Batavia Governance

Batavia’s Code of Ethics is a Commitment to Stakeholders

As a securities company that manages assets on behalf of clients and engages with stakeholders in its business activities, Batavia establishes and implements a code of ethics to demonstrate its commitment to ethical and professional conduct, as well as the protection of stakeholder interests. For Batavia, the Code of Ethics represents a form of commitment to all stakeholders.

Ethics Violation Reporting

Indications of behavior that violate the law, breach ethics or general norms of decency, demonstrate unprofessionalism, involve fraud, bribery, and corruption, endanger occupational health and safety, or deliberately conceal such behavior and/or actions, may be reported to Batavia through the following reporting channels: by sending a written letter to PT Batavia Prosperindo Aset Manajemen, Attn: WBS Team, Chase Plaza, 12th Floor, Jalan Jenderal Sudirman Kav. 21, South Jakarta 12920 or by sending an email to WBS@Batavia.co.id . These reporting channels may be used by all Batavia personnel as well as third parties such as clients, business partners, suppliers, and others. Batavia allows whistleblowers to disclose their identity or remain anonymous. Batavia guarantees protection for whistleblowers who disclose their identity, provided that the report and/or information submitted is not false or misleading.

Key Principles of Batavia’s Code of Ethics

Batavia’s commitment at all times:

• Act professionally and uphold ethics
• Act in the best interest of Clients
• Maintain independence and objectivity
• Be competent, skilled, and thorough
• Communicate with Clients in a timely and accurate manner
• Uphold the prevailing capital market regulations

LEGAL BASIS

The Batavia Board of Directors’ Work Guidelines are prepared with reference to Law of the Republic of Indonesia No. 40 of 2007 concerning Limited Liability Companies the Financial Services Authority (OJK) Regulations and the Decree of the Chairman of the Capital Market and Financial Institution Supervisory Agency regarding Investment Manager Licensing, Implementation of Investment Manager Governance as well as Batavia’s Articles of Association.

Batavia BOARD OF DIRECTORS MEETING POLICY

Batavia Board of Directors meetings are held at least once every 2 (two) months at Batavia’s office in Jakarta or at another designated location, with meeting invitations delivered by letter or electronic mail. The Board of Directors’ meetings must be attended by the majority of the members of the Board. Each member of the Board of Directors is required to attend 75% of the total number of meetings in one year (whether physically, circularly, or via teleconference). Decisions of the Board of Directors’ meetings are taken based on deliberation to reach consensus. If consensus is not achieved, decisions are made by voting. The Board of Directors may make valid decisions without holding a meeting, provided that all members of the Board have been notified in writing and all members of the Board have given their written approval. The results of the meeting, including dissenting opinions, must be documented in the minutes of the meeting and properly archived.

DUTIES, RESPONSIBILITIES, AND AUTHORITIES OF THE BOARD OF DIRECTORS

The Batavia Board of Directors is tasked with managing and being responsible for the management of Batavia in the interests of Batavia in accordance with the purposes and objectives set forth in Batavia’s Articles of Association. The responsibilities of the Board of Directors of Batavia include, among others: the implementation of Corporate Governance the accuracy of Batavia’s financial statements all actions related to Batavia’s activities carried out by Deputy Investment Managers, employees, and other parties working for Batavia preparation and implementation of the Business Plan the application of Know Your Customer (KYC) principles ensuring the reliability of Batavia’s internal controls (compliance, risk management, and internal audit), including following up on findings related to internal controls that require the attention of the Batavia Board of Directors, external audit findings, supervision results of the Board of Commissioners and the Batavia Sharia Supervisory Board, as well as supervision results from OJK. The Board of Directors of Batavia has the right to represent Batavia inside and outside the court in all matters and events, bind Batavia with other parties and other parties with Batavia, and carry out all actions both regarding management and ownership, with the limitations as stipulated in the prevailing laws and Batavia’s Articles of Association.

REPORTING AND ACCOUNTABILITY OF THE Batavia BOARD OF DIRECTORS

The Batavia Board of Directors is accountable for carrying out its duties to shareholders through the General Meeting of Shareholders (GMS), and the accountability of the Board of Directors for the performance of its duties is accepted by shareholders through the GMS. The Batavia Board of Directors prepares an annual report which is available at Batavia’s office.

LEGAL BASIS

The Working Guidelines of the Board of Commissioners of Batavia are prepared with reference to Law of the Republic of Indonesia No. 40 of 2007 concerning Limited Liability Companies Financial Services Authority (OJK) Regulations and the Decree of the Chairman of the Capital Market and Financial Institution Supervisory Agency regarding Licensing of Investment Managers, Implementation of Investment Manager Governance as well as the Articles of Association of Batavia.

Batavia BOARD OF DIRECTORS MEETING POLICY

The Batavia Board of Commissioners (the “Board”) is required to hold meetings at least once every three (3) months. The Board Meeting (“Board Meeting”) shall be convened by a member of the Board through written or electronic notice. A Board Meeting must be attended by a majority of the members of the Board of Commissioners. The Board may invite Batavia’s Directors if there are findings indicating violations of laws and regulations. Each member of the Batavia Board is required to attend at least 75% of the total number of Board Meetings held in one (1) year, whether by physical presence, circular resolution, or teleconference. Decisions of the Batavia Board Meetings shall be made based on deliberation to reach consensus. If consensus cannot be reached, decisions shall be made by voting. The Batavia Board may adopt valid decisions without holding a Board Meeting, provided that all members of the Board have been duly notified in writing and all members have given written approval of the proposed resolution. The results of Batavia Board Meetings, including differing opinions, must be recorded in the minutes of meeting and properly documented.

DUTIES, RESPONSIBILITIES, AND AUTHORITIES OF THE BOARD OF DIRECTORS

The Batavia Board of Commissioners (“Batavia Board”) is tasked with and responsible for supervising the policies and overall management of the company, including but not limited to supervision of Governance implementation accuracy of Batavia’s financial statements monitoring the performance of the duties and responsibilities of Batavia’s Directors periodically or at any time providing advice independently overseeing the implementation of the Business Plan carrying out audit functions through the Independent Commissioner reporting to OJK upon discovering indications of violations of laws and regulations in the financial services sector that may endanger Batavia’s business continuity monitoring the effectiveness of conflict-of-interest policies and actively overseeing internal control systems (compliance, risk management, and internal audit). The Batavia Board has the right to obtain explanations on any matters requested from the Directors, and to receive complete, accurate, up-to-date, and timely data and information from Batavia’s Directors.

REPORTING AND ACCOUNTABILITY OF THE Batavia BOARD OF DIRECTORS

The Batavia Board is accountable for the performance of its duties to the shareholders through the General Meeting of Shareholders (GMS). The accountability of the Batavia Board for the performance of its duties shall be accepted by the shareholders through the GMS.

INTERNAL CONTROL at Batavia LINES OF DEFENSE MODEL WITHIN THE FRAMEWORK OF BATAVIA’S INTERNAL CONTROL SYSTEM

The internal control implemented by Batavia uses the lines of defense model, emphasizing the concept that “risk management is everyone’s responsibility,” starting from Batavia’s Board of Directors down to the functions that interact directly with clients. This framework was developed and implemented to ensure that business risks are managed within limits acceptable to Batavia, and to ensure that Batavia’s functions comply with the applicable laws and regulations as well as Batavia’s internal policies and operational procedures.

PROCESS/RISK OWNERS AT Batavia AS THE FIRST LINE

In the lines of defense model applied at Batavia, the process owners or risk owners act as the first line. They consist of those responsible for investment and research functions trading securities transaction settlement marketing and customer complaint handling information technology accounting and finance as well as human resource development. The process/risk owners are responsible for implementing effective internal control procedures in daily activities and for integrating risk management capabilities into activities that may generate risks.

RISK MANAGEMENT AND COMPLIANCE FUNCTIONS AT Batavia AS THE SECOND LINE

The independent risk management and compliance functions act as the second line. These functions are responsible for developing appropriate frameworks for risk management and ensuring their effective and consistent application by process/risk owners at Batavia as well as ensuring compliance of Batavia’s functions with applicable laws, regulations, and Batavia’s internal policies and operational procedures. The risk management and compliance functions have unrestricted access to other functions at Batavia in relation to carrying out their duties.

INTERNAL AUDIT FUNCTION AT Batavia AS THE THIRD LINE

The primary responsibility of the Internal Audit function as the third line is to evaluate the effectiveness of the design and implementation of corporate governance, risk management, and internal control processes as a whole, and to provide recommendations to strengthen these aspects for consideration by the Board of Directors. In carrying out its role, Batavia’s Internal Audit function plans, monitors, and documents all internal audit activities records all findings, conclusions, and recommendations from internal audit activities and prepares an Internal Audit Report after each internal audit to be submitted to the Board of Commissioners and the Board of Directors.

Batavia acts as the representative of Unit Holder (“PUP”) in casting votes at the General Meeting of Shareholders (“GMS”) of companies where PUP funds are invested (proxy voting). The exercise of voting rights over shares in companies where Batavia’s managed funds are invested (stewardship) is carried out with prudence, independence, and in the best interest of Client fund management.

Batavia’s OBLIGATIONS IN DISCLOSING VOTING RESULTS

1. Actively attend every meeting held by investee companies and exercise all voting rights owned by PUP in the GMS, with due regard to the interests of PUP
2. Review proposals or similar documents issued by investee companies before the meeting is held, to ensure that no issues may negatively impact the interests of PUP
3. Assess the potential long-term impact of each voting option, taking into account the interests of PUP
4. Provide an explanation to PUP in the event that Batavia does not exercise some or all of the voting rights owned by PUP
5. Keep records of the number of investee company meetings attended, the number of votes exercised, and the outcomes of each meeting attended.

DISCLOSURE OF VOTING RESULTS

Batavia may disclose the results of voting rights exercised on each agenda proposed by the investee companies on Batavia’s Website.

Batavia has several internal policies related to ethics that serve as references for all Batavia personnel in carrying out operational activities. These policies are prepared in accordance with applicable laws and regulations, and are updated from time to time in line with the development of Batavia, industry progress, and the laws and regulations of the Indonesian Capital Market as well as other related regulations, namely:

• Company Code of Ethics
• Board of Commissioners' Charter
• Board of Directors' Charter
• Compliance Charter
• Internal Audit Charter
• Corporate Governance Policy
• Code of Conduct Policy
• Compliance Policy
• Risk Management Policy
• Anti-Fraud Strategy Policy
• Policy on the Implementation of Anti-Money Laundering, Counter-Terrorism Financing, and Counter-Proliferation Financing of Weapons of Mass Destruction Program (AML/CTF & CPF)
• Consumer and Public Protection Policy
• Information Technology Policy
• Information Security Policy
• Business Continuity Plan (BCP) Policy
• Environment, Social and Governance (ESG) Policy
• Corporate Governance Policy, which also includes the Conflict of Interest Policy and Stewardship Policy
• Batavia Board of Directors’ Work Guidelines
• Batavia Board of Commissioners’ Work Guidelines
• Anti-Bribery and Corruption Policy
• Anti-Money Laundering and Counter-Terrorism Financing Policy
• Trading Policy
• Client Interaction Policy
• Client Complaint Handling Policy