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

Batavia applies internal control based on the Three Lines Model, emphasizing the principle that risk management is the responsibility of all parties—from the Board of Directors to the operational units that interact directly with clients. This framework is developed and implemented to ensure that all business risks are managed within acceptable limits for Batavia. In addition, it aims to ensure compliance with applicable laws and regulations, as well as with the company’s internal policies and operational procedures.

PROCESS/RISK OWNERS AT Batavia AS THE FIRST LINE

Within the “Three Lines Model” applied at Batavia, process owners/risk owners serve as the first line. They include the individuals responsible for key functions such as investment and research; trading; securities settlement; marketing and customer complaint handling; information technology; accounting and finance; and human resource development. As the first line, process/risk owners are responsible for implementing effective internal control procedures in their day-to-day operations. They also play a key role in integrating risk management capabilities into all activities that have the potential to generate risks.

RISK MANAGEMENT AND COMPLIANCE FUNCTIONS AT Batavia AS THE SECOND LINE

The risk management and compliance functions, which operate independently, serve as the second line within Batavia’s Three Lines Model. These functions are responsible for designing and developing an effective risk management framework, as well as ensuring that the framework is consistently and properly applied by process/risk owners. In addition, the risk management and compliance functions ensure that all activities at Batavia are conducted in accordance with applicable laws and regulations, and that they comply with the company’s internal policies and operational procedures. In carrying out their roles, the risk management and compliance units have full and unrestricted access to all other units within Batavia to ensure effective oversight and the implementation of good governance principles.

INTERNAL AUDIT FUNCTION AT Batavia AS THE THIRD LINE

As the third line within the Three Lines Model structure, the Internal Audit function has the primary responsibility of evaluating the effectiveness of corporate governance design and implementation, risk management, and internal control processes as a whole. Internal Audit also provides recommendations for improvements to strengthen these areas, which are then submitted to the Board of Directors for consideration. In performing its duties, Batavia’s Internal Audit develops plans, conducts controls, and documents all internal audit activities. The Internal Audit also records all findings, conclusions, and recommendations resulting from the audit process. After each audit, the Internal Audit prepares an Internal Audit Report, which is submitted to the Board of Commissioners and the Board of Directors as part of the reporting and oversight mechanism.

As an Investment Manager, Batavia is responsible for optimizing the interests of Unit Holders through effective fund management focused on achieving the best possible investment results. This responsibility aligns with the principle of stewardship—a commitment to managing assets in a trustworthy, transparent, and responsible manner for the benefit of investors.

Batavia’s stewardship policy encompasses three main activities

1. Regular monitoring of investee companies to ensure that their performance and governance are aligned with investment objectives and Environmental, Social, and Governance (ESG) principles;
2. Engagement, which involves constructive and active communication with the management of investee companies to encourage value creation and sustainable practices;
3. Exercise of voting rights, as part of Batavia’s active participation in key decision-making processes of investee companies, aimed at protecting and optimizing the investment value for Unit Holders.
4. Provide an explanation to PUP in the event that Batavia does not exercise some or all of the voting rights owned by PUP

DISCLOSURE OF STEWARDSHIP ACTIVITIES

Batavia may disclose the outcomes of voting rights exercised in accordance with agendas proposed by investee companies. Such information may be made available to the public through Batavia’s official website, as part of its commitment to transparency, accountability, and good governance practices in investment management.

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