASSETS
THIRD PARTY
FUND
CAR
INCOME
Awards and
Certifications
2014
In 2014, BSM earned various
awards from various domestic and
international institutions. These
awards showed publics strong
trust to BSM.
Award Picture
Award Name
Award Grantor
Type of Achievement
Date of Award
1.
Good Corporate
Governance
Award 2014
17 December
2014
2.
Chair of League
Karim Business
Consulting
8 December 2014
3.
Indonesian
Customer
Satisfaction Award
2014
30 October 2014
4.
Infobank Sharia
Finance Award
2014
Infobank Magazine
30 September
2014
5.
Asiamoney Islamic
Bank Award 2014
Asiamoney
25 September
2014
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
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
5 June 2014
9.
Corporate Image
Award
Tempo Media
Group Magazines
in cooperation with
Frontier Consulting
Group
4 June 2014
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
10.
Best Customer
Service
29 May 2014
11.
29 May 2014
No.
Award Picture
Award Name
Award Grantor
Type of Achievement
Date of Award
12.
Best Security
Officers (Satpam)
29 May 2014
13.
Indonesia Bank
Loyalty Award
2014
Infobank in
cooperation with
Markplus Insight
26 February 2014
14.
The Most
Profitable Islamic
Full Fledge Bank
2014: Equity IDR >
1 Trillion (BOOK 2)
Karim Business
Consulting
24 February 2014
15.
Karim Business
Consulting
24 February 2014
16.
Karim Business
Consulting
24 February 2014
No.
Award Picture
Award Name
Award Grantor
Type of Achievement
Date of Award
17.
1st Teller
Competition
Karim Business
Consulting
24 February 2014
18.
Euromoney
13 February 2014
19.
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.
Table of Contents
1 Explanation of Theme
2
Continuity of Theme
4 Annual Report Bank Syariah Mandiri
4
Performance Highlights 2014
5 Awards and Certifications 2014
9
Table of Contents
11
Reference of Criteria for Annual Report
Award (ARA) 2014
23 Recommendation of Annual Report
Award 2013
24
Key highlights
26 Bank Performance Highlights
30
Operational Highlights (Non-Financial)
31 Shares Highlights
31
Summary of Bonds, Sukuk or Convertible
Bonds
32
Management Report
34 Board of Commissioners Report
39 Board of Commissioners Profile
46 Sharia Supervisory Board Report
48
Sharia Supervisory Board Profile
50
Board of Directors Report
61 Board of Directors Profile
64
Senior Executive of Vice President Profile
71 Statements on Responsibility of the Accuracy
of Annual Report of PT Bank Syariah Mandiri
Year 2014
72
Company Profile
74 Corporate Identity
75 History Brief
77
Line of Business
84 Structure of Organization
86 Executives 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
102 Operating Area
104 Human Capital
120
Management Analysis and Discussion
122 Economy and Banking Industry Review
126 Operating Review per Business Segment
137 Third Party Fund Operating Review
142 Company Financial Performance Review
151
Repayment Ability and Receivables
Collectability Level of the Company
152 Capital Structure and Management Policy for
Capital Structure
153
Material Agreements for Capital Goods
Investment in 2014
154 Capital 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
158 Marketing Aspect
160
Dividend Policy
160 Employee and/or Management Stock
Ownership Plan (ESOP/MSOP)
161 Use of Public Offering Fund Realization
161
Information of Investments, Expansions,
Divestments, Merger/Consolidation,
Acquisition or Debt/Capital Restructuring
161 Material Transaction with Conflict of Interests
and/or Affiliated Transaction
166 Change in Legislations
166 Change 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
General
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
II
The information shall contain 5 (five) general financial ratios and relevant with
the industry of the company.
1.
2.
3.
4.
26,28
26,28
26
26
26
26,27
26
26,27
26-30
26-30
27,29
26-30
11
No
CRITERIA
REMARKS
PAGE
III
IV
Company Profile
12
31
31
31
31
31
31
35
35
34-38
37
38
31
31
50-58
48-60
59
53
51
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
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.
Structure of Organization
In form of chart, shall include the name and position at least up to one level
under the Board of Directors.
Shall include:
Number of employees
(comparative for 2 years) and
description of their competence
development (e.g. education
aspect and training)
Shareholding composition
75-76
PAGE
77
77
78
77-83
84-88
90
90
90
89-91
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.
92
92,104
93,108
-117
92 - 93
104 119
108-109
97
97
97
97
97
97 - 98
13
No
CRITERIA
10
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
12
Listing chronology
98
94 - 97
14
15
16
99
99
98 - 99
99
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
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.
Description on:
Description on:
Discussion on material
agreements for capital goods
investment within the latest
accounting year
Description on:
PAGE
142-145
145
145
146-147
148-150
142 151
151
151
151
152
152
152-153
153
153
153
153
153
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.
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
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.
154
154
154
155
155
15
No
CRITERIA
REMARKS
PAGE
10
11
12
13
14
15
16
155 158
155 158
158-159
124-126
158-159
124-126
160
160
160
160
160
156
160
160
160
160
160
161
161
161
161
161
161
Material information on
investments, expansions,
divestments, merger /
consolidation, acquisition or debt
/ capital restructuring
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.
3. Source of fund.
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
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.
PAGE
166167
166-167
184
202
202-203
183193
202 204
185-186
186-187
185
Commissioners).
Information on Independent
Commissioner
Description on remuneration
policy for the Board of Directors
193
193
193
195-197
200
193200
198-200
198
201
201
201
201
202
202
202 204
203
178
178
17
No
7
10
11
12
CRITERIA
Disclosure of affiliation between
members of Board of Directors,
Board of Commissioners and
majority and/or controlling
Shareholders
Audit Committee
REMARKS
PAGE
205
205
205
210
210-211
209
209
211-212
212-213
209213
218
218
218-219
218 219
219
219
1.
2.
3.
4.
5.
18
205
205
205
213 217
221
221
-
220 222
178 182
178 182
No
CRITERIA
13
REMARKS
Shall include among others:
1.
2.
3.
4.
5.
6.
14
15
16
17
18
19
Public Accountant
PAGE
226
226
226
225
227-228
225
224 228
229
229
228 229
229
229
1.
2.
3.
4.
5.
233-243
233 236
237
238-239
235-237
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
256
256-257
242-243
242-243
242-243
242-243
255 257
242 243
23
1.
2.
3.
4.
25
Disclosure on whistleblowing
system
Diversity of Board of
Commissioners and Board of
Directors compositions
VII
Financial Information
20
1.
2.
3.
4.
5.
223
223
245
245
245
246
246
245-247
247
247
248
247
248
247-249
201
201
260
260
262 263
262 263
No
3
CRITERIA
REMARKS
2.
3.
4.
5.
6.
PAGE
263
263
263
263
265-269
270-271
272
273-274
278-397
265-269
262-397
Comparison of performance / profit (loss) of the year and of the previous year.
Taxation-related disclosure
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
REMARKS
PAGE
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.
283
283
380
380
291-291
382-391
383
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
Page
1.
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.
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
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
26 Bank Performance Highlights
30
Operational Highlights (Non-Financial)
31
Shares Highlights
31 Bonds, Sukuk or Convertible Bonds Highlights
Key
Highlights
Management
Report
Company
Profile
Bank Performance
Highlights
Table of Financial Summary
Description
2010
2011
2012
2013
2014
Assets
32.482
48.672
54.229
63.965
66.942
Productive Assets
30.744
44.918
50.640
58.947
61.766
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
Provision of Financing
Liabilities
Issued Securities
200
700
500
500
500
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
2010
2011
2012
2013
2014
Operational Income
3.334
4.853
5.824
6.631
6.549
2.768
3.771
4.685
5.438
5.547
567
1.082
1.139
1.193
1.003
Equity
14
Operational Costs
2.602
3.963
4.648
5.118
5.487
1.216
1.855
2.081
2.249
2.613
1.222
1.892
2.247
2.615
2.833
150
197
291
233
38
15
19
28
23
Taxation Costs
Zakat Costs
Non-Operational Costs
3
Operational Profit
728
897
1.182
1.522
1.076
Business Profit
580
761
1.119
898
99
569
748
1.097
884
110
Net Profit
419
551
806
651
72
Comprehensive Profit
26
553
807
651
75
3.179
3.376
3.382
2.232
241
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
2010
2011
2012
2013
2014
10.60%
14.57%
13.82%
14.10%
14.76%
2.21%
1.95%
2.25%
1.53%
0.17%
25.05%
24.24%
25.05%
15.34%
1.49%
82.54%
86.03%
94.40%
89.37%
82.13%
1.29%
0.95%
1.14%
2.29%
4.29%
3.52%
2.42%
2.82%
4.32%
6.84%
6.57%
7.48%
7.25%
7.25%
6.19%
202.90%
262.62%
155.26%
178.65%
275.56%
247.94%
229.11%
219.31%
226.85%
168.73%
10
15.42%
14.47%
16.91%
17.24%
12.44%
Assets Report
Financing
44,755
49,133
2012
2013
2014
2011
2012
2013
2014
4,937
2013
2014
3,073
4,181
59,821
56,461
47,409
2,021
28,998
42,618
2010
Equity
2010
50,460
2011
4,862
2010
23,968
32,482
36,727
66,942
63,965
54,229
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
1,139
1,082
2010
Operational Profit
567
28
5,547
2012
2011
5,438
2011
2010
4,685
2014
3,771
6,563
2013
2,768
6,640
4,859
3,338
2010
5,830
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%
2014
2011
2012
2013
2014
82,54%
1,49%
82,13%
2012
89,37%
2011
94,40%
25,05%
2010
15,34%
24,24%
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
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
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
34 Board of Commissioners Report
39
Board of Commissioners Profile
46 Sharia Supervisory Board Report
48 Sharia Supervisory Board Profile
50
Board of Directors Report
61 Board of Directors Profile
64
Senior Executive Vice President Profile
71 Statement 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.
34
Management Analysis
and Discussion
Corporate
Governance
Business Prospect
Financial
Report
35
Key
Highlights
36
Management
Report
implementation, profitability,
and capitalization that were
generally well.
3. Development of the Banks 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.
The Board of Commissioners
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
Board of Commissioners
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 banks business
process (end to end) including
effectiveness of organization and
sufficiently of infrastructure. The
Board of Commissioners has also
requested the Board of Directors
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
The Board of Commissioners
concerns on the Human
Resources management as a
factor that is very important
in development the company.
The Board of Commissioners
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
Board of Commissioners has also
requested the Board of Directors
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
Corporate
Governance
Implementation of Corporate
Governance
Financial
Report
37
Key
Highlights
Management
Report
Change of Board of
Commissioners Composition
:
:
:
:
:
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.
President Commissioner
Independent Commissioner
Independent Commissioner
Independent Commissioner
Commissioner
38
Company
Profile
Ventje Rahardjo
President Commissioner
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Board of
Commissioners
Profile
Ventje Rahardjo
President Commissioner
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.
Nomination Basis
GMS Resolution Dated 7 May 2014
39
Key
Highlights
Management
Report
Company
Profile
Ramzi A. Zuhdi
Bambang Widianto
Independent Commissioner
Independent Commissioner
Work Experience
Work Experience
Nomination Basis
Extraordinary GMS Resolution Dated 29 June
2010
40
Nomination Basis
GMS Resolution Dated 29 May 2013
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Zulkifli Djaelani
Agus Fuad
Independent Commissioner
Commissioner
Work Experience
Work Experience
Nomination Basis
GMS Resolution Dated 7 May 2014
Nomination Basis
GMS Resolution Dated 29 May 2013
41
Management
Key
Analysis
andHighlights
Discussion
Management
Corporate
Report
Governance
Company
Financial
Profile
Report
5
1
43
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Board of
Commissioners
1. Ventje Rahardjo
President Commissioner
2. Ramzi A. Zuhdi
Independent Commissioner
3. Bambang Widianto
Independent Commissioner
4. Zulkifli Djaelani
Independent Commissioner
5. Agus Fuad
Commissioner
44
Key
Highlights
Management
Report
Company
Profile
Sharia
Supervisory
Board
Report
46
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
On behalf of Sharia
Supervisory Board,
PT Bank Syariah Mandiri
47
Key
Highlights
Management
Report
Company
Profile
Sharia Supervisory
Board Profile
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
Member
Member
Work Experience
Work Experience
Education
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,
Assalaamualaikum 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
Management Analysis
and Discussion
Challenges
Corporate
Governance
Financial
Report
Key
Highlights
Management
Report
52
Company
Profile
Strategic Policies
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Key
Highlights
54
Management
Report
Company
Profile
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
55
Key
Highlights
56
Management
Report
Company
Profile
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.
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
57
Key
Highlights
Management
Report
Company
Profile
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 BIs 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 governments
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
Annual Report 2014 PT Bank Syariah Mandiri
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
59
Key
Highlights
60
Management
Report
Company
Profile
Closing
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).
Nomination Basis
GMS Resolution Dated 7 May 2014
61
Key
Highlights
Management
Report
Company
Profile
Achmad Syamsudin
Work Experience
Work Experience
Nomination Basis
GMS Resolution Dated 29 June 2010
Nomination Basis
GMS Resolution Dated 7 May 2014
62
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Fahmi Ridho
Putu Rahwidhiyasa
Work Experience
Work Experience
Nomination Basis
Nomination Basis
63
Key
Highlights
Management
Report
Company
Profile
Senior
Executive
Vice President
Profile
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)
Kusman Yandi
SEVP Wholesale, Treasury and &
International Banking Directorate
50 years old, Indonesian citizen, born in
Dumai, 1 May 1965
Work Experience
Nomination Basis
Muhammad Busthami
Work Experience
Nomination Basis
SK No. 16/332-KEP/DIR Dated 12 June 2014
64
Nomination Basis
SK No. 16/334-KEP/DIR Dated 12 June
2014
Management
Key
Analysis
andHighlights
Discussion
Management
Corporate
Report
Governance
Company
Financial
Profile
Report
5
1
67
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Board of
Directors
& SEVP
1. Agus Sudiarto
President Director
2. Achmad Syamsudin
Risk Management
Director
3. Agus Dwi Handaya
Finance & Distribution
Netwok Director
4. Fahmi Ridho
IT & Operation Director
5. Putu Rahwidhiyasa
Compliance
& People
Management Director
6. Edwin Dwi Djajanto
Senior Executive Vice
President
7. Kusman Yandi
Senior Executive Vice
President
8. Muhammad Busthami
Senior Executive Vice
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
Board of Commissioners
Ventje Rahardjo
President Commissioner
Ramzi A. Zuhdi
Independent Commissioner
Bambang Widianto
Independent Commissioner
Zulkifli Djaelani
Independent Commissioner
Agus Fuad
Commissioner
Board of Directors
Agus Sudiarto
President Director
Achmad Syamsudin
Director
Fahmi Ridho
Director
Putu Rahwidhiyasa
Director
71
Company
Profile
72
74
75
77
84
86
89
92
92
92
94
96
97
98
98
98
99
100
102
102
Company Profile
Corporate Identity
Companys 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
Social Media
Establishment Date
Phone
1 November 1999
Authorised Capital
Call Center
www.syariahmandiri.co.id
ATM Network
25 October 1999
Initial Operating Date
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
dkh@syariahmandiri.co.id
74
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Companys
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.
75
Key
Highlights
Management
Report
Company
Profile
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
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 wadiah 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
Financial
Report
77
Key
Highlights
Management
Report
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
Company
Profile
Management Analysis
and Discussion
Financing Products
Corporate
Governance
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
80
Management
Report
Company
Profile
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).
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.
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
81
Key
Highlights
82
Management
Report
Company
Profile
Management Analysis
and Discussion
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
83
Key
Highlights
Management
Report
Organizational
Structure
Retail Directorate
Edwin Dwidjajanto
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
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
Corporate Secretary
Taufik Machrus
Treasury &
International
Banking
Rahmat Syukri
Network
Gunawan Arief
Hartoyo
Commercial and
Corporate Risk
Assessment
Asriel Hay
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
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
Financing
Restructuring
& Recovery 2
Rustanti Rachmi
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
PT Bank Syariah Mandiri Annual Report 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.
Joining BSM since 2005.
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
Company
Profile
Anton Sukarna
Serving as the Head of Commercial
Banking Division based on SK
No.14/747-KEP/DIR dated 13
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
December 2012. Born in Jakarta
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.
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.
Graduated from the Faculty of
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
University in 1995. Joining BSM
since 27 December 1999.
Risk Management
Directorate
Ana Nurul Khayati
Serving as the Head of Enterprise
Risk Management Division
based on SK No.16/090-KEP/DIR
dated 11 February 2014. Born
in Madiun on 26 March 1972.
Graduated from the Faculty of
Law, Gadjah Mada University
in 1997 and earned her master
degree from the Faculty of Law,
University of Indonesia in 2006.
Joining BSM since 2000.
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
Serving as the Head of
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
University in 2001. Joining BSM
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.
Joining BSM since 2003.
Financial
Report
Priyo Prakoso
Serving as the Head of
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
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.
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
No.16/624-KEP/DIR dated 21
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.
Graduated from Economy Faculty,
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
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.
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
Shared Values
Major Behavior
Excellence
Prudence:
Competence:
Teamwork
Trusted &Trust:
Contribution:
Humanity
Inclusivity:
Integrity
Honesty:
Being honest
Good Governance:
Implement good corporate
governance
Customer Focus
Innovation:
Service Excellence:
91
Key
Highlights
Management
Report
Company
Profile
Board of
Commissioners
Identity and
Resume
The Board of Commissioners
composition in 2014 is as follows:
No
Name
Position
Ventje Rahardjo
President Commissioner
Ramzi A. Zuhdi
Independent Commissioner
Bambang Widianto
Independent Commissioner
Zulkifli Djaelani
Independent Commissioner
Agus Fuad
Commissioner
Board of
Directors
Identity and
Resume
Number of
Employees and
Competence
Development
Total number of BSMs Employees in
2014 was 16,895 employees.
2014
22
19
30
32
General Manager
58
77
114
111
Senior Manager
285
308
Position Level
Position
Manager
393
402
Agus Sudiarto
President Director
Deputy Manager
408
517
Achmad Syamsudin
Director
Assistant Manager
882
976
Director
Associate Manager
774
787
Fahmi Ridho
Director
Senior Executive
1.469
1.493
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
92
Total Employees
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
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
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
SUBSIDIARIES
PT Bank Syariah
Mandiri
Bank Mandiri
(Europe) Limited
94
PT Mandiri
Sekuritas
PT Bank Sinar
Harapan Bali
PT Mandiri
Tunas Finance
Mandiri
International
Remittance Sdn.
Bhd.
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 :
96
Management
Report
Company
Profile
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:
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
Corporate
Governance
Financial
Report
Product Name
PT Mandiri Sekuritas
Shareholding
Composition
Shareholder
PT Bank Mandiri (Persero) Tbk.
PT Mandiri Sekuritas
Total
Number of
Shares
Shares
Percentage
Amount (IDR)
297,804,386
99.99999966
1,489,021,930,000
0.00000034
5,000
297,804,387
100.00000000
1,489,021,935,000
97
Key
Highlights
Shareholding of Board of
Commissioners and 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.
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
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
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
Notary
Legal Consultants
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
Operational
Area
South Sumatra
Jambi
Bengkulu
Lampung
Bangka Islands
Belitung
West Java
Central Java
D.I. Jogyakarta
West Kalimantan
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
www.syariahmandiri.co.id
Regional Office II
Graha Mandiri 22nd Floor
Jl. Imam Bonjol No.61
Central Jakarta
Phone. (021) 3903969
Fax. (021) 3904395
Jabodetabek
Banten
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
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
103
Key
Highlights
Human
Capital
Management
Report
Company
Profile
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
104
Master
Bachelor
Diploma
High
School
49
75
1,502
1,702
5,268
9,856
2013
2014
9,653
262
261
Employees Profile
5,226
Midle School
(lain-lain)
Management Analysis
and Discussion
Corporate
Governance
2013
2014
22
19
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
Total Employees
Recruitment
Financial
Report
Administration
Selection
General
Knowledge Test
Psychology Test
User Interview
Test
Medical Test
105
Key
Highlights
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
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
107
Key
Highlights
Management
Report
Talent Management
Company
Profile
No
Employees Costs
2013
2014
1,031,497.52
1,190,120.11
39,253.90
25,135.69
56,026.12
77,902.82
12,325.69
8,665.88
Medical costs
35,611.23
38,842.52
Recruitment costs
2,481.65
2,509.81
Other costs
12,079.54
6,935.98
1,189,275.65
1,350,107.81
Total
108
Management Analysis
and Discussion
Corporate
Governance
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
Orientation &
Development Program
Learning
Program
Banking Academy
Enhancement
Program
Learning Program
110
ODP
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Number of
Programs
Number
of Classes
Number of
Participants
Education
14
49
1,084
Training
37
81
2,225
Socialization
16
2,075
Workshop
186
62
151
5,570
Total
Type
Number of
Classes
Number of
Participants
Education
26
Education
29
Education
51
Training
86
Training
45
Training
30
Training
49
Training
29
Training
41
Training
37
Training
38
Socialization
51
Socialization
53
Socialization
78
Socialization
48
25
691
TOTAL
111
Key
Highlights
Management
Report
Company
Profile
Type
Number of
Classes
Number of
Participants
Training
22
Training
30
Training
110
Financing Recovery
Training
32
Training
26
Training
22
Syndication Financing
Training
18
Training
10
Trade Finance
Training
27
Training
16
Socialization
43
Workshop
25
Workshop
66
13
447
TOTAL
Number of
Classes
Number of
Participants
Education
35
Education
90
Education
84
Financing Operation
Training
108
Training
75
Collateral Appraisal
Training
61
Training
34
Training
147
Workshop
40
Workshop
16
Workshop
39
24
729
TOTAL
112
Type
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Type
Number of
Classes
Number of
Participants
Education
15
336
Education
20
Frontliners I
Education
76
Frontliners II
Education
25
Training
68
Training
65
Training
139
Training
62
Training
83
Training
87
Training
254
Training
11
236
TFT Service
Training
20
60
1,471
Number of
Classes
Number of
Participants
TOTAL
e. Leadership Academy
Program
Type
Leadership Forum
Training
30
Training
10
Training
Matriculation of MMDP
Education
14
Education
204
Education
50
Education
44
4 DX Program Batch 1
Certification
35
4 DX Program Batch 2
Certification
22
4 DX Program Batch 3
Certification
15
Training
1803
34
2,290
TOTAL
113
Key
Highlights
Management
Report
Company
Profile
f. Enhancement Program
114
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
115
Key
Highlights
Management
Report
Company
Profile
e-Learning
116
Description
December 2014
#test implementation
46
59
31
#hits
#time of hits
#test participant
131,980
83,742
2,110
Management Analysis
and Discussion
Knowledge Management
Corporate
Governance
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.
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
Gold Lover
Komunitas Mudah 14
Kapibara.com
Simple.Comm
Services expertise
Community of Channel
Clubing
Marketing expertise
Kompres (Club
Marketing)
KB Murek
Community of
Disbursement
Disbursement expertise
10
Community of
Appraisal
11
Community of
Bookkeeping
12
Community of
Reviewer
13
E Chat
14
Smallink.cop
15
Community of
Commerce
16
Sprint
17
Community of Legal
FOD
18
HR Community
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
Program
Number
Learning Program
Unit
1,50
Participant
1,230
Participant
1,700
Participant
1,850
Participant
Orientation Program
875
Participant
1,025
Participant
325
Participant
750
Participant
87
Participant
10
BOD Course
21
Participant
11
Certification Regulation
1,043
Participant
12
Public Training
630
Participant
Learning Service
118
Company
Profile
e-Learning
Knowledge Management
44
4,130
Multimedia
Modules
Users
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
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
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.
Management
Report
Company
Profile
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
757
542
BRI
Bank
Mandiri
BCA
393
BNI
272
227
Islamic
Bank
CIMB
Niaga
185
163
159
145
136
BII
123
Key
Highlights
Market Share
Market Share from Assets
Perspective
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
124
Market Share
Asets 2013
Asets 2014
BSM
24,58%
BSM
26,40%
Non
BSM
73,60%
Growth
Non
BSM
75,42%
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%
DPK 2013
DPK 2014
BSM
27,46%
BSM
30,76%
Non
BSM
69,24%
Non
BSM
72,54%
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
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%
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
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
Operational
Review per
Business
Segment
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
Financing 2013
Financing 2014
BSM
24,65%
BSM
27,41%
Non
BSM
72,59%
Non
BSM
75,35%
126
Financing
(in billion Rupiah)
2013
2014
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
Corporate
Governance
50.460
Management Analysis
and Discussion
Nominal
127
Key
Highlights
Management
Report
Company
Profile
Description
Agriculture
Mining
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%
1,106
2.19%
1,100
2.24%
-0,60%
Construction
2,971
5.89%
2,075
4.22%
-30,17%
Trading
4,995
9.90%
7,127
14.51%
42,68%
Transportation &
Communication
1,955
3.87%
2,030
4.13%
3,84%
12,208
24.19%
9,328
18.99%
-23,59%
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
128
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
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%
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%
No
Segment
Main Criteria
Micro
Small
up to IDR 10 billion
Commercial
1.
2.
3.
4.
>IDR 10 billion up to
IDR 150 billion
Corporation
1.
2.
3.
4.
>IDR 30 billion
Ritel
GAS
Limit
129
Management
Report
Company
Profile
Commercial Financing
(in IDR billion)
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.
5.475
FBI growth
(in IDR billion)
Des-14
42
Des-13
Des-13
Des-14
2%
1%
3%
9%
14%
16%
20%
18%
130
7.567
25
Key
Highlights
17%
1%
2%
3%
9%
14%
16%
17%
18%
20%
Management Analysis
and Discussion
2. Commercial Financing
In 2014, BSM had channeling
commercial financing in the
amount of IDR 5.47 trillion
or 72.35% compare to 2013
commercial financing in the
amount of IDR 7.57 trillion.
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
Financial
Report
131
Key
Highlights
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
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
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.
133
Key
Highlights
Management
Report
Company
Profile
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
134
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
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
136
Management
Report
Company
Profile
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Third
Party Fund
Operational
Review
7.129.098
NOA - DPK
(accounts)
5.968.872
59.821
2013
2014
56.461
2013
2014
137
Key
Highlights
Management
Report
Company
Profile
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
138
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
No
Description
2013
2014
Tabungan Mudharabah
17,103,824
17,429,381
325,557
1.90%
Tabungan Mabrur
2,939,993
3,046,296
124,303
4.23%
Tabungan Berencana
157,425
160,473
3,048
1.94%
292,035
329,594
37,559
12.86%
Tabungan Simpatik
1,230,641
1,294,171
63,530
5.16
TabunganKu
377,309
406,648
29,339
7.78%
Total
22,101,227
22,648,562
583,335
2.64%
2013
2014
Nominal
Description
Tabungan Mudharabah
Tabungan Mabrur
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%
52,711
48,838
-3,873
-7.35%
Tabungan Simpatik
1,714,252
2,116,297
402,045
23.45%
TabunganKu
286,741
310,013
23,272
8.12%
Total
5,786,206
6,826,206
1,040,000
17.97%
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%
compared to 2013 that was
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%
compared to 2013 that was
64,018 accounts.
4. Tabungan Investa
In 2014, performance of
Tabungan Investa reached
IDR 329.59 billion. The
growth of Tabungan Investa
was IDR 37.56 billion or
12.86%. NoA number of
Tabungan Investa in 2014 was
139
Key
Highlights
140
Management
Report
Company
Profile
No
Product Type
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
Time Deposit
USD (Foreign
Currency)
Total
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
Time Deposit
Rupiah (IDR)
116,032
Time Deposit
USD (Foreign
Currency)
Total
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
No
Product Type
Demand Deposit
Rupiah
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
No
Product Type
Demand Deposit
Rupiah
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
141
Key
Highlights
Management
Report
Company
Profile
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
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%
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%
1. Demand Deposits
Equity
142
2013
Management Analysis
and Discussion
Assets
Corporate
Governance
Financial
Report
Description
2013
Cash
1,445
1,514
69
4.76%
9,157
13,026
3,869
42.25%
Demand Deposits in
Other Banks
681
533
(147)
-21.65%
Placements in Other
Banks
50
193
144
290.00%
Investments on
Securities
1,374
1,722
349
25.39%
Receivables
32,362
32,654
292
0.90%
Qardh Debts
5,555
3,585
(1,969)
-35.45%
Financing
10,752
10,337
(415)
-3.86%
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
2013 that was IDR 1.44 trillion.
Meanwhile the cash position to
the assets amount of the Bank was
2.26%.
2014
Mutation
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%.
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
2014 to the total assets of the
Bank was 5.36%.
Description
2013
2014
Initial Balance
920
1,503
Write Off
717
985
Reacceptance
134
172
1,503
2,317
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%.
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
Equity
Liabilities
Description
2013
2014
Achievement (%)
753
690
91.68%
57
61
107.46%
9,115
6,887
75.56%
28
42
148.37%
Tax Debt
47
52
109.65%
600
150
25.00%
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
Description
2013
2014
1.
5,437,851
5,546,561
102.00%
2.
(2,080,942)
(2,451,302)
117.80%
3.
3,356,910
3,095,259
92.21%
4.
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.
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.
2,232
241
10.80%
146
Achievement (%)
Management Analysis
and Discussion
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
Management
Report
Company
Profile
2013
2014
4,086
2,194
203
(474)
(450)
4,289
1,270
6,950
11,239
11,239
12,509
148
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
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)
1,775,630
(2,414,025)
7,193,602
5,601,810
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
2013
2014
601,869
211,651
(200,000)
(547,156)
(200,134)
(139,624)
1,617
1,495
203,352
(473,633)
149
Key
Highlights
Management
Report
Company
Profile
2013
2014
Capital payment
(450)
(450)
150
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
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
151
Key
Highlights
Management
Report
Company
Profile
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 Analysis
and Discussion
Corporate
Governance
Financial
Report
2013
2014
Main Capital
4,931
4,722
Paid up capital
1,489
1,489
292
298
2,285
2,899
326
36
Supporting Capital
954
900
454
400
500
500
Capital Components
A.
General reservation
Retained profit in the beginning of the prior to tax
B.
C.
D.
(50)
II.
5,345
5,572
III.
37,841
37,614
IV.
64
132
V.
37,905
37,746
VI.
14.12%
14.81%
VII.
14.10%
14.76%
VIII.
8%
8%
Significant
Ties for
Capital
Goods
Investment
153
Key
Highlights
Capital
Goods
Investment
in 2014
There were no capital goods
investment activities in 2014
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 Banks assets, third party
fund, financing and fee based
income. However, the target of
achievement for net profit has not
been achieved.
Company
Profile
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
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)
Strengthening of R3
Infrastructure, Account
Mapping, Incentive
Program
Strengthening
Distribution Channel
Perfection of Branch
Model and Organization In
Line With Business Focus
Development of Electronic
Channel
Detail
Initiatives
Plan 2015
Detail
Initiatives
Plan 2015
Integrating Mandiri
Group
Detail
Initiatives
Plan 2015
5
Improving Business
Enablers
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
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
Financial
Report
157
Key
Highlights
Management
Report
Company
Profile
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
Offices Network
2010
158
865
853
764
669
(Unit)
507
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
Financial
Report
Market Share
159
Key
Highlights
Management
Report
Company
Profile
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
the Board of Directors
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
General Meeting of Shareholders
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
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
160
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
161
Key
Highlights
Management
Report
Company
Profile
Affiliated Parties
Nature of Affiliation
Shareholder
PT Mandiri Sekuritas
Ultimate shareholder
PT Bank BNI
PT Bank BRI
10
11
Perum Perumnas
12
PT Indosat Tbk.
13
14
15
16
17
18
19
20
21
22
23
PT Waskita Karya
24
PT Jamsostek (Persero)
25
26
27
28
29
30
Perum Bulog
31
PT Bank Aceh
32
162
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
No.
Affiliated Parties
Nature of Affiliation
33
34
35
36
37
38
PT BPD Maluku
39
40
41
42
43
44
45
46
47
48
49
PT Istaka Karya
50
51
52
53
54
55
PT Indofarma (Persero)
56
57
58
59
60
61
62
63
64
163
Key
Highlights
Management
Report
Company
Profile
No.
Affiliated Parties
Nature of Affiliation
65
66
PT Pertani (Persero)
67
68
69
Key employees
Key employees
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
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%
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%
8,966,578,500
9,543,311,500
8,621,878,050
7,445,804,552
1,754,206,740
4,578,909,127
2,263,629,415
1,415,116,761
21,606,292,705
22,983,141,940
1.81%
2.29%
53,048,704,961
47,172,379,440
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
Unrestricted Investments
Mudharabah saving
Mudharabah time deposits
Total
Percentage to total temporary syirkah fund
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
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
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
Corporate
Governance
Financial
Report
167
Corporate
Governance
168
Tata KelolaGovernance
Perusahaan
Corporate
171 Basis
Dasarand
danApplication
Penerapan of
GCG
GCG
172 GCG
Apresiasi
Implementasi
GCG
Implementation
Appreciation
172 Result
Hasil Penilaian
Implementasi GCG
of GCG Implementation
Evaluation
175 Structure
Struktur dan
andMekanisme
MechanismGCG
of GCG
178 Majority
Pemegang
Saham
UtamaShareholders
dan Pengendali
and
Controlling
179 General
Rapat Umum
Pemegang
Saham
Meeting
of Shareholders
183 Board
DewanofKomisaris
Commissioners
193 Independent
Komisaris Independen
Commissioner
193 Board
Direksiof Directors
201 Diversity
Keberagaman
Komposisi
Dewan Komisaris
of Board
of Commissioners
and Board
of
dan Direksi
Directors
Compositions
201 Assessment to
Terhadap
Dewan
Komisaris dan and
the Board
of Commissioners
Direksiof Directors
Board
202 Remuneration
Remunerasi dan
Fasilitas
and
Other Lain
Facilities
205 Affiliation
Hubunganbetween
Afiliasi antara
Anggota
Dewan
Members
of Board
of
Komisaris, Direksi,
dan of
Pemegang
Commissioners,
Board
DirectorsSaham
and Shareholders
206 Sharia
DewanSupervisory
Pengawas Syariah
Board
209 Committees
Komite-Komite
209 Audit
KomiteCommittee
Audit
213 Risks
Komite
PemantauCommittee
Risiko
Monitoring
218 Remuneration
Komite Remunerasi
dan Nominasi
and Nomination
Committee
220 Corporate Secretary
223 Access
Akses Informasi
danInformation
Data Perseroan
to Company
and Data
223 Internal
Sistem Pengendalian
Internal
Control System
224 Internal
Fungsi Audit
AuditInternal
Function
228 Public
Akuntan
Publik
Accountant
230 Compliance
Kepatuhan
233 Risks
Manajemen
Risiko
Management
240 Information
Teknologi Informasi
Technology
242 Material
Perkara Penting
Cases
243 Non-Halal
Pendapatan
Non Halal
Penggunaannya
Incomes
anddan
Their
Utilization
244 Internal
Kebijakan
Internal
Mengenai Pengendalian
Policy
On Gratification
Control
245 Code
Kode Etik
(Code Of Conduct)
of Conduct
247 Whistleblowing System
250 Corporate Social Responsibility
Responibility
Key
Highlights
Management
Report
170
Company
Profile
Management Analysis
and Discussion
Corporate
Governance
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
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
172
Management
Report
Company
Profile
Award
Award Organizer
Institution
Assessed
Aspects
Disclosure of
information
presented in Annual
Report of BSM in
2013
Implementation of
GCG in BSM
Aspect
Weight
1.
35%
2.
25%
3.
25%
4.
15%
Composite Value
100%
Rank
Very Good
Good
Quite Good
Less Good
Not Good
Management Analysis
and Discussion
Corporate
Governance
Average
Composite
Value of
National
Working Units
Predicate
Semester I
2.09
Good
Semester II
2.12
Good
External Self-Assessment
Financial
Report
Rank
Definition of Rank
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
173
Key
Highlights
Management
Report
Company
Profile
Analysis
B. Governance Process
1. Positive factors:
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
2. Negative factors:
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
1. Positive factors:
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
2. Negative factors:
a. There was still conflict of interests that caused violation of
internal rules of the bank
Rank
Definition of Rank
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 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
2. Negative factors:
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
1. Positive factors:
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
2. Negative factors:
a. Follow up actions for audit findings was not optimum because there were still repetitive audit findings
C. Governance Outcome
1. Positive factors:
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
2. Negative factors:
There was still conflict of interests that caused violation of internal rules of the bank
Structure
and
Mechanism
of GCG
GCG Structure
175
Key
Highlights
Management
Report
Company
Profile
Accountability
Responsibility
Professional
Fairness
Direksi
The Board
of Directors
Board Of Directors
Committees
Corporate Secretary
Audit Committee
CSR
SKAI
Risks
Monitoring Committee
Corporate Values
Risks Management
Remuneration &
Nomination Committee
Communication
Compliance
176
GCG Charter
Compliance Charter
Code of Conduct
Operation Procedure
Information
Technology Policy
Risks
Management Policy
La-Risywah
Annual Report
Management Analysis
and Discussion
GCG Mechanism
Corporate
Governance
Financial
Report
177
Key
Highlights
Management
Report
Company
Profile
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
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
PT Mandiri Sekuritas
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.
Annual Report 2014 PT Bank Syariah Mandiri
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
Corporate
Governance
Financial
Report
No
GMS Resolutions
179
Key
Highlights
Management
Report
Company
Profile
No
GMS Resolutions
Implementation of
GMS Resolutions
Approval of Public Accountant Office appointment to audit the Companys Financial Statement for year
ended on 31 December 2013, with the following resolutions:
a. Authorize majority Shareholder to decide the Public Accountant Office who will audit the
Companys 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 Companys Financial Statement for year ended on 31
December 2014
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. .
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)
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
Name
Position
Ventje Rahardjo
President Commissioner
Ramzi A. Zuhdi
Independent Commissioner
Bambang Widianto
Independent Commissioner
Zulkifli Djaelani
Independent Commissioner
Agus Fuad
Commissioner
180
Name
Position
Agus Sudiarto
President Director
Achmad Syamsudin
Director
Director
Fahmi Ridho
Director
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
11
181
Key
Highlights
Extraordinary
General Meeting of
Shareholders
Management
Report
Company
Profile
Shareholders Resolutions of
BSM in lieu of the General
Meeting of Shareholders
Implementation of
GMS Resolutions
No
GMS Resolutions
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
Amendment of Articles of Association of the Bank, i.e. Article 4 paragraph 2 and Article 28
paragraph 3 as follows:
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
Companys 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.
The Board of Commissioners
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.
The Board of Commissioners is
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
Position
Term of Office
Achmad Marzuki
Ramzi A. Zuhdi
President Commissioner /
Independent Commissioner
Independent Commissioner
Agus Fuad
Commissioner
Sulaeman
Commissioner
Bambang Widianto
Independent Commissioner
183
Key
Highlights
Management
Report
Company
Profile
Position
Term of Office
Ventje Rahardjo
President Commissioner
Ramzi A. Zuhdi
Independent Commissioner
Bambang Widianto
Independent Commissioner
Zulkifli Djaelani
Independent Commissioner
Agus Fuad
Commissioner
Shareholding by
the Board of Commissioners
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
the Board of Commissioners
184
Management Analysis
and Discussion
Board Charter
Corporate
Governance
Financial
Report
185
Key
Highlights
Management
Report
Company
Profile
Meeting Title
1
2
3
4
Total
Meeting
Achmad
Marzuki
Board of Commissioners
Ramzi A.
Agus Fuad
Sulaeman
Zuhdi
Bambang
Widianto
7
-
7
-
7
-
6
-
7
-
6
-
11
10
11
Meeting Title
Total
Meeting
Ventje
Rahardjo
Board of Commissioners
Ramzi A.
Agus Fuad
Bambang
Zuhdi
Widianto
Zulkifli
Djaelani
13
13
13
11
11
13
24
24
24
18
20
24
Total
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
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
Key
Highlights
Management
Report
Company
Profile
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 Banks 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
implementation quality of
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
As at 31 December 2014,
market risk predicate was
low to moderate with
implementation quality
of risks management was
satisfactory.
c. Liquidity Risks
As at 31 December 2014,
liquidity risk predicate
was low to moderate with
implementation quality
of risks management was
satisfactory.
d. Operational Risk
As at 31 December 2014,
operational risk predicate
was moderate to high with
implementation quality of
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
As at 31 December 2014,
legal risk predicate was
low to moderate with
implementation quality
of risks management was
satisfactory.
f. Reputation Risk
As at 31 December 2014,
reputation risk predicate
was low to moderate with
implementation quality
of risks management was
satisfactory.
Financial
Report
h. Compliance Risk
As at 31 December 2014,
compliance risk predicate
was moderate with
implementation quality
of risks management was
satisfactory. It was caused by
repetitive violation, namely
delay in reporting and
devolution of taxes.
i. Investment Risk
As at 31 December 2014,
investment risk predicate
was moderate with
implementation quality
of risks management was
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
As at 31 December 2014,
returns risk predicate
was moderate with
implementation quality
of risks management was
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
As at 31 December 2014,
strategic risk predicate
was moderate with
implementation quality
of risks management was
satisfactory. It was caused
by several realization of
performance up to 31
December 2014 that was
below the determined goal.
189
Key
Highlights
190
Management
Report
Company
Profile
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
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 Banks 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
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
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 Companys
Organ which is fully authorized
and in charge on the Companys
management on behalf of the
Companys interest based on
companys 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
Name
Position
Legal Basis
1.
Yuslam
Fauzi
President
Director
2.
Hanawijaya
3.
Appointment Period
Period I
Period II
Period III
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
194
Agus Sudiarto
Achmad Syamsudin
Agus Dwi Handaya
Fahmi Ridho
Putu Rahwidhiyasa
President Director
Director
Director
Director
Director
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
Report
Shareholding
Shares
in BSM
Shares
in Other
Banks
Shares
in Other
Companies
President
Director
None
None
None
Achmad
Syamsuddin
Director
None
None
None
Director
None
None
None
Fahmi Ridho
Director
None
None
None
Putu Rahwidhiyasa
Director
None
None
None
Name
Position
Agus Sudiarto
President Director
195
Key
Highlights
196
Management
Report
Company
Profile
2.
3.
4.
5.
6.
7.
8.
9.
Management Analysis
and Discussion
Corporate
Governance
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.
2. Lead and direct preparation
of policy and strategy, update
and socialization of policy
in Compliance & People
Management sectors in line
with banking regulations and
prevailing law.
3. Lead and direct preparation
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
197
Key
Highlights
Management
Report
Company
Profile
Implementation of Duties
and Responsibilities of Senior
Executive Vice President
(SEVP)
No
Name
Directorate
Kusman Yandi
Retail Directorate
Muhammad Busthami
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
No
Name of Director
Training Title
Provider of
Agus Sudiarto
CSD
Bank Mandiri
Bank of Indonesia
Bank Mandiri
OJK
Jakarta, 21 November
2014
MES
OJK
198
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
No
Name of Director
Training Title
Provider of
Achmad Syamsudin
Bank Mandiri
Bank Mandiri
Perbanas
Iqtishad Consulting
OJK
Jakarta, 21 November
2014
MES
LSPP
Perbanas
Perbanas
National Economy
Committee
Bank Mandiri
OJK
Fahmi Ridho
None
Putu Rahwidhyasa
Perbanas
Banking Compliance
Directors Communication
Forum
199
Key
Highlights
Management
Report
Indonesian Banking
Human Capital Forum
OJK
OJK
Jakarta, 18 December
2014
Bank Indonesia
Orientation Program
200
Company
Profile
January May
2014 Period
No.
Director
The Board
of Directors
Meetings
(10 times)
Yuslam Fauzi
(President Director)
10 (100%)
Hanawijaya
(Director)
10 (100%)
Zainal Fanani
(Director)
10 (100%)
Amran Nasution
(Director)
9 (90%)
Sugiharto
(Director)
7 (70%)
Achmad Syamsudin
(Director)
8 (80%)
Up to
December
2014 Period
No.
Director
The Board
of Directors
Meetings
(34 times)
Agus Sudiarto
(President Director)
34 (100%)
Achmad Syamsudin
(Director)
29 (85%)
31 (91%)
Fahmi Ridho
(Director)
31 (91%)
Putu Rahwidhiyasa
(Director)
30 (88%)
Management Analysis
and Discussion
Diversity
of Board of
Commissioners
and Board
of Directors
Compositions
Diversity of Board of
Commissioners Composition
Diversity of Board of
Directors Composition
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.
Assessor
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
General Meeting of Shareholders
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
Remuneration Determination
Procedure
Determination procedure of
remuneration and other facilities
(remuneration package) for the
Board of Commissioners, 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:
Remuneration Component
Remuneration
and Nomination
Committee
The Board of
Commissioners
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:
Person
IDR (million)
Person
IDR (million)
Person
IDR (million)
Remuneration
2,305
13,230
248
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:
Person
IDR (million)
Person
IDR(million)
Person
IDR (million)
Remuneration
3,389
8,322
796
1,015.39
** include SEVP
Total Remuneration and Other Facilities Received in 1 (One) Year
Person
IDR (million)
Person
IDR (million)
Person
IDR (million)
Remuneration
5,695
13
21,552
1,044
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
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
Number of
Director (s)**
Number of Sharia
Supervisory Board
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
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
Board of
Commissioners
Board of
Directors
Shareholders
Yes
Yes
No
Yes
No
No
Yes
No
As a Director
As a
Shareholder
Yes
Yes
No
No
Ramzi A. Zuhdi
Bambang Widianto
Zulkifli Djaelani
Agus Fuad
Agus Sudiarto
Achmad Syamsudin
Fahmi Ridho
Putu Rahwidhiyasa
205
Key
Highlights
Management
Report
Company
Profile
Sharia
Supervisory
Board
Sharia Supervisory Board
Composition
Name
Position
Head
Member
Member
Position
Prof. Dr.
Komaruddin
Hidayat, M
Dr. M. Syafii
Antonio, MEc
Dr. H. Mohamad
Hidayat, MBA,
MH
206
Management Analysis
and Discussion
Corporate
Governance
Supervising Realization of
Sharia Supervisory Board
Financial
Report
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.
To support all achievements
mentioned above, DPS in
moral spiritual is obligated to
208
Management
Report
Company
Profile
Reporting
14 (82%)
10 (58%)
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.
e.
f.
Audit
Committee
Introduction
g.
h.
i.
j.
209
Key
Highlights
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
Commissioners Profile.
Tjeppy Kustiwa
Member, Independent
Party (Sharia banking
Expert)
Ramzi A. Zuhdi
Ferry
Firmansyah
Chairman
His profile can be seen in the Board of
Commissioners Profile.
Ventje Rahardjo
Member
His profile can be seen in the Board of
Commissioners Profile.
Member, Independent
Party (Sharia Finance
Accounting Expert)
Bambang Widianto
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
Name
Member
His profile can be seen in the Board of
Commissioners Profile.
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
Ferry Firmansyah
Member
Indonesian Citizen, born in Jakarta
29 April 1955 (58 years old).
Graduated from the Faculty of
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
Financial
Report
211
Key
Highlights
Management
Report
Company
Profile
Management Analysis
and Discussion
Corporate
Governance
Number of
Meetings
Attendance
Level
Zulkifli
Djaelani
31
13
Ventje
Rahardjo
31
13
Agus Fuad
31
14
Ramzi A. Zuhdi
31
31
Bambang
Widianto
31
25
Tjeppy Kustiwa
31
31
Ferry
Firmansyah
31
31
Financial
Report
Remarks
Risk
Monitoring
Committee
Introduction
Key
Highlights
214
Management
Report
Company
Profile
: 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)
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)
Chairman
His profile can be seen in the Board
of Commissioners Profile.
Ventje Rahardjo
Member
His profile can be seen in the Board
of Commissioners Profile.
Zulkifli Djaelani
Member
His profile can be seen in the Board
of Commissioners Profile.
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
Annual Report 2014 PT Bank Syariah Mandiri
Management Analysis
and Discussion
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
PT Bank Syariah Mandiri Annual Report 2014
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.
Financial
Report
215
Key
Highlights
216
Management
Report
Company
Profile
Name
Number of
Meetings
Attendance
Absence
% of
Attendance
Ramzi A.Zuhdi
100%
Sulaeman
40%
Bambang Widianto
40%
Edyanto Rachman
100%
Ateng Suhaeni
100%
Name
Number of
Meetings
Attendance
% of
Attendance
Absence
Ventje Rahardjo
14
13
1 (Leave)
93%
Ramzi A.Zuhdi
14
14
100%
Zulkifli Djaelani
14
14
100%
Edyanto Rachman
14
14
100%
Ateng Suhaeni
14
14
100%
Management Analysis
and Discussion
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
the Board of Commissioners
(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
217
Key
Highlights
Remuneration
and Nomination
Committee
Introduction
Duties
Management
Report
Company
Profile
Composition of Remuneration
and Nomination Committee
Taufik
Machrus
Member, Head
of Corporate
Secretary Division
Eka B.
Danuwirana
Member, Head of
Learning Center
Division
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
Chairman,
President
Commissioner
/ Independent
Commissioner
Ramzi A.
Zuhdi
Member,
Independent
Commissioner
Agus Fuad
Member,
Commissioner
Achmad Fauzi
Member, Head
of Human Capital
Division
Annual Report 2014 PT Bank Syariah Mandiri
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Number of
Minutes of
Meeting
16/001/KRN
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
Wednesday, 7
May 2014
Change of
Management
Compositions of PT
Bank Syariah Mandiri
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
16/003/
KRN
Thursday, 3
July 2014
1. Remuneration
of the Board of
Commissioners, the
Board of Directors and
Senior Executive Vice
President (SEVP) of PT
Bank Syariah Mandiri
in 2014
2. Decision of
Honorarium and
Facility / Benefits for
the Sharia Supervisory
Board (DPS) of PT Bank
Syariah Mandiri
16/004/
KRN
Wednesday,
23 July 2014
Remuneration of the
Board of Commissioners,
the Board of Directors
and Senior Executive Vice
President (SEVP) of PT
Bank Syariah Mandiri in
2014
16/005/
KRN
Monday, 8
December
2014
Strategic Initiative
for Human Capital
Development of PT Bank
Syariah Mandiri
219
Key
Highlights
Management
Report
Company
Profile
Corporate
Secretary
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
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
Realization of Corporate
Secretary Performance
221
Key
Highlights
Management
Report
Company
Profile
5. Empowerment of communities
with mushroom plantation
6. Construction of praying
buildings
7. Charity for natural disasters
victims
No
Date
14 December 2014
Cheap Fund Targeting, BSM Held Outlets in Car Free Day Malang
21 November 2014
Strengthen Business, Mandiri Group Held International Islamic Expo and Fair, BSM Launched Juneor
Mabrur Savings
06 November 2014
04 November 2014
16 October 2014
14 October 2014
12 October 2014
27 September 2014
24 September 2014
10
22 September 2014
11
15 September 2014
12
10 September 2014
13
08 September 2014
14
05 September 2014
15
04 September 2014
16
13 August 2014
Bahana Artha Ventura and Bank Syariah Mandiri Strengthen their Cooperation
17
26 August 2014
18
25 August 2014
19
15 August 2014
20
26 July 2014
21
24 July 2014
22
22 July 2014
23
21 July 2014
BSM Participated in Lessen Loan of the Government of the Republic Indonesia to German
24
13 June 2014
25
06 June 2014
26
30 May 2014
BSM Earned The Best Islamic Bank in Indonesia from Triple A Islamic Awards
27
12 May 2014
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
29
27 March 2014
30
25 March 2014
31
17 March 2014
32
15 March 2014
33
13 March 2014
34
06 March 2014
BSM Cooperated with AMPHURI in Utilizing Optimization Fund for Special Hajj
35
03 March 2014
36
28 February 2014
BSM and Bank Mandiri Operated KLG in Bank Mandiri Pasar Baru
37
26 February 2014
38
27 February 2014
BSM Earned The Best Islamic Full Pledged Bank from Karim Business Consulting
39
13 February 2014
40
12 February 2014
41
21 January 2014
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. Banks 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
Key
Highlights
Management
Report
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
Consulting
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Structure of Organization
of Internal Audit
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
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)
226
Certification
Number
Risk Management
(BSMR/LSPP)
65
Certified Fraud
Examiner (CFE)
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.
Management Analysis
and Discussion
Report on Implementation of
Internal Audit Duties
Corporate
Governance
Financial
Report
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
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
of Commissioners, the Board of
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
and the Board of Commissioners
before nominated to the GMS.
The Board of
Commissioners
and the Board of
Directors
Permanent
Employees
Temporary
Employees
2013
2014
2013
2014
2013
2014
Total Fraud
29
22
Resolved
29
In settlement
process internally
in BSM
13
228
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
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
Compliance Audit to
the Internal Control
and Law
Performance Audit
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
Compliance Audit to
the Internal Control
and Law
Performance Audit
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
Compliance Audit to
the Internal Control
and Law
Performance Audit
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
Compliance Audit to
the Internal Control
and Law
Performance Audit
229
Key
Highlights
Management
Report
Company
Profile
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).
2. Staff of the Bank must be
committed to implement their
duties in line with the policy,
system and procedure of
Compliance of the Bank.
3. Staff of the Bank must be
committed to implement their
duties in line with sharia banking
principles.
4. Staff of the Bank must be
committed to implement their
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
prevailing regulations.
230
Management Analysis
and Discussion
Commitment Compliance to
the Authorized Authority
Corporate
Governance
3.
4.
5.
6.
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 Banks 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
231
Key
Highlights
Management
Report
Company
Profile
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
GCG Development
Compliance System
232
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
Compliance Assessment
Management Analysis
and Discussion
Corporate
Governance
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
Key
Highlights
Management
Report
Company
Profile
Limit
Total
Employees
Level 1
437
Level 2
347
Level 3
45
Level 4
26
Total
855
234
Limit
Credit
Risk
Inhouse BMPK
Termination of Financing
Credit Line
Sectorial & Product
Treasury Transactions
Financing Currency
Market
Risk
Operational
Risk
Inhouse BMPK
Termination of Financing
Credit Line
Sectorial & Product
Treasury Transactions
Financing Currency
Liquidity
Risk
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
235
Key
Highlights
Management
Report
Company
Profile
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
2. Implementation of
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
Stress Testing
Financial
Report
237
Key
Highlights
Management
Report
Company
Profile
No
Risk Type
Inherent Risk
Level
Quality Level of
Management Risk
Implementation
Risk Level
Credit Risk
Moderate to
High
Fair
Market Risk
Low to
Moderate
Satisfactory
Liquidity Risk
Low to
Moderate
Satisfactory
Operational
Risk
Moderate to
High
Fair
Legal Risk
Low to
Moderate
Satisfactory
Reputation
Risk
Low to
Moderate
Satisfactory
Strategic Risk
Moderate
Satisfactory
Compliance
Risk
Moderate
Satisfactory
Investment
Risk
Moderate
Fair
10
Profit Sharing
Risk
Moderate
Satisfactory
Moderate
Satisfactory
Composite Level
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
management of the Bank
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
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
Financial
Report
239
Key
Highlights
Management
Report
Company
Profile
Information
Technology
Working Program
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
Corporate
Governance
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.
BSM Position
Status
Defendant
In settlement process
242
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Case Principles
BSM Position
Status
Defendant
In settlement process
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
Implementation of Good Corporate
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
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 Banks 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
Regarding
SE No.8/018/UMM dated 11
December 2006
CoC Poster
SE No.11/003/UMM dated 15
January 2009
SE No.12/13/UMM dated 25
November 2010
SE No.12/018/UMM dated 27
December 2010
GCG Charter
SE No.15/009/UMM dated 20
June 2013
SE No.15/010/UMM dated 20
June 2013
Management Analysis
and Discussion
Code of
Conduct
Existence of Code of Conduct
Corporate
Governance
Financial
Report
245
Key
Highlights
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
Disclosure on Corporate
Culture
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Whistleblowing
System
As a form of commitment of the
Bank in implementing the banks
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.
Protection to the
Whistleblower
247
Key
Highlights
Management
Report
Company
Profile
Mechanism of Violation
Reporting System
Whistleblower
Compliance
Division
President
Director
Starts
A
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
248
Management Analysis
and Discussion
Corporate
Governance
Financial
Report
Auditor Analysis
Explanation
Investigator
Initial
Information
Review
B-WISE
4
Evident
Analysis
10
A.
No
Adequate
Evi
Investigation
Adult
B Yes
A
Clerk
Adequate
Eligible
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
Management Analysis
and Discussion
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
CSR Programs
Company
Profile
2012
2013
2014
252
Program
Million
Rupiah
Receiver of Benefits
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
Receiving Numbers
No
Activities
Area
Institutions
Individuals
Schools/
Universities
Foundations
Indonesia
4,850
56
21
Indonesia
1,049
52
11
Education Assistance
Indonesia
1,033
30
16
6,932
138
48
TOTAL
Activities
Area
Indonesia
TOTAL
Receiving Number
36
1.24
36
1.24
253
Key
Highlights
Management
Report
Company
Profile
4. Environmental Program of
Institutions
BSM granted its assistance
in relation to environmental
activities to, among others, the
following institutions:
No.
Environment
10,000,000.00
10,000,000.00
10,000,000.00
28,900,000.00
50,000,000.00
22,500,000.00
30,500,000.00
Sub Total
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 Banks 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
Year
2012
2013
2014
Senior Manager
0.3
0.53
0.48
Manager
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
0.1
0.43
0.24
726
100
941
100
793
100
Basic Employees
Total
255
Key
Highlights
Management
Report
f. Development of complaint
management system.
g. Provision of monitoring
program for services standard
implementation through on
site and on desk.
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 bsmcall@bsm.co.id;
c. Customer service in the
nearest branch offices.
Management Analysis
and Discussion
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.
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