20 Integrated

Annual
21 Report

Building
The XL Axiata
of Tomorrow
2018 2019 2020

Embracing Driving Operational Transform Faster

Digitisation Excellence for to Emerge Stronger
for Our Future Sustainable Giving Back to
Growth and the Nation
Returns
2021 Building
The XL Axiata
of Tomorrow
Converged Digital Telco

The Company The COVID-19 pandemic continued in 2021, which made

economic conditions rather challenging especially for
finished 2021 at a a few industries. However, for the telecommunication
strong position, with industry, it was another challenge altogether. The
challenge was to provide more coverage, more data,
gross revenue at IDR more accessibility especially since most people were
26,766 billion, or a relegated to doing their activities online from schooling,
working, all the way to shopping and other activities.
2.9% growth from Therefore, the Company understood the importance of
2020. EBITDA margin improving its network performance and technology to
remains at 49.6%, still ensure that its customers received the best service.

within the target of The theme for this Annual Report is “Building the XL
low 50%. CAPEX was Axiata of Tomorrow”, and it perfectly encapsulates
the strategy for the Company going forward. In
significantly higher 2021, we renewed our vision to be the Number One
than the initial target Converged Operator in Indonesia. We have made the
first accomplishment toward that vision by launching
at 9.9 trillion, but our first converged product, XL Satu. For the Company,
it was because the building for tomorrow means building from the ground
up, starting from our values, our people, our systems,
Company invested to our products and services. The Company wants to
more to provide better ensure that everything that it does has the customer’s
customer experience. In interest at heart. By focusing on customer excellence,
the Company believes that the XL Axiata of tomorrow
2021, we also launched will be stronger, better and more solid - ready to come
XL Satu, our first ahead and truly achieve our vision of becoming the
number one Converged Operator in Indonesia.
converged product -
making the Company The Company understands that there will be more
challenges as it steps into the future, but it also
the first and only understands that there will be more opportunities ahead.
Converged operation in The Company is ready to continue building the XL
Axiata of tomorrow by staying firm in its commitment to
Indonesia. increase its current capacity and become a better, more
efficient
 ABOUT
THIS REPORT

The Company’s Annual Report for This Annual Report focuses

SCOPE AND BOUNDARIES

2021 discusses the Company’s on a number of areas, such as

financial and non-financial
performance, business challenges, the Company’s renewed vision
opportunities, and risks that the to Convergence, its digital
stakeholders will find relevant transformation, its improved
and that significantly affect our
capability to create value. We
financial performance, its new
limit our report to the Company’s strategy, as well as its compliance to
activities from January 1, 2021 to Good Corporate Governance.
December 31 2021.
Integrated Annual Report 2021

MANAGEMENT REPORT The Board of Directors
refers to IIRC’s
International Integrated
Reporting Framework,
ACGS, and SEOJK16/2021
for the Annual Report
of 2021. The Board of
Directors is responsible
to ensure the integrity of
4

this report through good

corporate governance
and internal reporting
procedures.

ASSURANCE
The analysis and discussion The Company has assessed
on financial performance the materiality of the Annual
presented in the Company’s Report 2021 according to the
Annual Report 2021 refers to reporting policies applicable in
the Financial statements as the Indonesian Stock Exchange.
at and for the years ended The Company has also inquired
December 31, 2021 and the input of stakeholders
December 31 2020 audited regarding business direction
by Kantor Akuntan Publik and perspective, including the
Tanudiredja, Wibisana, Rintis risks identified using the risk
& Rekan (a member of the management framework. These
PricewaterhouseCoopers risks may affect the Company’s
networks of firms) with skills to create values in the
unqualified opinion. Financial short, medium, and long term.
statements and disclosures This report also presents the
are presented according Company’s strategic responses
to Indonesian Financial to the identified issues.
Accounting Standards.

PT XL Axiata Tbk
 TABLE OF
CONTENTS

4 About This Report 118 Business Prospects and 2022 Targets

5 Table of Contents 119 Marketing Aspect
121 Dividend Policy
PERFORMANCE HIGHLIGHTS 121 Realisation of Use of Funds from Public
8 Financial and Operational Highlights Offerings
10 Shares Highlights 122 Material Information
12 Awards 2021 123 Changes in Legislation or Regulations That
16 Event Highlights 2021 Has an Impact on the Company
126 Changes to the Accounting Standard (PSAK)
127 Human Capital Development
MANAGEMENT REPORT

Integrated Annual Report 2021

32 Board of Commissioners Report
40 Board of Directors Report CORPORATE GOVERNANCE
134 Introduction

STATEMENT OF ACCOUNTABILITY OF 136 GCG Structure

137 General Meeting of Shareholders (GMS)
2021 INTEGRATED ANNUAL REPORT
144 Board of Commissioners
158 Remuneration
COMPANY PROFILE
160 Board Audit Committee
52 Company Information
166 Nominating and Remuneration Committee
53 XL Axiata at A Glance
172 Board Risk and Compliance Committee
54 Milestones
177 Transformation Advisory Committee
56 Vision, Purpose & Values
184 Board of Directors
58 Business Activities

5
195 Information Technology Committee
60 Operational Areas
198 Risk Management and Business Continuity
65 Corporate Website Information
Committee
66 Organisational Structure
202 Human Capital Committee
68 Profile of the Board of Commissioners
204 Gift, Donation and Sponsorship Committee
76 Profile of the Board of Directors
208 Ethics and Integrity Committee
82 Total Employees
210 Corporate Secretary
83 Shareholders Information
215 Investor Relations
86 Public Accounting Firm
216 Internal Audit
87 Capital Market Supporting Professional
219 Internal Control
Institutions
220 Risk Management
223 Litigations and Contingencies
MANAGEMENT DISCUSSION AND 223 Administrative Sanctions
ANALYSIS 224 Code of Ethics
90 Global Economic Overview 225 Employee and/or Management Stock Option
91 National Economic Overview Programs
91 Industrial Overview 226 Whistleblowing System
92 Operational Overview 226 Anti-Bribery and Anti Corruption Policy
95 Technology Review 227 Good Corporate Governance Implementation
98 Financial Overview
113 Capital Structure and Capital Structure Policy SUSTAINABILITY REPORT
113 Material Bond on Capital Goods Investment 238 Information on the Report
114 Realisation of Capital Goods 240 Sustainability Strategy
114 Information and/or Material Facts That 242 2021 Material Topics and Boundaries
Occured after Date of Reporting 243 Select Materiality Matrix
115 Management Strategy and Comparison of
Target and Realisation
AUDITED REPORT

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021
6
01 Performance Highlights

PT XL Axiata Tbk
 Performance Highlights

PERFORMANCE
HIGHLIGHTS
Integrated Annual Report 2021
7
01

Despite a
challenging year,
the Company
managed to finish
ahead and become
the first Converged
Operator in
Indonesia.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Performance Highlights

FINANCIAL AND
OPERATIONAL
HIGHLIGHTS

Profit or Loss and Other Comprehensive Income

(In Billion Rupiah)

Financial Overview 2021 2020 2019

Gross Revenue 26,766 26,018 25,150

Operating Expenses 13,467 12,949 15,166
EBITDA 13,287 13,060 9,966
Integrated Annual Report 2021

EBIT 3,331 605 2,603

Profit Before Income Tax 1,708 146 1,144
Profit for the Year 1,288 372 713
Other Comprehensive Income 16 -26 13
Total Comprehensive Income 1,304 345 726
Earnings per Share (in Full IDR) 121 35 67
Total Current Assets 7,733 7,571 7,146
Fixed Assets - Net of Accumulated Depreciation 51,912 47,162 42,082
Total Assets 72,753 67,745 62,725
Total Current Liabilities 20,954 18,857 21,293
Interest Bearing Debt 10,272 9,348 12,809
8

Total Non-current Liabilities 31,711 29,750 22,311

Total Liabilities 52,665 48,607 43,603
01

Total Equity 20,089 19,137 19,122

EBITDA Margin (%) 49.6 50.2 39.6
EBIT Margin (%) 12.4 2.3 10.4
Profit for The Year Margin (%) 4.8 1.4 2.8
Return on Invested Capital (%) 5.1 1.0 4.7
Return on Assets (%) 1.8 0.6 1.2
Return on Equity (%) 6.6 1.9 3.8
Current Ratio (%) 36.9 40.2 33.6
Debt to Equity Ratio (x) 0.5 0.5 0.7
Debt to Asset Ratio (x) 0.1 0.1 0.2
Debt to EBITDA Ratio (x) 0.8 0.7 1.3
Debt to EBITDA Ratio - include Finance Lease (x) 2.7 2.6 2.7
Note:
Operating Expense = Excluding Depreciation and Amortization, gain from sales and leaseback of towers, gain/loss from forex transactions, and others
EBITDA = Revenue less Operating Expenses
EBITDA Margin = EBITDA/Gross Revenue
EBIT Margin = EBIT/Gross Revenue
EBIT = EBITDA Less Depreciation & Amortization
Net Income/(Loss) Margin = Profit (Loss) for the Year/Gross Revenue
Return on Invested Capital = Profit/(Loss) for the Year/Average Invested Capital
Return on Assets = Profit/(Loss) for the Year/Average Total Assets
Return on Equity = Profit/(Loss) for the Year/Average Total Equity
Debt to EBITDA Ratio = Interest Bearing Debt / EBITDA

PT XL Axiata Tbk
 Performance Highlights

Operational Data 2021 2020 2019

Total Traffic (in Petabyte) 6,549 4,872 3,320

Number of BTS 162,282 144,978 130,217
Total Customers (in million) 57.9 57.9 56.7

Integrated Annual Report 2021

Total Prepaid Customers (in million) 56.6 56.7 55.6
Total Postpaid Customers (in million) 1.3 1.2 1.1
Total Employees 1,575 1,614 1,606
Efficiency Ratio (%)* 36.8 35.9 35.3

*Efficiency Ratio = Number of Subscribers / Number of Employees

GROSS REVENUE EBITDA EBITDA Margin

(In Billion Rupiah) (In Billion Rupiah) (In %)

26,766 13,287 50.2

49.6
26,018 13,060

9
25,150 9,966 39.6

01
2019 2020 2021 2019 2020 2021 2019 2020 2021

Total Traffic Number of BTS Total Customers

(In Petabyte) (In Million)

6,549 162,282 57.9 57.9

4,872 144,978 56.7

3,320 130,217

2019 2020 2021 2019 2020 2021 2019 2020 2021

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Performance Highlights

SHARES
HIGHLIGHTS

SHARE PRICE MOVEMENTS AND VOLUME 2020-2021

2021
4,000 150,000,000

3,500

3,000
Integrated Annual Report 2021

100,000,000
2,500

2,000

1,500
50,000,000

1,000

500

0 0
10

JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC

Closing Price Sum of Volume

01

2020
4,000 400,000,000

3,500 350,000,000

3,000 300,000,000

2,500 250,000,000

2,000 200,000,000

1,500 150,000,000

1,000 100,000,000

500 50,000,000

0 0
JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC

Closing Price Sum of Volume

PT XL Axiata Tbk
 Performance Highlights

SHARES PERFORMANCE AS OF DECEMBER 31, 2021 & 2020

2021 2020
Prices (IDR)
Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

Highest 2,840 2,780 3,040 3,230 3,360 2,790 2,970 2,900

Lowest 2,050 1,980 2,400 2,860 1,410 1,950 1,930 1,985

Closing 2,090 2,670 3,040 3,170 2,000 2,770 2,030 2,730

Integrated Annual Report 2021

Total Volume
2,129,720 1,960,346 1,528,612 1,354,611 974,006 962,965 1,149,833 3,551,488
('000)

TOTAL SHARES, SHARE PRICE AND MARKET CAPITALIZATION 2019 - 2021

2019 2020 2021

Total Shares 10,687,960,423 10,706,012,530 10,724,674,776

11
Stock Closing Price (IDR) as of December 31 3,150 2,730 3,170

01
Market Capitalization (Million Rupiah) 33,667,075 29,227,414 33,997,219

SHARE OWNERSHIP AS OF DECEMBER 31, 2021

2021
Shareholders
Shares %

Axiata Investments (Indonesia) Sdn. Bhd. 6,559,247,263 61.16%

Treasury Shares 56,487,800 0.53%

Public 4,108,939,713 38.31%

Total 10,724,674,776 100.00%

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Performance Highlights

AWARDS
2021

January 2021

INDONESIA MOST POWERFUL WOMEN 2021

CEO Dian Siswarini once again received an award for Inspirational
Women Leader for Sustainable Company Management and
Performance in Indonesia Most Powerful Women 2021, held virtually
by Herstory, a member of Warta Ekonomi Group.
Integrated Annual Report 2021

March 2021 March 2021 March 2021

INDONESIA PR OF THE YEAR 2021 WOW BRAND INDONESIA 2021 TOP DIGITAL COMPANY AWARDS
CEO Dian Siswarini received an award for The Company received 2 awards in 2 2021
Spokesperson of The Year in Indonesia categories in WOW Brand Indonesia 2021 The Company with its XL Home product
PR of The Year 2021, held virtually by MIX held by MarkPlus, Inc. managed to receive the TOP Digital
Marketing Communication Magazine in • Live.on for the Digital Operator Company Awards 2021 for “The Best
12

Jakarta. category In Building Digital Transformation”

• XL Axiata for the Cellular Operator category. This award was given because
category the Company was deemed as one of the
01

companies that successfully implemented

digital transformation, one of which
through XL Home product.

April 2021 April 2021 April 2021

BISNIS INDONESIA CORPORATE TOP CSR AWARDS 2021 ICONOMICS AWARD 2021
SOCIAL RESPONSIBILITY AWARD In the TOP CSR Awards 2021 with the The Company received the “2nd
(BISRA) 2021 theme “CSR Strategic Role in National Indonesia Corporate Branding PR
The Company was awarded the Economic Recovery in the New Normal”, Awards 2021” at the Iconomics
Gold Champion in Corporate Social the Company received 2 awards: Awards 2021, and appreciation given
Responsibility Program in Bisnis Indonesia • TOP CSR Awards 2020 # Star 4 to the best institution in building its
Corporate Social Responsibility Award • TOP Leader on CSR Commitment Corporate Branding.
(BISRA) 2021 that was held as a hybrid 2021 for CEO Dian Siswarini
event.

PT XL Axiata Tbk
 Performance Highlights

April 2021 May 2021

INDONESIA CORPORATE IICD CORPORATE

PANDEMIC HEROES GOVERNANCE AWARD
The Company is among the 20 2021
companies in Indonesia deemed to In the “The 12th IICD
have given significant contribution Corporate Governance
in the management of COVID-19 Awards” held by
Pandemic. This award was given by Indonesian Institute for
SWA magazine for the Company’s Corporate Directorship
many contributions such as provision of (IICD), the Company
free communication access for BNPB, managed to be awarded
strengthening telecommunication and in two categories:
data network around Wisma Atlet • Top 50 Big
Kemayoran, providing free access for Capitalization Public
various applications to assist school or Listed Company

Integrated Annual Report 2021

work from home activities, donations • Best Non-Financial
through BNPB and provisions of Sector for Big
PPEs to hospitals handling COVID-19 Capitalization Public
cases, organising the first drive thru Listed Company.
vaccination centre in collaboration with
UI and RSUI, etc.

13
01
July 2021 July 2021 July 2021

INDONESIA BEST CSR AWARDS 2021 INDONESIA BEST CEO AWARDS 2021 SELULAR AWARD 2021
The Company was awarded Indonesia CEO Dian Siswarini was awarded BEST In the Selular Award 2021, the Company
Best CSR Awards 2021 in the Innovative CEO for Mobile Telecommunications won 2 prestigious awards:
CSR with Digital Transformation category category inIndonesia BEST CEO Awards • Most Innovative Data Package for
from Warta Ekonomi. 2021 by The Iconomics. XL Axiata SATU Fiber
• Best Home Internet for XL Home

July 2021 August 2021

APPRECIATION FROM THE BEST PUBLIC COMPANY AWARD

INDONESIAN MINISTRY OF 2021
HEALTH The Company was awarded “Indonesia
Indonesian Minister of Health Best Public Company 2021 with Prudent
Mr. Budi Gunadi Sadikin Trading Share” for Infrastructure, Utilities
awarded an appreciation and Transportation category, sub-
token to CEO Dian Siswarini, category Telecommunication in the “Best
for the aid that the Company Public Company Award 2021: Enhancing
has given to the government Quality and Achieving Future Growth in
and communities since the Pandemic Era” by Warta Ekonomi.
pandemic began.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Performance Highlights

November 2021
September 2021
ASOSIASI BIG DATA & AI (ABDI)
INDONESIA CUSTOMER SERVICE QUALITY AWARDS 2021 The Company received 2 (two) awards for XL
The Company received 2 awards in Indonesia Customer Service Axiata Business Solutions in the categories
Integrated Annual Report 2021

Quality Awards 2021 held by SWA Media Group. The awards Best Data Technology for Smart Intelligent
received were Celular Operator Service Centre untuk XL Center City and Best Data Governance Enterprise
and Celular Operator Apps for myXL. Data Protection Excellence in an award
event held by Asosiasi Big Data & AI (ABDI).

September 2021

ESG AWARDS 2021

The Company received Commitment CC
rating in ESG (Environmental Social
Governance) Awards 2021 held by
Beritasatu Media Holdings in conjunction
with Bumi Global Karbon Foundation
(BGKF).
14

November 2021
01

CITRA PARIWARA 2021

In Citra Pariwara 2021, the Company through
its AXIS brand was awarded 3 awards as well
as a Bronze trophy for 3 AXIS ads:
1. Print – Timeline Gourmet Version:
AXIS Suka-Suka
2. Print – Popcult Student Version: AXIS
Suka-Suka
3. Print - Light Up Your World for AXIS
Suka-Suka

September 2021 September 2021

INDONESIA BEST WOMEN THE LOYALTY360 AWARDS, GOLD

EMPOWERMENT AWARDS 2021: AWARD
‘REDEFINING THE DEFINED’ The Company was awarded Gold Award
In the Indonesia Best Women in the CX Strategy category for Device
Empowerment Awards 2021 Club application by the Loyalty Club, and
‘Redefining the Defined’ by Warta was the only Indonesian company to win
Ekonomi and HerStory Indonesia, the in this international award competition
Company was awarded Best Women held in Charlotte, North Carolina, USA.
Empowerment Initiative with November 2021
Outstanding Female Leadership for
CEO Dian Siswarini. SELULAR EDITOR’S CHOICE 2021 IN THE
“MOST INNOVATIVE IOT PRODUCT IN
HEALTH CARE” CATEGORY
The Company through XL Axiata Business
received an award in the Selular Editor’s Choice
2021 for the Most Innovative IoT Product in
Health Care category.

PT XL Axiata Tbk
 Performance Highlights

Integrated Annual Report 2021

December 2021 December 2021

MARKETEER OF THE YEAR 2021 – THE MOST POPULAR LEADER IN

THE BEST INDUSTRY MARKETING SOCIAL MEDIA 2021, PRIVATE
CHAMPION 2021, TELECOM SERVICES CORPORATION LEADER CATEGORY
SECTOR FOR DIAN SISWARINI CEO Dian Siswarini was awarded The
CEO Dian Siswarini received the Most Popular Leader in Social Media
Marketeer of The Year 2021 – The Best 2021 in the Private Corporate Leader
Industry Marketing Champion 2021, Category during the 7th Jambore PR
Telecom Services Sector. This award INDONESIA (JAMPIRO) held by PR
was given by MarkPlus Inc. in collaboration INDONESIA (10/12).
with Marketeers Magazine and Indonesia
Marketing Association (IMA) in the
MarkPlus Annual Conference 2021.

15
01
December 2021 December 2021 December 2021

OBSESSION AWARDS 2021 CIO75: ASEAN’S TOP 75 CIOS FOR UNIVERSITAS INDONESIA STUDENT
The Company was awarded with “Best YESSIE DIANTY YOSETYA VACCINATION CENTRE AWARD
Companies” at the Obsession Awards In the CIO75: ASEAN’s top 75 CIOs held Universitas Indonesia awarded the
2021 held by Obsession Media Group by IDG, the Company was awarded “One Company as Collaborative Partner in the
(OMG) in celebration of OMG’s 17th of The Winners of The CIO75 ASEAN Universitas Indonesia student Vaccination
Anniversary. Awards 2021” for Director & Chief Centre event.
Strategic Transformation & Information
Officer Yessie Dianty Yosetya.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Performance Highlights

EVENT HIGHLIGHTS
2021
January 11, 2021 January 21, 2021 January 29, 2021
Integrated Annual Report 2021

The Company collaborated with Cloudera, The Company implemented Zero The Company and Marine Research and
Inc. a cloud data for enterprise provider to Touch Operation platform including Observation Centre (BROL) from the
improve its analytical data usage in order NOC - Network Operation Centre to Ministry of Marine and Fisheries continued
to maximise business performance. improve customer convenience in the to develop the Laut Nusantara application
midst of rising operational and network to benefit Indonesian fishermen.
management complexities.
16
01

February 10, 2021 February 26, 2021 February 28, 2021

The Company implemented Open RAN The Company collaborated with OCBC The Company through XL Business
(Radio Access Network) by integrating NISP Bank in launching special services Solutions received ISO 9001:2015 and
Open RAN to the existing network products for OCBC NISP customers ISO/IEC 20000-1:2018 certifications
in Ambon in order to support the and providing internet access that can as international standards for quality
government in providing coverage all support their activities at home during management system and information
across Indonesia. the pandemic. technology service management.

PT XL Axiata Tbk
 Performance Highlights

March 7, 2021 March 8, 2021 March 12, 2021

Integrated Annual Report 2021

The Company through its employee Collaborated with Helios Data, a data Through the Sisternet Program, the
Islamic Forum/Majlis Ta’lim (MTXL) in security technology company from Company collaborated with OCBC
collaboration with Indonesian Alms California, USA to implement Secure Data NISP Bank and held “Smart Capital
Initiative Foundation (IZI) donated 1,000 Sharing technology. Competition” in order to commemorate
hens to communities in various villages in International Women’s Day and support
East Java. the productivity of women MSMEs.

17
01
March 14, 2021 March 16, 2021 March 25, 2021

The Company took an active role in XL AXIATA Future Leaders (XLFL) held The Company held a drive thru vaccination
establishing gender equality in the 20 free workshops for Indonesian youth centre for communities in Depok, West
international forum G20 Empowerment online for 10 consecutive days, in order to Java through the “Indonesia Bangkit
and Progression of Women’s Economic celebrate its 10th anniversary. Vaccination Centre” program located in
Representation. Director & Chief Strategic the Universitas Indonesia Hospital (RSUI)
Transformation & IT Officer Yessie Dianty parking lot.
Yosetya was appointed the focal point to
represent the private sector.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Performance Highlights

March 27, 2021 April 5, 2021 April 8, 2021

Integrated Annual Report 2021

The Company continued to socialise Laut The Company’s vaccination centre had The Company launched various
Nusantara application to the fishermen in vaccinated 5,700 people since it started, promotional activities for all its segments
various remote locations in Indonesia. which included volunteers, healthcare that included XL, AXIS, XL Prioritas, and
workers, Company employees, and alumni XL Home products for Ramadan, with the
of University of Indonesia. theme: #BersamaJadiLebihBaik (together
we are better).
18
01

April 10, 2021 April 14, 2021 April 21, 2021

CEO Dian Siswarini officiated a mosque The Company launched “Paket AKRAB”, The Company continued to build its
donated by the employees and an innovative product aimed to bring data and telecommunication network
management of the Company, the Sadiah families closer together, by providing infrastructure to remote villages outside
binti Hadad Gandadiwirja mosque in internet package with big quotas that of Java, through operating BTS built with
Claket village, Magetan, East Java. can be distributed to family members or the Universal Service Obligation (USO)
relatives. scheme in various provinces, among
which is South Sumatra.

PT XL Axiata Tbk
 Performance Highlights

April 30, 2021 May 4, 2021 May 7, 2021

Integrated Annual Report 2021

The Company ensured the provision The Company donated 100 laptops and The Company prepared for the long Eid
of infrastructure networks in 7 (seven) internet access to 12 Islamic boarding holiday by preparing its networks to
regencies/cities in Central Java, which schools in a number of regions. This support mobility, and sending 40 Mobile
included: Demak, Pati, Kudus, Jepara, donation is part of the Digital Village BTS (MBTS) units to various locations
Rembang, Grobogan, and Blora. development initiative that has been predicted to experience a spike in traffic.
conducted since 2020.

19
01
May 10, 2021 May 18, 2021 May 21, 2021

The Company expanded XL HOME fibre Data services traffic experienced a 35% The Company collaborated with Kantar
network to various cities in a number of spike during the 2021 Ramadan and Eid and Medallia in providing an IT platform
provinces through collaborating with fibre holiday period compared to the previous as a strategy to improve customer and
optic network provider FiberStar. year, and 15% compared to normal days employee experience.
prior to Ramadan, according to Customer
Experience & Service Operation Centre at
XL Axiata Tower, Jakarta.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Performance Highlights

May 23, 2021 May 31, 2021 June 3, 2021

Integrated Annual Report 2021

The Company collaborated with NTT Ltd. The Company launched an innovative The Company further cemented its
to build private cloud-based information product from XL Home and XL Prabayar support for gender equality in the
technology (IT) infrastructure in order to called “XL Satu Fiber”. This product is also business world through the G20 Empower
prepare the IT ecosystem as a whole as Indonesia’s first converged service that Indonesia - Senior Leaders Meeting on
well as the Company’s 5G ecosystem. allows customers to receive fibre optic- Women Empowerment attended by CEO
based services as well as cellular services Dian Siswarini.
in one product.
20
01

June 4, 2021 June 7, 2021 June 9, 2021

The Company continued to develop The Company ensured the networks in Indonesian President Joko Widodo
its Internet of Things (IoT) services in Bali were all in prime condition to support surveyed the vaccination centre Rise
Indonesia with smart home solutions customers in their activities as they “work Up Indonesia held by the Company and
by forming a strategic partnership with from Bali”, supported with over 6,500 Universitas Indonesia Hospital (RSUI) as
BARDI and Tuya Smart. BTS with 2,500 4G BTS. the program continued to be extended to
the end of July 2021.

PT XL Axiata Tbk
 Performance Highlights

June 11, 2021 June 14, 2021 June 16, 2021

Integrated Annual Report 2021

The Company supported the tourism The Company collaborated with BCA The Company participated in the
industry in Central Java especially in (Bank Central Asia) to help customers buy Gotong Royong Vaccination program for
Magelang, Temanggung, and Wonosobo data packages of all XL Axiata products enterprises, and allocated 500 dosages
through provision of data and that included XL, AXIS, and PRIO Booster for some of the employees, their families,
telecommunications networks. through BCA Mobile, KlikBCA, and BCA and the Company’s partners.
ATMs.

21
01
June 24, 2021 July 2, 2021 July 8, 2021

The Company expanded its quality data The Company expanded its data network Due to social restrictions, XL Centre
network to South Sulawesi to facilitate in Lampung province and has now provided online services for various
digitalisation needs of local people. reached 92% of the villages in all of the customers’ needs, from changing SIM
province, or 2,431 villages from a total Cards, activating card numbers, migration
2,653 located in 205 districts. from prepaid to priority, and activation
of priority numbers so customers no
longer have to leave their homes and visit
XL Centre physical locations for those
matters.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Performance Highlights

July 9, 2021 July 12, 2021 July 19, 2021

Integrated Annual Report 2021

Through XL Business Solutions (Busol), Traffic for the Company’s data service The Company continued to expand its
the Company received international usage continued to grow in various Voice over LTE (VoLTE) services in 224
certificate MEF-CE 3.0 from Metro regions, including in the city and regency cities/regencies spread across Sumatra,
Ethernet Forum (MEF), a global alliance of Sukabumi, with an 88% increase in data Bangka, Java, Madura, Bali, Lombok, and
with over 200 companies with authority to traffic. Kalimantan.
release certifications for ethernet network
service providers standardisations across
the globe.
22
01

July 26, 2021 August 5, 2021 August 8, 2021

The Company strengthened its network Through XL Business Solutions, the Live.On, the Company’s digital
in Aceh province to reach 193 districts or Company signed a Memorandum of telecommunications brand launched the
68% of all districts in 23 cities/regencies, Understanding with PT Suryacipta #NabungKuota (save up on quota) feature
reaching a total of 5,102 villages or 73% of Swadaya to provide fibre optic network for customers that allow them to do data
villages in the province. in the Suryacipta Karawang industrial rollover up to 1,000GB in 90 days.
complex. Furthermore, the Company will
also provide various business solutions
customisable to the needs of hundreds
of tenants in the industrial complex in
Karawang, West Java.

PT XL Axiata Tbk
 Performance Highlights

August 12, 2021 August 18, 2021 August 20, 2021

Integrated Annual Report 2021

The Company passed its Operation Fit The Company continued to prepare 5G The Company collaborated with Grab
Test for its 5G network in Indonesia service commercialisation by holding a and Tokopedia as modern channel master
from the Ministry of Communications showcase in four cities: Jakarta, Bandung, aggregators to support the expansion and
and Information which allowed for the Yogyakarta, and Surabaya. distribution of the Company’s products to
operation of the 5G network in Indonesia. all distribution channels and improving
customer acquisition.

23
01
August 25, 2021 August 27, 2021 August 29, 2021

The Company partnered with universities CEO Dian Siswarini and Chief Strategic The Company continued to build its 4G
to develop the 5G ecosystem. The two Transformation & IT Officer Yessie Dianty network by building more than 630 4G
universities chosen are IPB and Politeknik Yosetya attended the G20 Ministerial BTS in various remote locations.
Manufaktur Astra (Polman Astra), and Conference on Women Empowerment in
together, the Company will try to develop Italy.
digital solutions with Internet of Things
platforms on 5G network for industrial
needs.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Performance Highlights

August 31, 2021 September 3, 2021 September 8, 2021

Integrated Annual Report 2021

The Company introduced XL Axiata The Company commemorated National The Company continued its Rise Up
Business Solutions for enterprises and Customers Day 2021 with the “Kado di Indonesia Vaccination Centre Program in
SMEs, to replace the old brand XL Business Hari Pelanggan #darirumah” (Presents on Medan, North Sumatra for two months
Solutions. This was done as part of the Customers Day from Home) campaign to from September to November in H Adam
transformation to realise the Company’s ensure customers could still experience Malik Central Public Hospital, as well as
vision to be the number one Converged the best services in the midst of the in Medan Selayang, Medan Johor, Medan
Operator in Indonesia. pandemic without leaving the house. Sunggal, and Medan Tembung districts.
24
01

September 11, 2021 September 13, 2021 September 17, 2021

The Company continued to build its 4G The Company continued its vaccination The Company continued to build its 4G
network to remote areas in Sumatra centre to include West Java and South infrastructure in various remote locations
including in Riau province. In the Rokan Kalimantan, as well as various other cities in Eastern Indonesia by optimising
Hulu regency, 114 villages in 12 districts in Indonesia. the Universal Service Obligation
have now been covered by the Company’s (USO) scheme and collaborating with
4G network. Telecommunication and Information
Accessibility Agency (BAKTI) in at least
181 remote locations in Maluku islands and
West Papua.

PT XL Axiata Tbk
 Performance Highlights

September 27, 2021 September 30, 2021 October 2, 2021

Integrated Annual Report 2021

The Company strengthened its 4G The Company supported the Ministry The Company collaborated with Huawei
network around Lake Toba, North Sumatra of Women’s Empowerment and Child Indonesia to do a testrun of wireless
to reach 70 villages and 28 districts. Protection and Indonesian Women broadband solution called Huawei
Entrepreneurs Association (IWAPI) by RuralStar Pro with one of its primary
holding a webinar on the Importance features, LTE for backhaul. The testrun
of Women Leadership in the Public and was done in Kalimantan.
Private Sectors, as part of the series of
agenda in welcoming Indonesian G20
Presidency 2022.

25
01
October 5, 2021 October 8, 2021 October 13, 2021

The Company was chosen as one The Company celebrated its 25th year The Company ensured its network in
of operators to collaborate with the in providing services to Indonesia by Bali was in prime condition and ready to
government in providing 4G cellular continuing to build a Digital Indonesia and welcome the opening of Bali tourism that
services in 132 villages in 7 provinces doing its part in bridging the digital divide has been affected by the pandemic for 2
through the 4G Universal Service between urban and rural Indonesia. years.
Obligation (USO) coordinated by the
Telecommunication and Information
Accessibility Agency (BAKTI).

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Performance Highlights

October 18, 2021 October 22, 2021 November 1, 2021

Integrated Annual Report 2021

The Company’s management and The Company built 260 4G BTS in West The Company through XL Axiata
employees participated in many social Kalimantan to provide coverage to Future Leaders (XLFL) held a leadership
activities to celebrate the 25th anniversary remote villages as part of its commitment development program for university
of the Company. Through the XL Axiata in building Digital Indonesia. students who are active in campus
Baik program (XL Axiata Does Good), organisations. This program titled “Space
the Company provided various donations for Freedom of Inspiration” was attended
such as internet access and free laptops by 198 students from 67 organisations
for Islamic Boarding Schools. Through under 19 campuses in various provinces.
its employees Islamic Forum (MTXL), the
Company also made donations to various
public facilities.
26
01

November 5, 2021 November 10, 2021 November 12, 2021

The Company through its XL Axiata The Company ensured the 4G network Through XL Axiata business Solutions,
Baik program and MTXL provided house in Lombok was in prime condition for the Company has developed Internet
renovation in Tuban Regency and refill the World Superbike (WSBK) event of Things solutions of wearable devices
water depot in Pamekasan Regency, also 2021 in Mandalika Circuit, Lombok. The to measure a person’s fitness level and
donations such as routers, free internet Company prepared 9 4G BTS to cover all partnered with Metropolitan Medical
access for a year and laptops/gadgets of Mandalika. Centre Hospital in its rollout to the public.
to Islamic Boarding Schools as well as
providing digital literacy to the students.

PT XL Axiata Tbk
 Performance Highlights

November 23, 2021 November 25, 2021 December 3, 2021

The Company applied its latest Smart Through its AXIS brand, the Company also Handover of the G20 Presidency from Italy
Massive MIMO technology in collaboration supported vaccination centres in various to Indonesia carried out at the Summit
with Huawei in order to improve its provinces including in West Sumatra, in G20 Rome October, 31 2021. Presidency
network quality and capacity. collaboration with PT Kereta Api Indonesia G20 Indonesia has officially started on

Integrated Annual Report 2021

(KAI) to hold a vaccination centre in Lubuk December 1, 2021. Inauguration ceremony.
Alung train station, in Padang Pariaman This aims to socialize Indonesia’s G20
regency, West Sumatra. Presidency to national and international
community namely: Global Health,
Transformation The Economy and Digital,
and the Energy Transition.

December 5, 2021 December 7, 2021 December 19, 2021

The Company’s employees through The Company ensured all its The Company through Sisterned held 27
01
its Islamic Forum (MTXL) officiated the telecommunication services weren’t the “Smart Webinar Festival 2021” aimed
construction of a clean water facility and impacted significantly by the Semeru for women MSME entrepreneurs in
a bridge for the people in Talang Lubuk volcanic eruption, despite 3 BTS going collaboration with the Ministry of Women’s
village, South Sumatra. out of service after eruption, service had Empowerment and Child Protection and
slowly returned to normal. the Ministry of Cooperatives and SMEs.

December 21, 2021

The Company prepared its networks for

the long Christmas and New Year holidays
especially in travel destinations.

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021
28
02 Management Report

PT XL Axiata Tbk
 Management Report

MANAGEMENT
REPORT
Integrated Annual Report 2021
29
02
Along with its
new vision, the
Company remains
on solid ground -
building upon its
foundation to scale
up its business and
reach exponential
growth.

Building The XL Axiata of Tomorrow - Converged Digital Telco

Board of Commissioners

Dr. David R. Dean

Commissioner

Dato’ Mohd Izzaddin Idris

Commissioner

Julianto Sidarto
Independent Commissioner

Yasmin Stamboel Wirjawan

Independent Commissioner

PT XL Axiata Tbk
 Vivek Sood
Dr. Hans Wijayasuriya
Commissioner
Commissioner

Muliadi Rahardja
Independent Commissioner

Dr. Muhamad Chatib Basri

President Commissioner

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Report

BOARD OF
COMMISSIONERS
REPORT

“With a renewed vision of “To Be The Number

One Converged Operator”, the Company has
positioned itself well for the future with a
sharper focus on scaling up our business and
Integrated Annual Report 2021

digitalising to be more effective and efficient.”

Despite 2021 being a challenging year due to the continuing COVID-19
pandemic, the Company remains focused and steadfast in its
commitment to become a telecommunications company that prioritises
meeting its customers needs above all else. That has led us to re-
strategize and update our vision so we can better serve our customers,
and create values to our shareholders and all of our stakeholders.
32
02

Dear Esteemed Shareholders, MACROECONOMICS AND

INDUSTRY REVIEW
Please allow me as the President
Commissioner of PT XL Axiata Tbk Indonesia started off 2021 with new
(heretofore shall be referred to as “the optimism thanks to the government’s
Company”) to present the Integrated swift response in handling the COVID-19
Annual Report for 2021. I am pleased to pandemic, as well as the start of the
say that the Company has consistently national COVID-19 vaccination program.
maintained and improved upon its However, the Delta variant that began to
performance, despite facing another spread in mid-2021 managed to do its
challenging year due to the ongoing damage to the world’s economy. Many
COVID-19 pandemic. Myself and the rest of governments all over the world attempted
the Board of Commissioners are proud of to slow down the rate of the pandemic by
what the Board of Directors has managed applying various policies with significant
to achieve in the past year, and we know impact on their economic activities. As
that it will continue on to the next. a result, the global economic growth at
the end of 2021 only reached 5.9%, in
line with the revised projection of global
economic growth from International
Monetary Funds (IMF). The economic
conditions of countries in Southeast Asia
also experienced various challenges, as
they were affected by the overall global
conditions.

PT XL Axiata Tbk
 Management Report

Integrated Annual Report 2021

33
02

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Report

Despite the significant impact 4% growth, ICT will experience a

The Company was faced of the COVID-19 pandemic, higher growth of 8%, and digital
with many challenges In d on es ia’s e con o my sti l l will experience the biggest
and competitions in managed to record a 3.7% growth growth of 12%. This is in line
2021, yet thanks to the in 2021, an increase from the with the fact that the pandemic
previous year that experienced a has shifted people into digital
strategies implemented
2.1% contraction. This was mostly adoption, preferring everything
by the Board of caused by Indonesia’s economic to be contactless.
Directors, we still closed recovery that had begun since
the year with improved the beginning of the year, where The Company was faced
financial performance Indonesia recorded YoY growth with many challenges and
as evidenced by higher of 5.02%. In Q3 of 2021, the competitions in 2021, yet thanks
Integrated Annual Report 2021

Delta variant spread rapidly to the strategies implemented

revenue, EBITDA, and
throughout the nation and had by the Board of Directors,
normalised net profit. the potential to wreak havoc on we still closed the year with
our healthcare system. However, improved financial performance
the impact it had on the economy as evidenced by higher revenue,
did not turn out to be as bad EBITDA, and normalised net
as we had been anticipating. profit.
We owe this to the Indonesian
government’s ability in managing THE BOARD OF
the impact of the Delta variant COMMISSIONERS
by implementing large scale ASSESSMENT
social restrictions, accelerating ON THE BOARD
vaccine disbursement, as well as OF DIRECTORS
PERFORMANCE
34

digitalisation.

D es p i te m o s t i n d u s t r i es It is the view of the Board of

02

ex p er i e n c i n g a h i t fro m Commissioners that the Board of

the ongoing pandemic, the Directors performed their duties
telecommunications industry well in 2021, as evidenced by our
still managed to navigate these strong financial performance. The
trying times. With large scale Board of Commissioners believed
social restrictions relegating that the Company is still on track
most of our activities online, in its digital transformation, and
most people in Indonesia have that the Board of Directors
adopted more and more digital navigated the Company well
technology than prior to the in a challenging year that was
pandemic. According to the impacted by the pandemic as
Ministry of Telecommunications well as facing intense competition
and Information Technology, in the industry.
i n 2 02 1 th e i n fo r m a tio n
and communication sector The Board of Directors’ strategy
experienced a positive growth in response to the challenges
of 8.72% YoY. faced in 2021 was by digitising
the company and transforming
Even though the its business on an end-to-end
telecommunications industry basis. This strategy successfully
itself only experienced a 4% helped the Company manage and
growth, within the span of maintain business continuity in
2020 - 2024, it is projected that an environment that was greatly
connectivity will experience a disrupted by the pandemic.

PT XL Axiata Tbk
 Management Report

The Board of Directors also had a strategy in place awarded at the Women Empowerment Principles
to mitigate intense competition by focusing on our Awards from UN Women. This is a testament to how
customers. Customer Centricity is a strategy that is fervently XL Axiata Tbk as a company believes in
vital to the success of the Company. Not only did supporting a more gender-equal workforce, and we
we try to provide the best services and products support our CEO Dian Siswarini and are immensely
for our customers, we truly focused on our customer proud of all the achievements and great work that
segmentation. Both XL and Axis serve distinct she has accomplished as she leads us into the XL
customer segments with relevant and affordable AXIATA of tomorrow.
products.
GOOD CORPORATE GOVERNANCE
We also ensured that the network performance
remained strong as well. This strategy of Customer As stipulated in the Financial Services Authority

Integrated Annual Report 2021

Centricity for us was what set us apart from our Regulation (POJK) No. 21/POJK.04/2015 on Good
competition. Instead of merely looking at what our Corporate Governance for Publicly Listed Companies,
competitors were doing, the Board of Directors went the Company has consistently implemented Good
one step further and focused on what our customers Corporate Governance (GCG) in its day-to-day
needed. It was this focus on the customers that operations. The Company is fully aware that a
enabled us to finish 2021 strong. consistent implementation of GCG plays an integral
role in maintaining business continuity in the long-
Financially, the Board of Directors has also managed run, as well as keeping the Company in a healthy
to achieve the targets set for 2021. At the close of state whilst maintaining the trust of its stakeholders.
2021, Our gross revenue was IDR 26,766 billion, or a Therefore, the Board of Commissioners has always
2.9% growth from 2020. Our EBITDA margin is 49.6%, urged and supported the steps that the Board of
still within the low 50% just as we have targeted. Directors have taken to strengthen the practices of
And our Capex was IDR 9,921 billion, significantly GCG as well as evaluating its implementation.

35
higher than the initial target as we invested more to
provide better customer experience in anticipation It is the belief of the Board of Commissioners that
of dynamic changes in the industry. These are all a consistent implementation of Good Corporate

02
evidence that our Board of Directors was not only Governance practises will improve upon the
capable at steering the ship during this storm, but Company’s reputation as well as providing optimum
they are also capable in ensuring that we emerge benefits to its shareholders as well as other
through the storm better than ever. stakeholders, including its customers as well as
the regulators. On that basis, the Company has
Moreover, the Board of Directors was also awarded always strived to implement and improve upon its
with a few prestigious awards in 2021, cementing comprehensive and structured GCG practises in
their achievements even further. We as the Board of order to ensure compliance in the running of its day-
Commissioners are especially proud of the awards to-day operations.
that our women leaders have received last year, such
as Indonesia Most Powerful Women 2021, Marketeer The Company’s commitment in implementing
of The Year 2021 – The Best Industry Marketing Good Corporate Governance was awarded in the
Champion 2021, Telecom Services Sector for our 12th IICD Corporate Governance Awards held by
CEO Dian Siswarini, The Most Popular Leader in the Indonesian Institute for Corporate Directorship
Social Media 2021, CIO75: ASEAN’s top 75 CIOs for (IICD). In the event, the Company won two awards
our CSTIO Yessie Dianty Yosetya, Indonesia Best for two categories, which are:
Women Empowerment Awards, Indonesia’s Best 1. Top 50 Big Capitalization Public Listed Companies
CEO Awards, and many more. 2. Best Non-Financial Sector for Big Capitalization
Public Listed Company
The Company has always been a company that
supports gender equality and empowers its women The Top 50 Big Capitalization Public Listed
employees to aspire to rise as high as possible in their Company awards are awarded to 50 Issuers with
careers. We are one of the few Telecommunications the largest market capitalization who carry out the
companies with a woman CEO leading at the helm, best corporate governance practises in Indonesia,
and in the past we have also been acknowledged and while the Best Non-Financial Sector category is

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Report

awarded to Issuers engaged in especially since the COVID-19

2.9% business other than the financial
sector that carry out the best
pandemic was still continuing and
the economy has yet to stabilise.
growth Corporate Governance practises The Board of Commissioners
among other non-financial provided directions and advice
26,766 billion sector Issuers based on an IICD to the Board of Directors through
assessment. These prestigious the mechanism of discussions and
Financially, the Board awards are again a testament joint meetings, held 6 (six) times
of Directors has also to the Company’s consistent in 2021.
implementation of GCG and its
managed to achieve the
compliance to the prevailing rules ASSESSMENT ON
targets set for 2021. and regulations. THE COMMITTEES
UNDER THE BOARD
Integrated Annual Report 2021

At the close of 2021, Aside from winning awards, OF COMMISSIONERS

Our gross revenue was we also have complied with
IDR 26,766 billion, or a OJK’s regulation regarding The Board of Commissioners is
implementing full e-GMS for the supported by the Board Audit
2.9% growth from 2020.
Company’s 2021 AGMS. We were Committee, the Nominating and
Our EBITDA margin is the first publicly listed companies Remuneration Committee, Board
49.6%, still within the in Indonesia to implement full Risk and Compliance Committee,
low 50% just as we e-GMS, and as a result, the and the newly established
have targeted. And our Company has been benchmarked Tra n s f o r m a t i o n Ad v i s o r y
Capex was IDR 9,921 by KSEI as the provider for e-GMS Committee in performing its
as appointed by OJK. duties and responsibilities. The
billion, significantly
Board of Commissioners views
higher than the initial
36

We are also the one and only that the Committees under the
target as we invested telecommunications companies Board of Commissioners have
more to provide better in Indonesia that made it to the performed their duties diligently
02

customer experience in Top 10 companies in ASEAN CG throughout 2021 in supporting

anticipation of dynamic Scorecards, as recognized by the Board of Commissioners
OJK. In 2021, we have improved to implement Good Corporate
changes in the industry.
several areas within the ASEAN Governance in the Company.
CG Scorecards. The assessment
result will be issued by OJK in The Board Audit Committee
2022. a s s i s te d t h e B o a r d o f
Commissioners in overseeing
audit functions both internally
SUPERVISORY AND and externally, as well as
ADVISORY FUNCTION monitoring for internal control and
TO THE BOARD OF implementation of good corporate
DIRECTORS governance and adherence to
prevailing legislations. The Board
The Board of Commissioners in Audit Committee performed
its supervisory function on the its functions through meetings,
management of the Company’s discussions with related work
business by the Board of units, as well as reviewing audit
Directors has continued to reports, both internal and external.
maintain communications as well The Board Audit Committee held
as providing advice and guidance 8 (eight) meetings in 2021, with
to the Board of Directors in 100% attendance by all members
regards to policies as well as the of the Committee.
Company’s business strategies,

PT XL Axiata Tbk
 Management Report

The Nominating and Remunerations Committee CHANGES IN THE COMPOSITION OF

performed its duties by providing recommendations THE BOARD OF COMMISSIONERS
to the Board of Commissioners in overall remuneration
policies of the Company, through meetings and In 2021, there was a change in the composition of the
discussions. The Nominating and Remunerations Board of Commissioners during the Annual General
Committee held 5 (five) meetings in 2021, with 85.7% Meeting of Shareholders (AGMS) dated April 23, 2021
attendance by all members of the Committee. with the AGMS accepting the resignation of Mr. Tan
Sri Jamaludin bin Ibrahim.
The Board Risk and Compliance Committee helps
the Board of Commissioners in ensuring that the As of December 31, 2021, the composition of the
risk management system of the Company has Board of Commissioners is as follows:
provided adequate protection on all risks that the

Integrated Annual Report 2021

Company may face, as well as ensuring that the President Commissioner:
Company complies to prevailing regulations and Dr. Muhamad Chatib Basri
legislations. In performing its functions, the Board Commissioner: Dato’ Mohd Izzaddin Idris
Risk and Compliance Committee held meetings, Commissioner: Vivek Sood
discussions with related work units, and reviewing Commissioner: Dr. Hans Wijayasuriya
as well as providing recommendations on policies Commissioner: Dr. David R. Dean
related to risk management as well as compliance Independent Commissioner: Julianto Sidarto
to prevailing legislations. The Board Risk and Independent Commissioner:
Compliance Committee held 14 (fourteen) meetings Yasmin Stamboel Wirjawan
in 2021, with 100% attendance by all members of the Independent Commissioner: Muliadi Rahardja
Committee.
APPRECIATION
To support the Company’s Transformation Plan,

37
in 2021 the Company has also established a new Finally, allow me to represent the Board of
committee called the Transformation Advisory Commissioners in expressing my heartfelt gratitude
Committee (TAC). The function of the Transformation to the Board of Directors, our Shareholders,

02
Advisory Committee is to provide advice and employees, customers, and all stakeholders. It is due
recommendations through joint meetings with the to your support and trust thus far that we are able
Board of Commissioners and Board of Directors to rise above the challenges and become the first
regarding the Company’s Transformation Plan, Converged Operator in Indonesia, and we believe,
as well as communicating those advice and we will always live out our vision to be the Number
recommendations to related work units. The One Converged Operator in Indonesia. This is the XL
Transformation Advisory Committee (TAC) held 3 Axiata of Tomorrow.
(three) meetings in 2021, with 93.3% attendance by
all members of the Committee.

Jakarta, 30 March 2022

On behalf of the Board of Commissioners

Dr. Muhamad Chatib Basri

President Commissioner

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Board of Directors

David Arcelus Oses

Director & Chief Commercial Officer -
Consumer (CCO-Consumer)

Budi Pramantika
Director & Chief Financial Officer (CFO)

Dian Siswarini
President Director & CEO

PT XL Axiata Tbk
 Abhijit Jayant Navalekar
Director & Chief Commercial Officer - Home
& Enterprise (CCO-Home & Enterprise)

I Gede Darmayusa
Director & Chief Technology Officer (CTO)

Yessie Dianty Yosetya

Director & Chief Strategic Transformation &
IT Officer (CSTIO)

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Report

BOARD OF
DIRECTORS
REPORT

“With the launch of XL SATU, the first converged

product of its kind in the market, the Company
is well on its way to achieve our renewed vision
of “To Be The Number One Converged Operator"
in Indonesia."
Integrated Annual Report 2021

In 2021, despite the many challenges we have had to face due to the
ongoing COVID-19 pandemic, the Company remained strong and even
broke new grounds with transformation and innovation. The Company
continued to perform strong across all financial metrics, achieving
the targets that have been set previously, and has been adaptive
and resilient in facing many uncertainties that came as a result of an
uncertain year. Throughout it all, the Board of Directors commend
everyone in the Company, from the Executives and Senior Management
40

to the staff on the ground, for their hard work and dedication to continue
building the XL Axiata of Tomorrow.
02

Dear Esteemed Shareholders,

Allow me on behalf of the Board of Directors to begin such as Subscribers that stayed steady at 57.9 million,
this report by uttering my gratitude to God Almighty blended ARPU that was maintained at IDR 36,000
for helping us achieve all that we had set out to do in and more than 162,282 BTS also showed that we
2021. Even though the many hurdles and challenges performed well, which indicates that 2021 was indeed
from the ongoing COVID-19 pandemic had affected another strong year for the Company regardless of
our processes and our strategic plans, as well as our the many uncertainties brought on by the pandemic.
operations, but we have also been able to respond The Company has also continued to press on with
with agility that has helped us to achieve growth all our digital transformation, as well as progressing in
business targets, and we have also closed the year digitising every aspect of our business to adapt with
with quality and sustainable performance. the current shift of our consumers’ behaviour. Now that
the pandemic has put many restrictions on in-person
In 2021, the Company’s revenue, EBITDA, and meetings and social interactions, our consumers have
Normalised Net Profit all moved in a positive direction. also changed their behaviour and adaptation to digital
The Company’s revenue increased by 2.9%, EBITDA is technology. As a telecommunications company, we
still well within 50%, and Normalised Net Profit is IDR want to ensure that we are ahead of the curve, and
1,104 billion. Furthermore, our operational indicators not fall behind it.

PT XL Axiata Tbk
 Management Report

Integrated Annual Report 2021

41
02

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Report

MACROECONOMICS restrictions in stages, which has

According to the Global AND INDUSTRY caused the people’s activities to
Web Index, more than REVIEW return to normal. This has greatly
76% of internet users helped domestic economic
aged 16-74 years old In 2021, the COVID-19 pandemic activities to recover, as we can
spend their time on that we thought was under see in the performance of various
control began to wreak havoc early indicators such as retail
their smartphones
again, especially in the second sales, consumer expectations,
during large-scale social half of the year with the Delta manufacturing PMI (Purchasing
restrictions. They have variant spreading everywhere Managers Index), as well as
shifted their socialising and threatening to shut down payment transactions that began
and their day-to-day Indonesia’s healthcare system. to increase. Moreover, from the
Integrated Annual Report 2021

activities such as Aside from its major impact external side, the performance
to humanity, the COVID-19 of the export industry continued
working, schooling, and
pandemic along with various to rise, especially supported by
shopping online since the policies enforced by many the growing demands of primary
pandemic. countries including Indonesia to trade partners.
slow down the infection rate has
This of course impacted economic activities, A l o n g w i t h va c c i n a t i o n
presented a greater which had a ripple effect on acceleration, economic recovery
society by increasing the rate is estimated to continue which
opportunity for us in
of unemployment as well as can be seen from stronger
the telecommunications lowering the average income of export performance, greater
industry, there’s a long- most people. opening of priority sectors,
term demand for data, as well as continuing policy
42

as well as an increase However, many countries globally stimulus. The pandemic itself has
in demand for fixed including Indonesia, have been had an adverse impact on the
responsive and swift in their telecommunications industry as
02

broadband - fiber to the

mitigation of this pandemic. a whole. The Central Statistics
home (FTTH) services. Indonesia’s massive vaccination Agency (BPS) recorded Gross
programs became the main Domestic Product (GDP) in the
contributor in the government’s information and communication
success in slowing down the rate sector of IDR 172.39 trillion in
of infection. This was echoed in Q2 of 2021, or a 6.87% growth
other countries as well, which compared to the same quarter
helped the global economy to in 2020. The sector contributes
still experience 5.9% growth 4.4% of the national GDP that
after in 2020 experiencing -3.3% reached IDR 4,175.8 trillion.
decrease in growth. The national
economy was also affected by According to the Global Web
the global economy. Despite Index, more than 76% of internet
experiencing a -2.1% contraction users aged 16-74 years old spend
in 2020, in 2021 Indonesia’s their time on their smartphones
economy still experienced a 3.7% d u r i n g la rg e -sca l e so c i a l
growth. restrictions. They have shifted
their socialising and their day-to-
With the government managing day activities such as working,
to get a handle of the COVID-19 schooling, and shopping online
pandemic, they have also since the pandemic. This of course
started to loosen their mobility presented a greater opportunity

PT XL Axiata Tbk
 Management Report

for us in the telecommunications industry, there’s a to support increased traffic. Despite a challenging
long-term demand for data, as well as an increase third quarter, we still launched the first convergence
in demand for fixed broadband - fiber to the home product in Indonesia, named “XL Satu”, which offers
(FTTH) services. both home and mobile benefits for our subscribers.

In 2021, the telecommunications industry was also As of December 31, 2021, the Company recorded
affected by the merger of two big players: Indosat total gross revenue of IDR 26,766 billion, of which
Ooredoo and Hutchison 3 Indonesia. This merger IDR 25,063 billion was service revenue. EBITDA for
meant these two companies, as one, essentially put 2021 was recorded at IDR 13,287 billion with a margin
us no longer as second in terms of market share, but of 49.6%.
as third. This merger required us to realign our vision
and respond with agility. The Company also continued to record sustained

Integrated Annual Report 2021

net profits. The net profit for 2021 was recorded
at IDR 1,288 billion, while the normalised net profit
ANALYSIS ON THE COMPANY’S was recorded at IDR 1,104 billion Throughout 2021,
PERFORMANCE AND MAIN operating expenses increased by 4.0% compared
ACTIVITIES to the last year, including increased sales and
marketing expenses due to investment in growing
Despite the challenges, both from the pandemic as the distribution footprint. Furthermore, infrastructure
well as the competition in the industry that became costs have also increased due to ongoing network
more cutthroat especially with the merger of Indosat expansion efforts. Regulatory costs increased due
Ooredoo and Hutchison 3 Indonesia, the Company to increased frequency fees while overhead costs
managed to record revenue growth and maintain increased due to higher consulting fees as a result
a positive performance throughout 2021. Thus, of ongoing projects. On the other hand, employee
revenue grew by 2.9% compared to the previous costs decreased, as well as interconnection and other

43
year (YoY) while EBITDA also increased by IDR 227 direct costs.
billion YoY with a healthy margin level of 49.6%.
Positively, smartphone penetration reached 92% in Revenue from data in 2021 continued to grow, and

02
2021 with blended ARPU or average revenue per user reached IDR 23,415 billion, an increase of 5.4% from
increased to IDR 36,000 per customer indicating a the previous year (YoY). This achievement also
healthy customer development. increased the contribution of data to total service
revenue to 94.4%, an increase compared to the
The proportion of data revenue to service revenue previous year of 92% This data income is linked to
(exclude FTTH) increased to 94.4%, with an increased higher usage as evidenced by strong traffic growth
smartphone penetration to 92% of total subscribers. throughout 2021, of 1,677 PB, from 4,872 PB to 6,549
Both continue to be industry-leading metrics. XL PB. Using the calculation over a year period, data
Axiata also continued to sustain investment in the traffic increased by as high as 34.4% compared to
development of broadband data networks. Based on last year.
data on Investor Memo, total 4G BTS is more than 77
thousand and total BTS is more than 162 thousand. The Company was also able to maintain its balance
sheet in a healthy and controlled position, even
2021 and the ongoing pandemic pushed us to work though total debt increased in 2021. It was noted
harder, especially with challenging market conditions. that gross debt increased by 10% YoY and net debt
However, the Company continued to focus on increased by 19% YoY. Free Cash Flow (FCF) is at a
business transformation by end-to-end digitalisation healthy level of IDR 3,365 billion. This is due to the
of our business processes, while implementing increased capex for network rollout to deliver better
artificial intelligence-based analysis to improve service to customers. The ratio of debt to EBITDA
operational efficiency. We have also sustained our remains good, reaching 0.8x. The company has no
network investment for improved service quality USD denominated debt. To improve network quality

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Report

and performance, the Company Considering the opportunities and

Considering the has increased capex spend on a challenges, in 2021 the Company
opportunities and YoY basis. Thus for 2021, capex focused on both organic and
challenges, in 2021 increased by 61.2% YoY to IDR inorganic growth of the Home
the Company focused 9,921 billion. and Convergence businesses. This
on both organic and covers expanding our network
IMPLEMENTATION OF coverage to address growth
inorganic growth of the
STRATEGIC POLICIES areas, creating customer intimacy
Home and Convergence and market differentiation
businesses. In 2021, the telecommunications through digital services, and
industry saw several positive continued drive to digital in
This covers expanding opportunities. One of them was order to improve operational
Integrated Annual Report 2021

our network coverage the continuation of the third efficiency. We emphasised

phase of the education quota on growth, digital end-to-end
to address growth
program by the government experience, leveraging the new
areas, creating that provided an opportunity OTT partnership and ensuring the
customer intimacy and for operators to participate. We go-to-market strategy to drive
market differentiation also saw the merger between the uptake of XL services.
through digital services, Indosat Ooredoo and Hutchison
and continued drive 3 Indonesia as more of an Our
​​ customer centricity approach
opportunity than a challenge, where we have a segmented
to digital in order to
despite it essentially meaning that offering through our brands (XL
improve operational they would have a bigger market and Axis) with distinct product
efficiency. share than us. We saw that we propositions is a key strength
could use this as an opportunity in helping us overcome intense
44

We emphasised on to develop our converged competition in the industry. We

growth, digital end- services. are the most digitally-focused
company with the highest
02

to-end experience,
There were also a number of percentage of revenues coming
leveraging the new challenges that we have had to from data, and the highest
OTT partnership and overcome. One of them is the percentage of smartphone
ensuring the go-to- continued intense competition penetration in the industry all
market strategy to between operators. This has had thanks to our approach that
drive the uptake of XL an impact on the growth of the puts our customers’ needs at
industry, and we have had to the centre and try to meet each
services.
come up with a strategy that specific need with each specific
could best help us in navigating product.
it. The COVID-19 pandemic
had also a direct impact on the The Company also strived to have
general economic recovery, and an attractive product portfolio
impacted the global supply chain that is affordable whilst providing
- which had a ripple effect on raw a good network experience for
material supplies, production, and our customers. As evidence of
continued on from there. the success of this strategy,
both our brands - XL and Axis -

PT XL Axiata Tbk
 Management Report

performed well in 2021 with improved net promoter standards. The goal of GCG implementation is by
scores within their target segments. Our network making GCG as part of the Corporate Culture, where
investment has also been paying off with stronger the implementation is supported by Corporate Values
performance metrics. that are lived in by every employee and members
of the Board.
In January 2022, the Company and its majority
shareholder, Axiata Investment Indonesia, signed In order to achieve this, a high commitment is needed
a Conditional Share Purchase Agreement to jointly in implementing Good Corporate Governance
take a 66.03% stake in PT Link Net Tbk for IDR principles in all of the Company’s organs and levels.
8.7 trillion. This was another strategy in support The implementation of GCG principles need to be
of our vision to be the Number One Converged done in a planned, directed, and measured way,
Operator in Indonesia. By leveraging the strengths therefore the implementation of GCG can be done

Integrated Annual Report 2021

of our telecommunications business and Link Net’s consistently and according to the best practices
broadband and connectivity solutions, we believe of GCG implementation. The implementation of
this move would propel us forward and help us GCG in the telecommunications industry must be
deliver compelling customer-focused converged founded on 6 basic principles of transparency,
solutions for the home and enterprise segments. accountability, responsibility, independence, fairness,
and digitisation.
COMPARISON OF TARGET AND
REALISATION We were also awarded the Top 50 Big Capitalisation
Public Listed Companies and Best Non-Financial
In 2021, the Company has achieved the majority of Sector for Big Capitalisation Public Listed Companies
its targets that were set for the year. At the end in the 12th IICD Corporate Governance Awards held
of 2021, the Company’s gross revenue had reached by the Indonesian Institute for Corporate Directorship
IDR 26,766 billion, still inline with the market. Our (IICD). This prestigious award given to 50 issuers with

45
EBITDA margin was 49.6%, which met the target the largest market capitalisation who carried out the
of Low 50%. And our Capital Expenditure was IDR best corporate governance practices in Indonesia
9.9 trillion, higher than the original target as we and issuers engaged in businesses other than the

02
are proactively investing to anticipate the industry financial sectors who carried out the best corporate
needs. Furthermore, normalised Net Profit was IDR governance practises among other non-financial
1,104 billion, proving that the Company had a healthy, sector Issuers, proved our commitment to Good
positive year despite the many challenges that came Corporate Governance implementation in every
both in the industry as well as the global economy aspect of our operations.
in general.
In 2021, we implemented full e-GMS for the Company’s
AGMS in compliance with OJK regulations. As the first
IMPLEMENTATION OF GOOD publicly listed company in Indonesia to implement
CORPORATE GOVERNANCE full e-GMS, OJK appointed us as provider for e-GMS
and we were also made a benchmark by KSEI. As a
The Company believes that the implementation of telecommunications company, we were the only one
Good Corporate Governance plays an important from Indonesia who were in the Top 10 companies for
part in strengthening its competitive advantage ASEAN CG Scorecard, a scorecard also recognised
as well as in its ability to manage resources and by OJK. We have made improvements in several
risks more efficiently. Therefore, the Company is areas within the ASEAN CG Scorecards in 2021 with
committed to implement and maintain the practices the result soon to be issued by OJK in 2022.
of Good Corporate Governance with high quality and

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Report

HUMAN CAPITAL The initiatives that we have taken to help our

surrounding communities recover amidst the
In 2021, Human Capital in the Company managed COVID-19 pandemic are:
to prepare for future organisational capabilities in 1. Sentra Vaksinasi Indonesia Bangkit (SVIB) Medan.
support of the Company’s strategies by accelerating In partnership with SRUP H Adam Malik, we
development related to critical capabilities as well vaccinated over 29,000 people.
as strengthening the readiness of our internal 2. Sentra Vaksinasi Indonesia Bangkit (SVIB) Depok.
talents. We also launched the new XLife app as an In partnership with RS UI, we vaccinated over
integrated employees digital touch point to create 68,000 people.
better employee experience along their journey and 3. Axis Vaccination Centre: We vaccinated over
daily activities. We also took care of our employees 18,200 Students in Bandung, Banjarmasin,
welfare and health during the pandemic since we Pontianak and Jakarta.
Integrated Annual Report 2021

know how integral the health and wellbeing of our 4. Vaksin Gotong Royong programs. Vaccinated over
employees are for the business. We have a 99% 99% Employees and over 95% Family Member.
vaccination rate for our employees and we also 5. Multiple internal initiatives to ensure employee
launched benefit programs for our employees and wellbeing.
their families. 6. Sispreuneur by Sisternet: In partnership with
Kemenpppa to incubate 1,000 Women SMEs to
The Company was also focused in elevating the improve their business. Sisternet on behalf of the
capabilities of the employees as well as improving Company also participated in the upcoming G20
their productivity. We spent 2021 to simplify and conference.
improve our business processes in alignment with 7. Improvement and additional features on
digitalisation and automation programs. We have Laut Nusantara Apps, supported by periodic
introduced the Agile Way of Working as a way to socialisation to Fisherman Communities across
improve productivity, collaboration, and accelerating Indonesia (Pangandaran, Pekalongan, Belitung,
46

business outcomes. etc), as well as smartphone donation in each

location.
CORPORATE SOCIAL 8. XLFL entered its 10th year program recruitment.
02

RESPONSIBILITY In 2021 this program continued to educate college

students across Indonesia, especially batch 8 & 9.
The Company realises that as part of the community In the main event, the National Conference,held
in which we operate, we have to continue working this November as the Welcoming event for the
together and partnering with the community to latest Batch 10 as well as graduation celebration
support this nation, especially during the COVID-19 for batch 8, participants presented their final IoT
pandemic that continued on in 2021. Therefore, our projects as graduation requirements.
goal for our Corporate Social Responsibility program 9. BERBAGI (Bersama Bangun Negeri) continued
in 2021 focused on strengthening the community and to help those in need, particularly during natural
recovering together through a few of the initiatives disasters. Food, medicine, clean water, masks, and
that we have come up with. We are proud to say more were delivered across areas and regions
that our program of strengthening and recovering in 2021.
together has been a success and we have given back 10. GDK (Gerakan Donasi Kuota) and Laptop Donation
to the community that has also helped us to stay also took part in 2021. More than 100 laptops
even stronger. and routers have been donated to a number of
schools in Indonesia in support of the school
from home program

PT XL Axiata Tbk
 Management Report

ASSESSMENT OF THE Thus, the composition of the Board of Directors as

COMMITTEES UNDER THE BOARD of December 31, 2021 is as follows:
OF DIRECTORS
President Director & CEO: Dian Siswarini
In the implementation of its duties throughout 2021, Director & Chief Commercial Officer - Home &
the Board of Directors received the support and Enterprise: Abhijit Jayant Navalekar
contribution of the committees under the Board of Director & Chief Commercial Officer - Consumer
Directors which include the Information Technology Officer: David Arcelus Oses
Committee, Risk Management and Business Director & Chief Financial Officer:
Continuity Committee (RBCC), Human Capital Budi Pramantika
Committee, Integrity & Ethic Committee, as well as Director & Chief Technology Officer:
Gifts, Donation, and Sponsorship Committee. I Gede Darmayusa

Integrated Annual Report 2021

Director & Chief Strategic Transformation and IT
The Board of Director deems the Committees Officer: Yessie Dianty Yosetya
have shown tremendous performance in 2021.
The Committee under the Board of Directors
have contributed according to their duties and ANALYSIS OF BUSINESS
responsibilities in providing opinions and advice PROSPECTS AND 2022 STRATEGY
that were crucial and beneficial to support the
implementation of the Board of Directors in order for The Ministry of Finance predicts the Indonesian
the management of a healthy and strong Company. economy can increase to 5.0% - 5.5% in 2022. This is
The Committees under the Board of Directors have supported by the projection of Indonesian economic
also periodically held meetings and were actively in growth from Bank Indonesia that ranges from 4.7%
discussions regarding topics that were relevant in - 5.5% in 2022. Factors such as Indonesia that has
the development of the Company’s business, the begun to recover from the COVID-19 pandemic and

47
economic conditions, as well as the latest regulations people’s mobility that has been increasing also play
and legislations. a significant role in this economic recovery. Bank
Indonesia also predicts economic consumption will

02
The Board of Directors also appreciates and honours grow 4.3% - 5.1% in 2022, which shows positive signs
the Committees under the Board of Directors for the Indonesian economic prospect. As in 2021,
for their performance and support given to the the Indonesian telecommunications industry still has
Board of Directors in conducting their duties and massive potential, especially with the rise of digital
responsibilities in the management of the Company. adoption.

COMPOSITION OF THE BOARD OF According to Pemeringkat Efek Indonesia (PEFINDO),

DIRECTORS the telecommunication industry’s growth will be
sustained in Indonesia in the near term. They expect
In 2021, there was no change in the composition a surge in broadband data traffic to continue in 2022,
of the Board of Directors, however there was an given the rising 3G/4G subscribers, affordable data
update in the roles and responsibilities of some of the traffic and smartphones, players’ investments in
Board of Directors that reflected in a change of titles, capacity networks, and the trend of shifting from
namely Corporate Strategy & Business Development offline to online activities. PEFINDO projects data
Director is now Chief Commercial Officer - Home and traffic will be dominated by mobile broadband as the
Enterprise and Chief Information Digital Officer is now penetration rate for mobile broadband significantly
Chief Strategic Transformation & IT Officer. exceeds the fixed broadband. PEFINDO also
expects that data traffic from the top three listed
telecommunication operators will reach a minimum
of 30 million terabytes (TB) in 2022.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Report

For the Company, the outlook for 2022 remains AWARDS 2021
bright as demand for data and internet services is
still projected to increase due to higher usage. This As testament to our commitment in building the XL
presents an opportunity for the Company to meet of tomorrow, in 2021 we were awarded with these
the demands with its strong network and attractive prestigious awards from various institutions:
product propositions. The Company will continue to 1. Indonesia Most Powerful Women 2021
implement its strategies inline with its vision to Be 2. Indonesia PR of The Year 2021
the Number One Converged Operator In Indonesia. 3. WOW Brand Indonesia 2021
This will mean continued rollout of its convergence 4. TOP Digital Company Awards 2021
product propositions as well as continuing its 5. Bisnis Indonesia Corporate Social Responsibility
journey of digital transformation to better serve our Award (BISRA) 2021
customers. 6. TOP CSR Awards 2021
Integrated Annual Report 2021

7. Iconomics Award 2021

In the Home Business, Convergence and Digitalisation 8. Indonesia Corporate Pandemic Heroes
will be especially important. Not only is the Company 9. IICD Corporate Governance Award 2021
focused on digitising our own business to ensure 10. Selular Award 2021
optimum efficiency, but we will also help our customers 11. Indonesia Best CSR Awards 2021
achieve the same level of business efficiency whilst 12. Appreciation from the Indonesian Ministry of
helping to expand their digital proposition with Health (July 2021)
our value proposition. From a retail and enterprise 13. Indonesia BEST CEO Awards 2021
perspective, the Company will continue to grow with 14. Best Public Company Award 2021
the rising demand for data in Indonesia. We hope 15. Indonesia Customer Service Quality Awards
to further expand our Home footprints and cover 2021
even more homes across this nation while continuing 16. ESG Awards 2021
to also increase our convergence offering, while on 17. The Loyalty360 Awards, Gold Award
48

the Enterprise side, we hope to work with more 18. Indonesia Best Women Empowerment Awards
corporations and give even better solutions to our 2021 ‘Redefining the Defined’
Enterprise customers through additional products 19. Asosiasi Big Data & AI (ABDI)
02

and services that we are offering. 20. Citra Pariwara 2021

21. Selular Editor’s Choice 2021 in the “Most
Innovative IoT Product in Health Care” Category
22. Marketeer of The Year 2021 – The Best Industry
Marketing Champion 2021, Telecom Services
Sector for Ms. Dian Siswarini
23. The Most Popular Leader in Social Media 2021,
Private Corporation Leader Category
24. Obsession Awards 2021
25. CIO75: ASEAN’s top 75 CIOs for Ms. Yessie
Dianty Yosetya
26. Universitas Indonesia Student Vaccination
Centre Award

PT XL Axiata Tbk
 Management Report

APPRECIATION TO ALL STAKEHOLDERS

In closing, allow me on behalf of the Board of Directors to convey my appreciation and gratitude to the Board
of Commissioners, all the employees, shareholders, and everyone that has contributed to the growth and
achievements of the Company in 2021. We believe that with the fervent spirit, commitment, and collaboration,
as well as the support of our stakeholders, everything that the Company has achieved in 2021 will be a strong
foundation for future growth.

Our prayer is that this Company will continue to stand strong and be well on its way to achieve its vision
of being the Number One Converged Operator in Indonesia just as we all work together to ensure that we
continue to build the XL Axiata of Tomorrow that we can be proud of, the XL Axiata that puts its customers
at the centre of everything.

Integrated Annual Report 2021

Jakarta, 30 March 2022

On Behalf of the Board of Directors,

Dian Siswarini

49
President Director & CEO

02

Building The XL Axiata of Tomorrow - Converged Digital Telco

STATEMENT OF ACCOUNTABILITY
OF 2021 ANNUAL REPORT
by the Board of Commissioners and Board of Directors

We, the signatories, hereby stated that all information contained in the 2021 Annual
Report of PT XL Axiata Tbk has been comprehensively presented and that we are fully
accountable for the accuracy of the content of PT XL Axiata Tbk Annual Report.

This statement is made thruthfully.

Jakarta, 30 March 2022

BOARD OF COMMISSIONERS

Dr. Muhamad Chatib Basri

President Commissioner

Vivek Sood Dr. David R. Dean Dato' Mohd Izzaddin bin Idris Dr. Hans Wijayasuriya
Commissioner Commissioner Commissioner Commissioner

Yasmin Stamboel Wirjawan Muliadi Rahardja Julianto Sidarto

Independent Commissioner Independent Commissioner Independent Commissioner

PT XL Axiata Tbk
 BOARD OF DIRECTORS

Dian Siswarini
President Director

Budi Pramantika Abhijit Jayant Navalekar Yessie Dianty Yosetya

Director Director Director

David Arcelus Oses I Gede Darmayusa

Director Director

Building The XL Axiata of Tomorrow - Converged Digital Telco

 03 50 Integrated Annual Report 2021

PT XL Axiata Tbk
Company Profile
 Company Profile

COMPANY
PROFILE
Integrated Annual Report 2021
51
03
The Company has
a renewed vision
to be the Number
One Converged
Operator in
Indonesia, and
with the launch
of XL Satu, it
has become
solidified itself as
the first player in
the Indonesian
converged
market.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

COMPANY
INFORMATION
Integrated Annual Report 2021
52
03

NAME OF COMPANY:
PT XL Axiata Tbk. (formerly PT Excelcomindo Pratama, and PT Grahametropolitan Lestari)

LEGAL BASIS OF ESTABLISHMENT: Address:

Deed of establishment No. 55 dated October 6, XL Axiata Tower
1989, as amended by Deed No. 79 dated January 17, Jl. H.R. Rasuna Said X5 Kavling 11-12
1991, both of which were drawn up before Rachmat East Kuningan, Setiabudi
Santoso, S.H., Notary in Jakarta, and have been South Jakarta, 12950
ratified by the Minister of Justice of the Republic Indonesia
of Indonesia by virtue of his Decree No. C2-515.
HT.01.01.TH.91 dated February 19, 1991, and registered Phone Number
in Company Register maintained by the Registry +62215761881, +62215761880
Office of South Jakarta District court under No. 670/
not/1991/pn.JKT.SeL and No. 671/not/1991/pn.JKT. Email
SeL, both dated August 21, 1991, and published in corpsec@xl.co.id
the State Gazette of the Republic of Indonesia No.
90 dated November 8, 1991, Supplement No. 4070. Website:
https://www.xlaxiata.co.id/

PT XL Axiata Tbk
 Company Profile

XL AXIATA AT
A GLANCE

On October 6, 1989, XL Axiata Currently, the majority of

(henceforth shall be referred shares in the Company is
to as “the Company”), was owned by Axiata through
established under the name Ax i a ta I nvest m e n t s
of PT Grahametropolitan (Indonesia) Sdn. Bhd.
Lestari, as a general trade (61.16%), treasury stock
and service company. The (0.53%), and the public
Company then entered the (38.31%).
telecommunications sector

Integrated Annual Report 2021

in 1996 upon receiving T h e C o m p a ny i s a
its GSM 900 operational subsidiary of Axiata Group
license. From then on, the Berhad, one of the leading
Company became the first telecommunications groups
private company in Indonesia in Asia. Other subsidiaries
to provide cellular phone and associations in the
services. group are Celcom (Malaysia),
Dialog (Sri Lanka), Robi
The Company changed its (Bangladesh), Smart
name to PT Excelcomindo (Cambodia), Ncell (Nepal).
Pratama on 1995, through
a M e m ora n d u m of The Company has a vast
Understanding with the network and a range

53
Rajawali Group and three of services as one of
foreign investors (NYNEX, Indonesia’s top cellular
AIF, and Mitsui). te l e co m mu n i cation

03
companies. Some of the
The Company made its services that the Company
Initial Public Offering (IPO) provides for retail and
in September 2005, listing c o r p o ra te c u s to m e r s
its shares in the Indonesian include data, voice, SMS,
Stock Exchange (IDX ), and other value-added
formerly called Jakarta Stock cellular telecommunication
Exchange (JSX). At the time services. The Company
of listing, the Company operates its network using
was a subsidiary of Indocel GSM 900/DCS 1800, IMT-
Holding Sdn. Bhd, now Axiata 2000/3G, and was the first
Investments (Indonesia) Sdn. telecommunication operator
Bhd., with all of its shares to launch the 4.5G Ready
owned by TM International with 1.800 MHz spectrum.
Sdn. Bhd. (“TMI”) through TM Currently, the Company has
International (L) Limited. TMI 162,282 Base Transceiver
changed its name to Axiata Stations (BTS) with 4G-LTE
Group Berhad (“Axiata”) service available in 458
in 2009. For synergy cities/regencies in almost
In 2009, for or synergy purposes, the Company also every province in Indonesia,
purposes, the Company changed its name from PT with 77,204 4G BTS.
also changed its name Excelcomindo Pratama Tbk
from PT Excelcomindo to PT XL Axiata Tbk. in the
Pratama Tbk to PT XL same year.
Axiata Tbk.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

MILESTONES
1996

1997

1998

2000
Received GSM 900 Cellular Built an integrated Launched proXL Expanded
System license. Began its microcell network brand as the reach to
commercial operations, focusing in Jakarta’s Golden Company’s first Sumatra and
mainly in Jakarta, Bandung, Triangle Area. prepaid product. Batam.
and Surabaya.
2005

2004

2002

2001
Became a subsidiary of TM Rebranded logo and 1. Received network 1. Received DCS 1800
Group and made Initial Public changed the proXL allocation in Spectrum allocation and
Integrated Annual Report 2021

Offering of 1,427,500,000 b ra n d with new Kalimantan and finished construction

shares in the Indonesian Stock p ro d u c t s s u c h a s Sulawesi. of the main fibre optics
Exchange (formerly Jakarta Jempol (prepaid), Bebas 2. Launched rental network.
Stock Exchange) with stock (prepaid), and Xplor circuit and Internet 2. Launched M-Banking and
code EXCL. (postpaid). Protocol (IP) services. M-Fun services.
2006

2007

2008

1. Introduced Rp1/second tariff. 1. TM Group demerger resulted in 2 (two) separate

2. ETISALAT, the second largest entities: Telekom Malaysia Berhad and Axiata
telecommunications company in the Group (formerly TM International Berhad). Axiata
Middle East, became a shareholder Group is the parent company of Indocel Holding
54

Launched of XL Axiata. Sdn. Bhd. through its subsidiary, TM International

3 G n et wo r k 3. XL Axiata started to consolidate (L) Limited.
service. brands under “XL prepaid” and “XL 2. Axiata Group through Indocel Holding Sdn. Bhd.
postpaid”. acquired ownership of the Company’s shares from
03

Khazanah Nasional Berhad, with total shares at the

end of the year of 83.8%.
2012

2010

2009

1. One of the Company’s majority The Company’s majority shareholder, Made the first Limited
shareholders, Etisalat, divested 9.1% Axiata Investments (Indonesia) Sdn. Public Offering for the
of its shares through share offering to Bhd., released some of its shares (in the issuance of Rights
institutional investors. This resulted in value of 20% of all issued shares) in the Issue of 1,418,000,000
an increased portion of public share Company through Private Placement new shares.
ownership from 20.2% to 33.5%. in order to increase the number of the
2. The Company operated over 11,000 Company’s shares owned by the public.
new BTS.
2013

2014

1. The Company, Saudi Telecom Company (STC), and 1. Acquisition of AXIS was finished in March, and merger
Teleglobal Investment B.V (Teleglobal) as STC’s subsidiary was completed in April.
signed a Conditional Sales and Purchase Agreement 2. The Company launched a test run of real mobile 4G-LTE
(CSPA) to acquire PT Axis Telekom Indonesia (AXIS). (Long-term Evolution), supported by Huawei and Ericsson.
2. The Company’s 4G technology had a test run at the 3. The Company changed its logo to reflect its new direction.
APEC Summit.

PT XL Axiata Tbk
 Company Profile

2015 2016 2017

Launched LT E 1. Expanded to 84,000 1. Expanded to 101,000 BTS, 63% of which were 3G & 4G.
services on 1.800 BTS with 8,200 4G 2. Expanded coverage of the 4G LTE network to 360 cities/regencies, with
MHz bandwidth. BTS covering almost over 17,000 4G BTS and 45,000 3G BTS.
The LTE services 100 cities in Indonesia. 3. Signed a Conditional Sales and Purchase Agreement to release ownership
covered 35 cities in 2. T h e Company of the Company’s shares in PT XL Planet (Elevenia) as well as SK Planet
Indonesia. completed its public Global Holdings Pte. Ltd. to PT Jaya Kencana Mulia Lestari and Superb
offering of USD 500 Premium Pte. Ltd.
million, all of which 4. Collaborated with the Ministry of Telecommunications and Information
was fully subscribed in the Fishermen Go Online program through its Nelayan Pintar (Smart
by shareholders. Fishermen) app.
5. Participated in the construction of the Australia - Indonesia - Singapore
Submarine Cable Communication System that connected Australia with
Singapore through Indonesia.
2019

2018
1. Completed the construction of Australia - Indonesia - Singapore Submarine 1. Started operating the Universal Service
Cable Communication System, along with Vocus Group and Alcatel Submarine Obligation (USO) network in 40 locations in

Integrated Annual Report 2021

Networks. 4 provinces.
2. Expanded to 130,000 BTS with over 40,000 of them 4G. 2. Launched the Laut Nusantara application,
3. Singapore-based internet investor, developer, and operator Princeton Digital a collaboration between the Company and
Group (PDG) reached an agreement to acquire 70% of the Company’s Data various ministries and organisations aimed
Center portfolio. to increase the productivity and safety of
4. Commercially launched the Narrowband IoT (NB-IoT) in 31 cities/regencies in Indonesian fishermen.
Indonesia. 3. Inaugurated the IoT Lab XCAMP along with
5. Expanded its USO network to cover 298 areas in various provinces across the Minister of Telecommunications and
Indonesia. Information and the Minister of Industry.
6. Additional 3 USO BTS in remote areas of Natuna in Riau Islands, Musi Rawas in
South Sumatra, and the West Coast of Lampung.

2021
2020

55
1. Announced s h a re 1. Through XL Business Solutions managed to 12. The Company in collaboration with various
buyback program of receive ISO 9001:2015 and ISO/IEC 20000- business and social partners held a drive thru
IDR 500 billion in IDX 1:2018, the international standards for vaccination centre for people in Depok, West
for three months, from

03
implementation of quality management and Java called Indonesia Bangkit Vaccination
7 April 2020 to 6 July information technology services management. Centre in the Universitas Indonesia Hospital
2020. 2. Collaborated with Helios Data, a data security parking structure.
2. Co l l a b o ra te d w i t h technology company from California, USA 13. The President of Indonesia Joko Widodo
G o o g l e C l o u d on in order to implement Secure Data Sharing surveyed the vaccination at the Indonesia
diverting its workload technology. Bangkit vaccination centre in Depok, assisted
to Cloud and adopting 3. Began operating BTS built through the by the Minister of Health Budi Gunadi Sadikin,
modern application Universal Service Obligation (USO) scheme, in Governor of West Java Ridwan Kamil, rector of
management platform collaboration with the Telecommunication and Universitas Indonesia Prof. Ari Kuncoro, S.E., M.A.,
from Anthos-Google Information Accessibility Agency (BAKTI) in a Ph.D and hospital director dr. Astuti Giantini.
Cloud to automate, number of provinces, among which is South 14. The Company continued its vaccination centre
scale, and manage Sumatra, specifically in Musi Rawas and North program in Medan, North Sumatra at Central
workload in its hybrid Musi Rawas regencies. General Hospital (RSUP)l H Adam Malik.
multi-cloud securely and 4. Collaborated with FiberStar, a fibre optic 15. The Company is committed to implement
consistently. provider company, to expand XL HOME fiber ESG (environmental, social, and governance)
3. B e ca me th e f irst network. principles by referring to GSMA targets and
telecommunications 5. Collaborated with NTT Ltd. in building private lowering carbon emission to 0 in 2050 (net zero
company in Southeast cloud-based IT infrastructure to help prepare emission by 2050).
Asia to use SAP S/4 the 5G ecosystem. 16. The Company launched Desa Digital Nusantara
HANA Cloud. 6. Launched XL SATU, the first convergence (DDN) to empower villages through digital
4. Suppor ted various service in Indonesia from XL HOME and XL technology adoption that was launched in
ministries and Prepaid. Tanjung Pakis Village in Karawang Regency.
departments in the 7. Expanded 4G network to 2,431 remote villages 17. President Director & CEO of the Company
government through in Lampung province. Dian Siswarini along with Chief Strategic
the COVID-19 pandemic 8. Through XL Business Solutions (Busol), managed Transformation & IT Officer Yessie Dianty
with donations and to receive MEF-CE 3.0 International Certification. Yosetya, as chair of G20 Empower attended
initiatives aimed to help 9. Expanded 4G network in Aceh to cover 193 the inauguration of Indonesian G20 presidency.
Indonesians cope with districts and 5,102 villages. 18. The Company’s VoLTE has reached 403 cities
the new normal. 10. The Indonesian Ministry of Communication and and regencies in Indonesia.
Informatics (Kominfo) declared the Company
has passed the Operation Feasibility Test for 5G
network in Indonesia.
11. The Company implemented Zero Touch
Operation platform including Network Operation
Centre (NOC) operation to accelerate detection
against network disruption and its impact on
customers.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

VISION, PURPOSE
& VALUES

Vision Number One Converged

Operator In Indonesia
Integrated Annual Report 2021

Purpose

We bring the world

closer in a simple way
for a brighter life
•
•
This promise cannot be done alone by ourselves.
Only through internal & external collaboration/
togetherness, we can make this happen.
We
56

Bring The
03

• We enable and empower

people to stay in touch
or connect with their

World •
environment and create
new possibilities.
We are always close by

Closer
to fulfill daily needs in
people’s life.

• Life is getting more and

In a Simple
more complex for people,
and we are here to simplify
it by providing seamless
experiences for all our

•
stakeholders (The world at
your fingertips).
Simplifying adds value to
Way
people’s life by saving their
time, energy and money,
which allow them to get
more out of their life.

We are committed

For a to help people to

continuously improve
their lives in terms of

Brighter
welfare (economically)
and wellbeing (fun,
excitement, energy,
inspiration and

Life unleashing people’s

potential)

PT XL Axiata Tbk
 Company Profile

VALUES
CORPORATE VALUES

I
UNCOMPROMISING
INTEGRITY
• I only do the right things, align with
the team and seek for advice if
unclear
• I am courageous to make bold

T
Integrated Annual Report 2021
decision and speak up when needed
CORPORATE

TEAM SYNERGY
• I deliver on commitment
• I listen, understand, before
challenging, and offer help to
achieve best solutions

S SIMPLICITY
• I put the customer at the
center by executing in a simple,
adaptive, fast, and reliable way
• I challenge the status quo and
Innovate in a simple way

57
03

XL
EXCEPTIONAL
PERFORMANCE
• I give my best and
together we will win
• I persevere in challenging
situations and learn from
setbacks

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

BUSINESS
ACTIVITIES
Integrated Annual Report 2021
58
03

In 2021, the Company The changes in business activities Based on the AGMS decisions on
made Changes in Business are in line with the feasibility April 23, 2021, then the purpose
Activities by addition of study done by an Independent of the Company as stated in the
new business activities Party registered at the Financial Articles of Associations is to
based on the Indonesian Services Authority (OJK), which carry out activities in the field of
is the Appraisal Service Office of telecommunications operations,
Standard Industrial
Yanuar, Rosye and Partners, and computer programming and
Classification Year 2020 has complied with the regulations consultancy activities, information
stipulated in the Central of OJK No. 17/POJK.04/2020 services activities, in wholesale
Bureau of Statistics on Material Transactions and trade, management consultancy
Regulation No. 2 Year Changes in Business Activities activities, and financial activities.
2020 on the Indonesian with the addition of 12 (twelve)
Company KBLI. The changes
Standard Industrial
have also been approved during
Classification (“KBLI the Annual General Meeting of
2020”). Shareholders (AGMS) dated April
23, 2021.

PT XL Axiata Tbk
 Company Profile

In order to achieve said purpose, the Company may In order to achieve said purpose, as well as to
carry out its main business activities as follows: support the Company’s main business activities,
1. Telecommunications business activities: the Company may carry out supporting business
a. The operations of telecommunications activities as follows:
networks including but not limited to:
• Telecommunication Activities by Cable; Plan, engineer, build, provide, develop and operate,
• Wireless Telecommunications Activities. lease, maintain and procure telecommunication
b. The operations of telecommunications services facilities/facilities including procurement of resources

Integrated Annual Report 2021

including but not limited to: to support the Company’s business in the provision
• Internet Service Provider; of telecommunication services and/or networks;
• Communication System Services (Data 1. As much as possible, improve the business of
Communication System Services): providing telecommunication services and
• Telephony Internet Services for Public Use networks in order to achieve the capacity desired
(ITKP); and needed by the public in order to improve
• Internet Interconnection Services (NAP); service to the public;
• Content Provider Services via Mobile Cellular 2. Carry out business and operational activities
Network or Local Fixed Network Wireless (including marketing and sales of networks
with Mobility (Premium SMS Content and/or telecommunication services by the
Services); Company), maintain, research, and develop the
• Other Multimedia services. telecommunication infrastructure and/or facilities
2. Other Monetary Intermediaries both at home and abroad;

59
3. Wholesale; 3. Carry out services and other telecommunication
a. Wholesale of computers and computer networks including information technology
equipment; services and/or networks; and

03
b. Software Wholesale; 4. Carry out other activities deemed necessary to
c. Telecommunication Equipment Wholesale support and/or relating to telecommunications
Trade. operations, computer consulting activities,
4. Programming activities, computer consulting, and information service activities, wholesale trade
other related activities: activities, management consulting activities, and
a. Other computer programming activities. financial activities.
5. Computer consulting activities and computer
facilities management: Based on the Company’s Changes in Business
a. Information Security Consulting Activities; Activities, the Atas Perubahan Kegiatan Usaha
b. Other Computer Consulting and Computer Perseroan tersebut, the Company’s Business
Facilities Management Activities; Licensing Process has been done through Online
c. Internet of Things (IoT) Consulting and Single Submission Risk Based Approach (“OSS RBA”)
Designing Activities launched by the Ministry of Investment/ Investment
6. Information Services Activities; Coordination Agency on August 9, 2021.
a. Data Processing Activities
b. Hosting and other related activities;
c. Web portals and/or digital platforms without
a commercial purpose;
d. Web portals and/or digital platforms for
commercial purposes.
7. Other management consulting activities.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

OPERATIONAL
AREAS

WEST
Integrated Annual Report 2021
60
03

EAST

HQ & JABO

CENTRAL

HQ & JABO WEST

XL AXIATA TOWER DIPONEGORO MEDAN
Jl. H.R Rasuna Said X5 Kav.11-12, Jl. Diponegoro No.5, Medan,
Kuningan Timur, Setiabudi, West Sumatera
South Jakarta 12950

PT XL Axiata Tbk
 Company Profile

Integrated Annual Report 2021

61
03

CENTRAL EAST
MARTADINATA PEMUDA
Jl. R.E Martadinata No 7, Bandung Jl. Pemuda No 94-98 Kelurahan
West Java Embong Kaliasin, Kecamatan
Genteng, Surabaya, East Java

Building
Building The
the XL Axiata of Tomorrow - Converged Digital Telco
 Company Profile

XL Center Region City Address

JL Bayangkara No. 81, Penumping, Laweyan, Surakarta

XL Center Solo Central Solo
(West of Sriwedari Stadium)
Komplek Sudirman Square B9 Jl. Jend Sudirman No. 101,
XL Center Kudus Central Kudus
Kudus Central Java
XL Center Pekalongan Central Pekalongan Jl. Hasanuddin No. 39, Pekalongan City
XL Center Semarang Central Semarang Jl A. Yani No. 130 B Semarang
Jl. Dr Murjani No.22B (Across from CIMB Niaga)
XL Center Palangkaraya Central Palangkaraya
Panarung Pahandut Palangka Raya
XL Center Pontianak Central Pontianak Jl. Gusti Hamza (Next to JNT Pancasila) Pontianak
Jl. Jend. Ahmad Yani Km 1,5 No. 30A, Banjarmasin 70233,
XL Center Banjarmasin Central Banjarmasin
South Kalimantan
Jl. Jenderal Sudirman Komplek Ruko BSB Block F-21,
XL Center Balikpapan Central Balikpapan
Balikpapan City, East Kalimantan 76113
Jl. Bhayangkara RT.02 No.02 Kel.Bugis Kecamatan Samarinda
XL Center Samarinda Central Samarinda
Kota 75242 (Bhayakara’s first Orenz shop)
Jl.Ir.H.Juanda No.38 Kp.Panembong 1 Rt 02 Rw 03 Desa
Integrated Annual Report 2021

XL Center Cianjur Central Cianjur

Mekarsari Kecamatan Cianjur Kabupaten Cianjur
XL Center Cimahi Central Bandung Jl. HMS Mintaredja Ruko Town Place No. A-20, Cimahi
Jl. Dr. Sukardjo No. 51, Tawangsari,
XL Center Tasikmalaya Central Tasikmalaya
Kecamatan Tawang, Tasikmalaya
XL Center Purwakarta Central Purwakarta Jl. Ibrahim Singadilaga No. 16 Purwakarta
Jl. Moch. Ramdan No.31B, Ancol, Kecamatan Regol,
XL Center Ramdan Central Bandung
Bandung City, West Java 40254
XL Center Bandung Central Bandung Jl. RE. Martadinata No. 7, Bandung
XL Center Purwokerto Central Purwokerto Jl. RA Wiryaatmaja No. 18B Purwokerto (Next to Bank BTPN)
Jl. Kusuma No.70 - Gunungmujil, Bumirejo - Kecamatan
XL Center Kebumen Central Kebumen
Kebumen - Kabupaten Kebumen - Central Java 54316
Jl. Ahmad Yani No.43, Kel. Wonokarto
62

XL Center Wonogiri Central Wonogiri

Kec. Wonogiri - Wonogiri - Central Java 57612
Puri Vads (Ex Stockwell) Jl. Laksda Adi Sucipto No. 163 (Lt. 1)
XL Center Yogyakarta Central Yogyakarta
(In front of UIN Uniersity) Yogyakarta
03

XL Center Klaten Central Klaten Jalan Sersan Sadikin No. 81B Gergunung Klaten Utara
Jl Jendral Gatot Soebroto, Ruko Grand Cawang No. 3 Pakelan,
XL Center Magelang Central Magelang
Mertoyudan, Magelang, Central Java, 56172
XL Center Garut Central Garut Jl. Guntur No. 162C Garut Jawa Barat 44116
XL Center Tegal Central Tegal Jl. Gajah Mada No.28 Tegal
XL Center Indramayu Central Indramayu Jl. D.I. Panjaitan No. 44B, Indramayu
Jl. Tuparev No. 87 Kelurahan Sutawinangun, Kecamatan
XL Center Cirebon Central Cirebon
Kedawung, Kabupaten Cirebon, Jawab Barat 45153
Jalan Siliwangi No. 293 Cijoho Kecamatan Kuningan,
XL Center Kuningan Central Kuningan
Kabupaten Kuningan, Jawa Barat 45513
XL Center Madiun East Madiun Ruko Suncity Block A1-A3 Kartoharjo Madiun Jawa Timur
XL Center Malang East Malang Ruko Grand Sukarno Hatta kav 27-28 Malang
Jl. Bunggasi (Ex Kantor bank Mandiri),
XL Center Kendari East Kendari
Kel. Andounohu, Kecamatan Poasia, Kota Kendari
Jln. Delima Kelurahan Libuo Kecamatan Dungingi,
XL Center Gorontalo East Gorontalo
Kota Gorontalo
Jl. Emmy Saelan No. 68 B , Kel Tatura utara,
XL Center Palu East Palu
Kec Palu Selatan, Kota Palu
Jl. A.P. Pettarani No. 68 Tamamaung, Kecamatan Panakkukang,
XL Center Makassar East Makassar
Kota Makassar, Sulawesi Selatan 90222
Jl. Wolter Monginsidi No.19, Kelurahan Sario,
XL Center Manado East Manado
Kecamatan Sario, Kota Manado (Dealer PT. Selular Global Net)
Jl. DR. Wahidin No. 8A, Brang Bara, Kecamatan Sumbawa
XL Center Sumbawa East Sumbawa
Besar, Kabupaten Sumbawa, Nusa Tenggara Bar. 84313

PT XL Axiata Tbk
 Company Profile

XL Center Region City Address

Jl. KH. Ahmad Dahlan No. 05, Pancor,

XL Center Selong East Lombok Kecamatan Selong, Kabupaten Lombok Timur,
Nusa Tenggara Barat
Epicentrum Mall – Lantai 2, Jl. Sriwijaya No. 333, Punia,
XL Center Mataram East Lombok Kecamatan Mataram, Kota Mataram, Nusa Tenggara Barat –
83127
Cellular World Teuku Umar, Jl. Teuku Umar No. 60 Lt2
XL Center Cellular World East Denpasar
Denpasar Bali 80113
Jl. Dewi Sartika Utara 56, Kaliuntu Singaraja, Postal Code
XL Center Singaraja East Singaraja
81116 (Next to V-cool Singaraja Branch)
XL Center Sunset Road East Denpasar Jl. Sunset Road No. 818, Kuta, Denpasar
XL Center Pamekasan East Madura Jl. Jokotole No. 282 Pamekasan
Ruko Khayangan Residence RB-06,
XL Center Bangkalan East Bangkalan Jl. Halim Perdana Kusuma, Kecamatan Bangkalan,
Kabupaten Bangkalan, Jawa Timur 69116
XL Center Villa Bukit Mas Ruko Villa Bukit Mas,
East Surabaya
Surabaya Jl. Abdul Wahab Siamin PRB/RN-07 Surabaya

Integrated Annual Report 2021

Plasa Marina Lt.1 Blok A1-A3,
XL Center Plasa Marina East Surabaya
Jl. Margorejo Indah No.97-99 Surabaya
XL Center Pemuda
East Surabaya Jl. Pemuda No. 94 - 98, Surabaya
Surabaya
XL Center Sumenep East Sumenep Jl. KH. Mansyur No. 51 Pangarangan, Sumenep
Jl. Jenggolo No. 2i-2j, Kabupaten Sidoarjo
XL Center Sidoarjo East Sidoarjo
(On the left before Flyover)
XL Center Grand East Mall Grand Indonesia Lantai 3A – IS 03,
Jabo Central Jakarta
Indonesia Jl. MH Thamrin No. 1 , Menteng, Central Jakarta
XL Center Sukabumi Jabo Sukabumi Jl.Pajagalan Ruko Danalaga Square Blok.G No.8 Sukabumi
Komplek Ruko Roxy Mas Blok C4/3,
XL Center Roxy Jabo West Jakarta Jalan KH Ashari No. 34, RW.8, Cideng, Gambir, Kota Jakarta
PuSabtu, Daerah Khusus Ibukota Jakarta 10150, Indonesia

63
Central Park Mall, Lantai 4 unit 232-233.
XL Center Central Park Jabo West Jakarta
Jl. Let.Jend S. Parman Kav 28 West Jakarta 11470

03
Jl. H. R. Rasuna Said No.Kav. X-2 No. 5, RT.9/RW.4, East
XL Center Axiata Tower Jabo South Jakarta
Kuningan, Setiabudi, South Jakarta City, Jakarta 12950
XL Center Pondok Indah Jl. Metro Pondok Indah Kav. IV/TA Pondok Indah Mall 1 Lt. 2
Jabo South Jakarta
Mall 1 No. 232 & 233 South Jakarta
Komp. Ruko Bekasi Mas Blok N No. 7, Jl. Ahmad Yani, Bekasi
XL Center Bekasi Jabo Bekasi
(Front of Rs Mitra Bekasi Barat)
Kompleks Ruko Mega Cilegon Blok D No. 5& 6 JL SA Tirtayasa
XL Center Cilegon Jabo Cilegon
Simpang Tiga Cilegon. Kode Pos : 42414
Komp. Ruko Mall Barata Blok A 8 Jl. Rd. Hardiwinangun No. 54
XL Center Rangkas Bitung Jabo Rangkas Bitung
Rangkasbitung
XL Center Serang Jabo Serang Jl. Trip Jamaksari No. 12A Cinaggung Serang - Banten
PT Prima Multi Usaha Indonesia, Komplek ruko bidex blok F
XL Center BSD Tangerang Jabo Tangerang
11-12, Jl. Pahlawan Seribu Serpong Tangsel Banten
Bintaro Xchange Mall Lower Ground, Boulevard Bintaro Jaya
XL Center Bintaro
Jabo Tangerang Blok. O-2, Bintaro Jaya Sektor VIII, Pondok Jaya, Pondok Aren,
Xchange
Tangerang, Banten
XL Center Supermal Super Mall Karawaci, Lower Ground Blok A3A No. 9-10,
Jabo Tangerang
Karawaci e -center, Lippo Karawaci
Tangerang City Mall LG Floor, Blok 0038-S Jl. Jend. Sudirman
XL Center Tangerang City Jabo Tangerang
No. 1, Cikokol Tangerang 15117
Jl Niaga Raya Ruko CBD Kav AA Blok C 9 Jababeka 2
XL Center Cikarang Jabo Cikarang
PT Synergy Komunikasi Indonesia
Komplek Ruko Broadway Blok 3 No. 19 Galuh Mas, Karawang
XL Center Karawang Jabo Karawang
(Next to Galuh Mas Gas Station)
Sunter Permai Indah Blok A18, Jl. Mitra Sunter Boulevard,
XL Center Sunter Jabo Jakarta Utara
Jakarta Utara

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

XL Center Region City Address

XL Center Mall Kelapa Mal Kelapa Gading 1, Lt. Dasar Blok G 1 No. 66 A, Jl. Boulevard
Jabo Jakarta Utara
Gading Kelapa Gading Blok M, Kelapa Gading Permai
Puri Indah Mal Lt. 1 (Phone & Computer Centre), Jl. Puri
XL Center Puri Indah Mall Jabo West Jakarta
Agung, West Jakarta
Gandaria City Mall 1st Floor Jl. Sultan Iskandar Muda,
XL Center Gandaria City Jabo South Jakarta Kebayoran Lama Utara, Kebayoran Lama, South Jakarta,
DKI Jakarta
XL Center Depok
Jabo Depok Ruko Margonda Residence Jl. Margonda Raya No. 2-3, Depok
Margonda
XL Center Bogor Jabo Bogor Jl. Jendral Sudirman No.48, Bogor
Ruko Cibinong City Centre blok C.35 Jl Tegar Beriman No. 1
XL Center Cibinong Jabo Cibinong
Cibinong Kabupaten Bogor
Lotte Ciputra World  Lantai 4 No.15A  Jl. Prof. Dr. Sabturio
XL Center Ciputra World Jabo Jakarta
Kuningan, South Jakarta
Jl. RS. Fatmawati Raya No.53 A, RT.2/RW.2, Gandaria Sel.,
XL Center Fatmawati Jabo South Jakarta Kecamatan Cilandak, Kota South Jakarta, Daerah Khusus
Ibukota Jakarta 12420 (Next to Haji Nawi MRT station)
Integrated Annual Report 2021

Jl. Raya Koba Villa Bangka Asri Blok B No. 1-2 , Bangka,
XL Center Bangka West Bangka
Pangkal Pinang
Jl. Brigjen Katamso No. 5 (In front of Bundaran Tugu Satam)
XL Center Belitung West Belitung
Tanjung Pandan - Belitung
XL Center Palembang West Palembang Jl. Angkatan 45 no, 818 palembang
Jl. Tugu Warkop Desa baru Kecamatan Manggar
XL Center Manggar West Manggar
Kabupaten Belitung timur
XL Center Pematang Jl. Sutomo No.8 kel. Pahlawan, Kecamatan Siantar Tim.
West Pematang Siantar
Siantar Kota Pematang Siantar Sumatera Utara 21132
Jl. A. Yani No. 102 B Kel. Bakaran Batu, Kecamatan Rantau
XL Center Rantau Prapat West Rantau Prapat
Selatan, Kabupaten Lab. Batu
Jl. Dr. Kumpulan Pane, Bandar Utama, Kota Tebing Tinggi,
XL Center Tebing Tinggi West Tebing Tinggi
Sumatera Utara 20998, depan RSUD Dr.Kumpulan Pane
64

Jl. Mr. Dr. Mohd. Hasan, Batoh, Lueng Bata, Landom,

XL Center Banda Aceh West Aceh Lueng Bata, Kota Banda Aceh, Aceh 23122,
03

(Next to the Samsung Service Center and Bank Mandiri)

Jl. Diponegoro No. 5, Kel. Petisah Tengah,
XL Center Medan West Medan
Kecamatan Medan Petisah, Medan 20112
Jl. Jendral Sudirman No. 23 A, Kel. Enggal,
XL Center Lampung West Lampung
Kecamatan Tanjungkarang Pusat, Kota Bandar Lampung
Jalan Yos Sudarso No. 9C, Kelurahan Watervang,
XL Center Lubuk Linggau West Lubuk Linggau Kecamatan, Lubuk Linggau Tim. I, Kota Lubuklinggau,
Sumatera Selatan 31626
Jl. Sudirman Laut No. 212 Kec Dumai Timur
XL Center Dumai West Dumai
(In front of Cititel Hotel)
Jl. Nangka Ujung No. 819 Labuh Baru Barat,
XL Center Pekanbaru West Pekanbaru
Payung Sekaki-Pekanbaru 28291
XL Center Bengkulu West Bengkulu Jl. Jenderal sudirman No.57 kel.Tengah padang, Bengkulu
Jl. Tengku Umar No.12 C Kampung Cina
XL Center Bukittinggi West Bukittinggi
Kel. Benteng Pasar Atas Kecamatan Guguk Panjang
Jl. Dr. Sutomo No.48, Simpang Haru, Kecamatan Padang Timur,
XL Center Padang West Padang
Kota Padang, Sumatera Barat (Next to Lion Parcel)
Jl D.I Panjaitan Komplek Bintan Center Blok D No. 46,
XL Center Tanjung Pinang West Tanjung Pinang
Tanjung Pinang, KEPRI
Jl Yunus Sanis No. 80-81 Kel. Kebun Handil Kecamatan before
XL Center Jambi West Jambi
(In front of Puskesmas Kebun Handil), Jambi
JL Engku Puteri Komp.Ruko Seruni Indah Blok I No. 3
XL Center Batam West Batam
Batam Center
Jln pemuda kav.69 No. 1-2 blok A Kelurahan Jati Kecamatan
XLC Rawamangun Jabo East Jakarta
Pulo gadung Kodya Jaktim (Next to Plaza Telkom Pemuda)
ITC Cempaka Mas L4/C .00158 Jl. Letjend Suprapto
XLC ITC Cempaka Mas Jabo East Jakarta No.Kav. 1, RW.8, Sumur Batu, Kecamatan Kemayoran,
Kota Central Jakarta, 10640

PT XL Axiata Tbk
 Company Profile

CORPORATE
WEBSITE
INFORMATION

The Company’s website contains information about

the Company that can be accessed publicly through

Integrated Annual Report 2021

www.xlaxiata.co.id. The information contained in the
Company’s website is in accordance with the Financial
Services Authority Regulation No.8/POJK.04/2015 on
the Website of the Issuer or Public Company as follows:

No. Description Comply Not Comply

1. Website address should reflect Company’s ID v

Website content should be in Indonesia and other foreign language (English at minimum) with the
2. v
same information at each language used.
Company’s website must provide information at minimum on the following matters:
• General Information on Company;
• Information for Investor and shareholders;
• Information on Good Corporate Governance

65
3. v
• Information pertaining with Corporate Social Responsibility.

The above information must be disclosed in accurate, clear, easy to understand, not misleading on

03
Company’s condition as well as able to be accessed by public.
General Information on Company must provide at minimum the following information:
• Name of Company, contact details (phone numbers, fax, email) including all branch office.
• Company’s history at a glance.
• Organization Structure
• Company’s shares ownership consists of amongst others (i) detail of shareholders i.e. name,
4. ownership percentage on monthly basis (ii) Information on controlling shareholders (Axiata) v
and (iii) Information on Company’s Subsidiaries.
• Profile of Board of Directors, Board of Commissioners, Committees and Corporate Secretary
which shall include photos, name, CV and multiple Board membership in other Company.
• List of Company’s supporting institutions i.e. Share Register, Accountant. Articles of
Association.
Information for Investor and shareholders must include at minimum the following information:
• Annual and Interim Financial Statement for the last five financial years.
• Financial Information.
• General Meeting of Shareholders (GMS). The Information covering (i) announcement, (ii)
Meeting material (iii) CV of proposed BOD and/or BOC (iv) Summary of GMS result.
• Shares Information covering (i) total shares (ii) Shares split (if any) (iii) Bonus shares (if any) (iv)
5. v
changes of shares nominal.
• Information pertaining with Bonds and Sukuk, covering (i) Outstanding Bonds/Sukuk (ii) Rating
Result (iii) Period (iv) Interest Rate
• Dividend Information
• Corporate Actions
• Disclosure on Material Facts.
Information on Good Corporate Governance must include at minimum the following information :
• Board Manual
• Internal Audit Charter
• Terms of reference of Committees.
6. v
• Notice on appointment and/or resignation of members f audit Committee.
• Nominating and Remuneration Procedure.
• Risk Management Policy
• Whistleblowing Policy
Information on Corporate Social Responsibility must include at minimum the following
information :
7. v
• Policy.
• Program and Cost of CSR implementation

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

ORGANISATIONAL
STRUCTURE

CCO -
CSTIO CTO
Consumer
Integrated Annual Report 2021

Chief
Chief Sales
Marketing

GH
GH GH Enterprise
GH Mass GH Customer Technology
Commercial Planning &
Segment Contact Center Strategy &
GTM Architect
Alignment

GH Indirect
GH Youth GH Commerce GH Information GH Program
Channel
Segment Planning Technology Management
66

Management
03

GH Direct GH Marketing GH Network

GH Premium GH Digital
Channel Strategy & Planning &
Segment Touchpoint
Management Analytics Design

GH Digital GH Customer GH Enterprise

GH Service
Channel Value & Exp Data
Operations
Touchpoint Management Management

GH West GH Technology
Region Security

GH Jabo GH IT
Region Transformation

GH Business
GH Central Process
Region Management

GH East Region

PT XL Axiata Tbk
 Company Profile

CEO

CCO – Home &

CFO
Enterprise

Integrated Annual Report 2021

Chief Chief
Chief Human
Enterprise & Corporate
Capital
SME Affairs

GH Home GH Enterprise GH People Corporate

GH Finance GH Legal
Business Product Journey Secretary

GH Financial GH Strategic GH Enterprise GH People GH Regulatory GH Internal

Accounting Partnership Sales Development & Gov Rel Audit

67
03
GH Finance
GH Corporate GH People GH Corporate GH Risk &
Business GH SME
Strategy Service Communication Compliance
Control

GH Sourcing GH Solution
Management Architect

GH Contract
GH Operations
Management

GH Facilities

GH Leased
Management

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

PROFILE OF THE BOARD

OF COMMISSIONERS
Integrated Annual Report 2021

Dr. Muhamad Chatib Basri

President Commissioner
57 years old, Indonesian

Dr. Basri has a PhD. in Economics from Australian Prior to serving as President Commissioner in the
National University, Master of Economic Development Company, he served as Senior Fellow of Harvard
from Australian National University, and a Bachelor’s Kennedy School (2015-2016), Minister of Finance of
68

Degree in Economics from Universitas Indonesia. Republic of Indonesia (May 2013-October 2014), and
Chairman of Investment Coordination Board (June
He was first appointed as President Commissioner in 2012-October 2013).
03

the Extraordinary General Meeting of Shareholders

(EGMS) dated September 29, 2016 2016, and in the Dr. Basri has no affiliation with members of the Board
Annual General Meeting of Shareholders (AGMS) of Commissioners and Board of Directors, however,
dated April 29, 2019 he was reappointed to his he has affiliations with the Controlling Shareholders.
position.
In 2021, Dr. Basri has participated in various training
He also serves as Member of Advisory Council sessions in support of his duties as President
on Gender and Development, World Bank, and Commissioner. Details on the training sessions of
Commissioner PT Bank Mandiri (Persero) Tbk. the Board of Commissioners can be found on the
Furthermore, he continues to serve as Independent Good Corporate Governance Chapter of this Annual
Non-Executive Director of Axiata Group Berhad Report on page 152.
(2015 - 2020), Senior Partner and Co-Founder Creco
Consulting and Research (2010 - present) and Senior
Lecturer Faculty of Economy University of Indonesia
(1992 - present).

PT XL Axiata Tbk
 Company Profile

Integrated Annual Report 2021

Dato' Mohd Izzaddin Idris
Commissioner
59 years old, Malaysian

Mr. Idris has a Bachelor of Commerce with a First Axiata Berhad, Director of edotco Group Sdn Bhd,
Class Honours in Finance from University of New Chairman of Axiata Digital Services Sdn Bhd,

69
South Wales, Australia. Chairman of Axiata Digital Innovation Fund Sdn. Bhd,
and Chairman of Boost Holdings Sdn. Bhd.
He was appointed as Commissioner in the Annual

03
General Meeting of Shareholders (AGMS) dated May Prior to serving as Commissioner in the Company, he
18, 2020. also served as Deputy Group CEO of Axiata Group
Berhad (2020), Chairman of Robi Axiata Limited
He concurrently serves as a Committee Member in from (2019 – 2020), Director of Dialog Axiata PLC
the following: (2018-2020), Director of Axiata Group Berhad (2016-
1. Nominating and Remuneration Committe and 2020), Group Managing Director/ Chief Executive
Chairman of Transformation Advisory Committee Officer UEM Group Berhad of UEM Group Berhad
of the Company (2009-2018), and Chief Financial Officer/ Senior Vice
2. Board Risk and Compliance Committee, Board President (Group Finance) of Tenaga Nasional Berhad
Annual Report Committee and Axiata Enterprise (2004-2009).
Investment Board Committee of Axiata Group
Berhad Mr. Idris has no affiliation with members of the Board
3. Board Remuneration Committee of Celcom of Commissioners and Board of Directors, however, he
Axiata Berhad has affiliations with the Controlling Shareholders.
4. Board Nomination and Remuneration Committee
of Smart Axiata Co. Ltd In 2021, Mr. Idris has participated in various training
5. Board Nomination and Remuneration Committee sessions in support of his duties as Commissioner.
of Axiata Digital Services Sdn. Bhd Details on the training sessions of the Board of
Commissioners can be found on the Good Corporate
He also serves as President & Group Chief Executive Governance Chapter of this Annual Report on page
Officer of Axiata Group Berhad, Chairman of Celcom 152.

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021 Company Profile

Dr. David R. Dean

Commissioner
63 years old, British and German national

Dr. Dean has a Doctor of Philosophy in Theoretical Axiata PvT.Ltd. since 2019, and Independent Non-
Physics from Wolfson College, University of Oxford, Executive Director of Axiata Group Berhad since
a Master of Arts in Physics from Oriel College, 2017.
70

University of Oxford, and a 1st Class Honours (BA)

from Oriel College, University of Oxford. Prior to serving as Commissioner in the Company,
he served as Member of the Forum’s Global Future
03

He was appointed as Independent Commissioner and Council on the Digital Economy and Society, World
served from 2016 to 2018. He was then appointed Economic Forum (2012-2020), and Senior Partner,
as Commissioner in the Annual General Meeting The Boston Consulting Group (BCG) (1985-2013).
of Shareholders (AGMS) dated March 9, 2018, and
reappointed in the AGMS dated April 29, 2019. Dr. Dean has no affiliation with members of the Board
of Commissioners and Board of Directors, however,
He concurrently serves as Committee Member in he has affiliations with the Controlling Shareholders.
the following:
1. Board Audit Committee of Axiata Group Berhad In 2021, Dr. Dean has participated in various training
2. Board Risk and Compliance Committee Axiata sessions in support of his duties as Commissioner.
Group Berhad Details on the training sessions of the Board of
Commissioners can be found on the Good Corporate
He also serves as Member of the Supervisory Board Governance Chapter of this Annual Report on page
of SUUS Micro Tec SE since 2020, Director of Ncell 154.

PT XL Axiata Tbk
 Company Profile

Integrated Annual Report 2021

Dr. Hans Wijayasuriya
Commissioner
53 years old, British

Dr. Wijayasuriya has a PhD in Digital Mobile Since 2017, Limited Partners Advisory Committee
Communications from University of Bristol UK, of SADIF LP since 2017, Director of Robi Axiata
Chartered Engineer and Fellow from Institute of Limited since 2016, Director of Ncell Axiata Limited

71
Engineering Technology UK, MBA from University (previously Ncell Private Limited) since 2016, Director
of Warwick UK. He got his Bachelor’s Degree in of Axiata Business Services Sdn. Bhd. since 2016,
Electrical and Electronic Engineering from University Director of Apigate (Private) Limited since 2016,

03
of Cambridge UK. Director of Apigate Inc. since 2015, Director of
Axiata Digital & Analytics Sdn Bhd (formerly known
He was appointed as Commissioner in the Annual as Axiata Digital Advertising Sdn Bhd) since 2014,
General Meeting of Shareholders dated May 18, 2020. Director of Axiata Investments (India) Limited since
2010, Director of Dialog Axiata PLC since 2001,
He concurrently serves as Committee Member in Director of Axiata Investments 1 (India) Limited and
the following: Axiata Investments 2 (India) Limited since 1998.
1. Board Risk and Compliance Committee of Celcom
Axiata Berhad Prior to serving as Commissioner, he served as
2. Capital Investment and Procurement Management Corporate EVP & Regional CEO of South Asia Axiata
Committee of Dialog Axiata PLC Group Berhad (2016 - 2020), Group CEO of Dialog
3. Board Nomination and Remuneration Committee Axiata PLC (1997 - 2016), and CEO of Axiata Digital
and Executive Committee of Robi Axiata Services Sdn. Bhd. (2012 - 2014).
Limited
4. Chairman of Board Risk and Compliance Dr. Wijayasuriya has no affiliation with members of
Committee of Ncell Axiata Limited. the Board of Commissioners and Board of Directors,
5. Board Risk and Compliance and Executive however, he has affiliations with the Controlling
Committee of Smart Axiata Co., Ltd. Shareholders.

He also serves as CEO of Telecommunications In 2021, Dr. Wijayasuriya has participated in

Business & Group Executive Vice President of Axiata various training sessions in support of his duties as
Group Berhad since 2020, Director of Celcom Axiata Commissioner. Details on the training sessions of the
Berhad since 2020, Director of Suvitech Co., Ltd. Board of Commissioners can be found on the Good
since 2019, Director of Axiata Digital Labs (Private) Corporate Governance Chapter of this Annual Report
Limited since 2018, Director of Smart Axiata Co., Ltd. on page 153.

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021 Company Profile

Vivek Sood
Commissioner
57 years old, Indian

Mr. Sood has a Chartered Accountant license from (Indonesia) Sdn. Bhd. since 2017, Director of Axiata
The Institute of Chartered Accountant of India, and a Digital Services Sdn. Bhd. since 2017, Director of
Bachelor of Commerce from University of New Delhi. Axiata Management Services Sdn. Bhd. since 2017,
Director of Axiata Business Services Sdn. Bhd. since
He was first appointed as Commissioner in the 2017, Director of Axiata SPV2 Berhad since 2017,
Company in the Annual General Meeting of Director of Axiata (Cambodia) Holdings Limited since
72

Shareholders (AGMS) dated March 31, 2017. He was 2017, Director of Axiata Investments (Cambodia)
reappointed for a second term as Commissioner in Limited since 2017, Director of Axiata Investments
the AGMS dated April 29, 2019. (Singapore) Limited since 2017, Director of Axiata
03

Investments (Labuan) Limited since 2017, Director of

He concurrently serves as a Committee member in Axiata SPV1 (Labuan) Limited since 2017, Director of
the following: Axiata Lanka (Private) Limited since 2017, Director of
1. Board Risk and Compliance Committee and Reynolds Holdings Limited since 2017, and Director
the Transformation Advisory Committee of the of Axiata Investments (UK) Limited since 2017.
Company
2. Board Audit Committee, Board Nomination and Prior to serving as Commissioner in the Company, he
Remuneration Committee & Board Risk and served as Director of Axiata SPV4 Sdn Bhd (2017 -
Compliance Committee of Robi Axiata Limited 2021) EVP and Group CMO of Telenor Group (2015
3. Board Audit Committee and Executive Committee - 2017), CEO of Telenor India of Telenor Group (2014
& Board Risk and Compliance Committee of - 2015), CEO of Grameenphone, Bangladesh (2013 -
Celcom Axiata Berhad 2014), CFO of Telenor India of Telenor Group (2011
4. Board Audit Committee & Board Risk and - 2012), and CFO and COO of Tata AIA Life Insurance,
Compliance Committee of Axiata Digital Services Tata AIA Life Insurance Limited, India (2006 - 2010).
Sdn. Bhd.
5. Board Audit Committee & Board Risk and Mr. Sood has no affiliation with members of the Board
Compliance Committee of Dialog Axiata PLC of Commissioners and Board of Directors, however,
he has affiliations with the Controlling Shareholders.
He also serves as Director of Axiata SPV5 (Labuan)
Limited since 2020, Chief Financial Officer of Axiata In 2021, Mr. Sood has participated in various training
Group Berhad since 2017, Director of Dialog Axiata sessions in support of his duties as Commissioner.
PLC since 2019, Director of Axiata Digital eCode Details on the training sessions of the Board of
Sdn Bhd since 2019, Director of Axiata Digital Labs Commissioners can be found on the Good Corporate
(Private) Limited since 2018, Director of Robi Axiata Governance Chapter of this Annual Report on page
Limited since 2017, Director of Axiata Investments 153.

PT XL Axiata Tbk
 Company Profile

Integrated Annual Report 2021

Muliadi Rahardja
Independent Commissioner
62 years old, Indonesian

Statement of Independence

Each member of the Independent Commissioner has signed a Statement certifying the
fulfillment of criteria as well as his/her independence of position in accordance with the
criteria set under prevailing regulations.

The Statement Letters are documented by the Corporate Secretary.

73
03
Mr. Rahardja has an MBA from Sloan School of He also serves as Treasurer in Atmajaya Foundation
Management, MIT, and a Bachelor’s Degree in from 2018 to 2021.
Accounting from Universitas Indonesia.
Prior to serving as Independent Commissioner, he
He was first appointed as Independent Commissioner also served as Deputy President Director in PT Bank
of the Company in the Extraordinary General Meeting Danamon Indonesia Tbk after previously serving as
of Shareholders (EGMS) dated August 15, 2017, and Director, SME Business Banking, Operation and CREM,
was reappointed for a second term in the Annual Regional Corporate Office, Sales and Distribution
General Meeting of Shareholders (AGMS) dated April from 1989 - 2017.
29, 2019.
Mr. Rahardja has no affiliation with members of the
He concurrently serves in the following: Board of Commissioners and Board of Directors, or
1. Commissioner of PT Adira Dinamika Multi Finance with the Controlling Shareholders.
Tbk
2. Chairman of Nominating and Remuneration In 2021, Mr. Rahardja has participated in various
Committee of the Company training sessions in support of his duties as
3. Member of Risk Management Committee of Commissioner. Details on the training sessions of
PT Adira Dinamika Multi Finance Tbk the Board of Commissioners can be found on the
4. Member of Board Audit Committee of the Good Corporate Governance Chapter of this Annual
Company Report on page 155.

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021 Company Profile

Julianto Sidarto
Independent Commissioner
60 years old, Indonesian

Statement of Independence

Each member of the Independent Commissioner has signed a Statement certifying the
fulfilment of criteria as well as his/her independence of position in accordance with the
criteria set under prevailing regulations.
74

The Statement Letters are documented by the Corporate Secretary.

03

Mr. Sidarto has an MBA from UCLA Anderson School PT Mediatrac Sistem Komunikasi since 2015.
of Management, a Master of Science in Computer Prior to serving as an Independent Commissioner
Science, and Bachelor of Science in Electrical in the Company, he served as Managing Director of
Engineering from Johns Hopkins University. Operations in ASEAN, Accenture (2013-2015), and
Country Managing Director of Indonesia, Accenture
He was appointed as Independent Commissioner (2002-2013).
in the Company in the Annual General Meeting of
Shareholders dated March 9, 2018, and reappointed Mr. Sidarto has no affiliation with members of the
for the second term in the AGMS dated April 29, Board of Commissioners and Board of Directors, or
2019. with the Controlling Shareholders.

He also serves as Member of Board Risk and In 2021, Mr. Sidarto has participated in various training
Compliance Committee and Transformation Advisory sessions in support of his duties as Independent
Committee in the Company, chair of Board Audit Commissioner. Details on the training sessions of
Committee since 2019, Independent Commissioner the Board of Commissioners can be found on the
of PT Mosaik Manajemen Global since 2017, Member Good Corporate Governance Chapter of this Annual
of Audit Committee in PT Ace Hardware Indonesia Report on page 154.
Tbk since 2016, and Independent Commissioner of

PT XL Axiata Tbk
 Company Profile

Integrated Annual Report 2021

Yasmin Stamboel Wirjawan
Independent Commissioner
53 years old, Indonesian

Statement of Independence

Each member of the Independent Commissioner has signed a Statement certifying the
fulfilment of criteria as well as his/her independence of position in accordance with the
criteria set under prevailing regulations.

75
The Statement Letters are documented by the Corporate Secretary.

03
Ms. Wirjawan has a Master of Science in Management PT Pemeringkat Efek Indonesia (PEFINDO) (2010-
and Systems from New York University, Master of 2016). She held various positions in S&P Global
Science in Finance from Brandeis University, and Ratings (formerly Standard & Poor’s) (2001-2010),
Bachelor of Art in International Business from and her last position was Director, Analytical Manager,
American University of Paris. and Team Leader for Corporate and Infrastructure
Ratings for South and Southeast Asian markets. She
She was appointed as Independent Commissioner in also held various positions in PT Bahana Securities
the Annual General Meeting of Shareholders (AGMS) (1995-1999), and her last position was Head of Equity
dated 14 April 2011. She was reappointed for a second Research.
term in the AGMS dated April 22, 2014, and a third
term in the AGMS dated April 29, 2019. Ms. Wirjawan has no affiliation with members of the
Board of Commissioners and Board of Directors, or
She also serves as Chairman of the Board Risk with the Controlling Shareholders.
and Compliance Committee and Member of
Transformation Advisory Committee of the Company, In 2021, Ms. Wirjawan has participated in various
training sessions in support of his duties as
Prior to serving as Commissioner in the Company, Independent Commissioner. Details on the training
she served as Chair of Board Audit Committee sessions of the Board of Commissioners can be found
(2016-2019), Chair of Nominating and Remuneration on the Good Corporate Governance Chapter of this
Committee, (2015-2017), Member of the Board Audit Annual Report on page 155.
Committee (2011-2016) in the Company, Advisor of

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

PROFILE OF THE
BOARD OF DIRECTORS
Integrated Annual Report 2021

Dian Siswarini
President Director & Chief
Executive Officer (CEO)
53 years old, Indonesian
76
03

Ms. Siswarini has an Advanced Management Prior to serving as President Director and CEO of
Program degree from Harvard Business School, and the Company, she also served as Group Chief of
a Bachelor’s Degree in Electrical Engineering from Marketing and Operation Officer in Axiata Group
Institut Teknologi Bandung. Berhad (2014). She started in the Company in 1997,
holding various key positions in the Network and
She was first appointed as President Director of Engineering Department and was later appointed
the Company in the Annual General Meeting of as Network Services Director (2007 -2011), Director/
Shareholders (AGMS) dated April 1, 2015, and was Chief Digital Services Officer (2011 – 2014), before
reappointed for a second term in the AGMS dated being appointed as Vice President Director in Q1 2015.
April 29, 2019.
Ms. Siswarini has no affiliation with members of the
She concurrently serves in the following: Board of Commissioners and Board of Directors, or
1. Member of Risk Management and Business with the Controlling Shareholders.
Continuity Committee (RBCC)
2. Chairman of Ethics and Integrity Committee of In 2021, Ms. Siswarini has participated in various
the Company training sessions in support of her duties as President
3. Member of Human Capital Committee of the Director & CEO Details on the training sessions of
Company the Board of Directors can be found on the Good
4. Member of Information Technology Committee Corporate Governance Chapter of this Annual Report
of the Company on page 190 and 191.

PT XL Axiata Tbk
 Company Profile

Integrated Annual Report 2021

Budi Pramantika
Director & Chief Financial Officer (CFO)
48 years old, Indonesian

77
03
Mr. Pramantika has an MBA from IPMI International Prior to serving as Director, he also served as Deputy
Business School, and a Bachelor’s Degree in Chief Finance Officer (2020), Group Head Finance
Accounting from Universitas Indonesia. (2019 - 2020) in the Company, ASEAN-Regional
Chief Financial Officer GE Healthcare (2017-2019),
He was appointed as Director in the Annual General Country Chief Financial Officer GE Indonesia (2016-
Meeting of Shareholders (AGMS) dated October 27, 2017), Asia Pacific Regional Chief Financial Officer GE
2020. Transportation (2014-2016), and Asia Pacific Chief
Financial Officer GE Power Repair Services (2011-
He concurrently serves in the following: 2014).
1. Member of Risk Management and Business
Continuity Committee (RBCC) Mr. Pramantika has no affiliation with members of the
2. Chairman of Gift, Donation, Sponsorship Board of Commissioners and Board of Directors, or
Committee of the company with the Controlling Shareholders.
3. Member of Ethics and Integrity Committee of the
company In 2021, Mr. Pramantika has participated in various
4. Member of Human Capital Committee of the training sessions in support of his duties as Director
company & CFO. Details on the training sessions of the Board
5. Member of Information Technology Committee of Directors can be found on the Good Corporate
of the Company Governance Chapter of this Annual Report on page
190 and 192.

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021 Company Profile

Yessie Dianty Yosetya

Director & Chief Strategic
Transformation & IT Officer (CSTIO)
48 years old, Indonesian

Ms. Yosetya has a Bachelor’s Degree in Electrical Prior to serving as Director and CSTIO, she served
Engineering from Universitas Satya Wacana. as Chief Digital Services Officer (2015-2016), Vice
78

President Digital Services (2013-2015), Senior General

She was appointed as Independent Director of the Manager Mobile Finance (2011-2013), Senior General
Company in the Extraordinary General Meeting of Manager IT Development (2009-2011), and General
03

Shareholders (EGMS) dated March 10, 2016. She was Manager Business Support System (2006-2009).
appointed as Director in the Annual General Meeting
of Shareholders (AGMS) dated April 29, 2019. Ms. Yosetya has no affiliation with members of the
Board of Commissioners and Board of Directors, or
She concurrently serves as the following: with the Controlling Shareholders.
1. Member of Risk Management and Business
Continuity Committee (RBCC) In 2021, Ms. Yosetya has participated in various
2. Chairman of Cyber Security and Privacy Steering training sessions in support of her duties as Director
Committee of the Company & CSTIO. Details on the training sessions of the Board
3. Member of Human Capital Committee of the of Directors can be found on the Good Corporate
Company Governance Chapter of this Annual Report on page
4. Chairman of Artificial Intelligence Data Governance 190 and 191.
Committee of the Company
5. Chairman of Information Technology Committee
of the Company
6. Commissioner of PT One Indonesia Synergy

PT XL Axiata Tbk
 Company Profile

Integrated Annual Report 2021

David Arcelus Oses
Director & Chief Commercial Officer -
Consumer (CCO - Consumer)
44 years old, Spanish

Mr. Oses has an MBA from IESE Business School, He previously served as Chief Marketing Officer
and an MBA (International Exchange Program) from (2016-2020) in the Company, Associate Partner

79
Wharton School of Business, a degree in Industrial McKinsey & Company (2006-2015), Project Manager
Engineering from the Exchange Program in Universite Gamesa Eolica, C2i Engineering (2000- 2004).
Bordeaux I, and a Master’s degree in Industrial

03
Engineering from Tecnun, Universidad de Navarra. Mr. Oses has no affiliation with members of the Board
of Commissioners and Board of Directors, or with the
He was appointed as Director in the Annual General Controlling Shareholders.
Meeting of Shareholders (AGMS) dated May 18,
2020. In 2021, Mr. Oses has participated in various training
sessions in support of his duties as Director & CCO
He concurrently serves as the following: - Consumer. Details on the training sessions of
1. Member of Risk Management and Business the Board of Directors can be found on the Good
Continuity Committee (RBCC) Corporate Governance Chapter of this Annual Report
2. Member of Human Capital Committee of the on page 190 and 192.
Company
3. Member of Gift, Donation and Sponsorship
Committee of the Company
4. Chairman of the Artificial Intelligence Data
Governance Committee of the Company
5. Member of the Information Technology
Committee of the Company

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

Abhijit Jayant Navalekar

Integrated Annual Report 2021

Director & Chief Commercial

Officer - Home & Enterprise
(CCO - Home & Enterprise)
50 years old, British national

Mr. Navalekar has an MBA in Strategy, Economics, and Prior to serving as Director & CCO - Home &
Finance from Warwick Business School, University of Enterprise in the Company, he served as Partner /
80

Warwick. Vice President of Strategy in Booz & Company (2014

- 2017), Principal in Booz & Company (2011-2014),
He was first appointed as Director in the Company in Senior Associate in Booz & Company (2008- 2011),
03

the Extraordinary General Meeting of Shareholders Associate in Booz & Company (2007- 2008), and
(EGMS) dated August 15, 2017. He was reappointed in Manager in Deloitte (2005-2007).
the Annual General Meeting of Shareholders (AGMS)
dated April 29, 2019. Mr. Navalekar has no affiliation with members of the
Board of Commissioners and Board of Directors, or
He concurrently serves as the following: with the Controlling Shareholders.
1. Chairman of Risk Management and Business
Continuity Committee (RBCC) In 2021, Mr. Navalekar has participated in various
2. Member of Cyber Security and Privacy Steering training sessions in support of his duties as Director
Committee of the Company & CCO - Home & Enterprise. Details on the training
3. Member of Human Capital Committee of the sessions of the Board of Directors can be found on
Company the Good Corporate Governance Chapter of this
4. Member of Information Technology Committee Annual Report on page 190 and 193.
of the Company

PT XL Axiata Tbk
 Company Profile

Integrated Annual Report 2021

I Gede Darmayusa
Director & Chief Technology Officer (CTO)
48 years old, Indonesian

Mr. Darmayusa has an MBA from Universitas Prasetya He concurrently serves as the following:
Mulia, and a Bachelor of Telecommunication 1. Member of Risk Management and Business

81
Engineering from Institut Teknologi Bandung. Continuity Committee (RBCC)
2. Member of Cyber Security and Privacy Steering
He was appointed as Director in the Extraordinary Committee of the Company

03
General Meeting of Shareholders (EGMS) dated 3. Member of Human Capital Committee of the
October 27, 2020. Company
4. Member of Information Technology Committee
Prior to serving as Director and CTO in the Company, of the Company
he served as (Caretaker) Chief Technology Officer 5. Commissioner of PT Princeton Digital Group Data
of the Company (2019), Group Head Technology Centres
Strategy & Architecture of the Company (2019),
Group Head Program Management of the Company Mr. Darmayusa has no affiliation with members of the
(2017-2019), Chief Project & Implementation Tower Board of Commissioners and Board of Directors, or
Bersama of Tower Bersama (2011-2014), and Lead with the Controlling Shareholders.
Account Manager Services of Nokia Siemens
Network (2004-2011). In 2021, Mr. Darmayusa has participated in various
training sessions in support of his duties as Director
& CTO. Details on the training sessions of the Board
of Directors can be found on the Good Corporate
Governance Chapter of this Annual Report on page
190 and 192.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

TOTAL
EMPLOYEES
Employee demographics by Division as of December Employee demographics by Age as of December
31, 2021: 31, 2021:

Division 2021 2020 Age 2021 2020

CEO Office 26 22 < 25 13 22

Corporate Affairs 58 60 25 - 30 191 240
Home & Enterprise 41 61 30 - 35 344 357
Finance 219 241 35 - 40 380 391
Human Capital 40 38 40 - 45 371 357
Strategic Transformation & IT 282 316 45 - 50 209 198
Technology 230 168 > 50 67 49
Integrated Annual Report 2021

Enterprise & SME 140 140 Grand Total 1,575 1,614

Commercial - Consumer 230 239
Commercial - Sales 308 329
Employee demographics by Education Level as of
December 31, 2021:
Grand Total 1,575 1,614

Education Level 2021 2020

Employee demographics by Employment Status as
of December 31, 2021: Higher Diploma 116 146
Undergraduate 1,304 1,339
Employment Status 2021 2020 Graduate / Post-Graduate 154 127

Permanent 1,339 1,387 High School 1 2

Contract - Expat 18 19 Grand Total 1,575 1,614

82

Contract 218 208

Employee demographics by Years of Service as of
Grand Total 1,575 1,614
December 31, 2021:
03

Employee demographics by Position Level as of

Years of Service 2021 2020
December 31, 2021:
< 1 year 147 90
1 - 5 years 423 592
Position Level 2021 2020
5 - 10 years 474 414
President Director 1 1
10 - 15 years 236 245
Directors 5 5
15 - 20 years 207 194
Chiefs 3 4
> 20 years 88 79
Group Heads 46 49
Grand Total 1,575 1,614
Heads 180 179
Staff / Individual Contributors 1,340 1,376
Employee demographics by Gender as of December
Grand Total 1,575 1,614 31, 2021:

Gender 2021 2020

Male 1,098 1,124

Female 477 490
Grand Total 1,575 1,614

PT XL Axiata Tbk
 Company Profile

SHAREHOLDERS
INFORMATION
Shareholders Composition as of December 31,
2021

Shareholders Total Shares %

Axiata Investments
6,559,247,263 61.16%
(Indonesia) Sdn. Bhd.
Treasury Share 56,487,800 0.53%
Public 4,108,939,713 38.31%

Share Ownership by Members of the Board of

Integrated Annual Report 2021

Commissioners and Board of Directors as of
December 31, 2021

Total
Name Position %
Shares

Board of Commissioners & Board of Directors:

Dr.
President
Muhamad - -
Commissioner
Chatib Basri
Dato’ Mohd
Izzaddin Commissioner - -
Idris
Vivek Sood Commissioner - - Shareholders based on Classification as of

83
December 31, 2021
Dr. Hans
Commissioner - -
Wijayasuriya

03
Dr. David R. Total
Commissioner - - Shareholders Total Shares %
Dean Shareholders

Yasmin Local investors:

Independent
Stamboel - -
Commissioner Indonesian
Wirjawan 12,421 315,307,420 2.94%
Individuals
Muliadi Independent
- - Cooperatives 4 420,700 0.003%
Rahardja Commissioner
Foundation 11 14,432,700 0.14%
Julianto Independent
- -
Sidarto Commissioner Pension fund 75 133,084,848 1.24%
Dian President & Insurance 91 562,491,842 5.25%
10,106,072 0.094%
Siswarini CEO
Limited
Budi Director & liabilities 74 103,500,888 0.97%
- -
Pramantika CFO Companies
Director Mutual Funds 285 809,050,859 7.54%
David
& CCO - 3,209,069 0.030%
Arcelus Oses Sub-total 12,961 1,938,289,257 18.08%
Consumer
Foreign investors:
Abhijit Director &
Jayant CCO - Home & 4,782,521 0.045% Foreign
73 22,849,089 0.21%
Navalekar Enterprise individuals
Yessie Foreign
Director & 247 8,763,536,430 81.71%
Dianty 3,019,765 0.028% institutions
CSTIO
Yosetya
Sub-total 320 8,786,385,519 81.92%
I Gede Director &
353,924 0.003% Total 13,281 10,724,674,776 100%
Darmayusa CTO

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

Top 20 Shareholding as of December 31, 2021

Rank Shareholders Shares %

1 AXIATA INVESTMENTS (INDONESIA) SDN BHD 6,559,247,263 61.1%

2 FERRYMOUNT INVESTMENTS LIMITED 355,606,232 3.31%
3 MORGAN STANLEY AND CO INTL PLC - IPB CLI 192,804,500 1.79%
4 DBS BANK LTD SG-PB CLIENTS 184,953,117 1.72%
5 BNYM RE BNYMLB RE EMPLOYEES PROVIDENTFD 161,318,200 1.50%
6 RD BATAVIA DANA SAHAM - 898544000 98,984,600 0.92%
7 PT. PRUDENTIAL LIFE ASSURANCE - REF 98,500,000 0.91%
Integrated Annual Report 2021

8 CITIBANK NEW YORK S/A GOVERNMENT OF NORW 90,000,000 0.83%

9 THE NT TST CO S/A BRANDES EMERGING MARKE 83,615,215 0.77%
10 CITIBANK NEW YORK S/A GOVERNMENT OF NORW 71,500,000 0.66%
11 PT AIA FINL - UL EQUITY 69,278,900 0.64%
12 CITIBANK NEW YORK S/A GOVERNMENT OF NORW 56,444,100 0.52%
13 BNYM RE NTUC INCOME INSURANCE CO-OPERATI 49,614,600 0.46%
14 JPMCB NA RE-VANGUARD TOTAL INTERNATIONAL 48,247,483 0.44%
15 PT. PRUDENTIAL LIFE ASSURANCE - REP 47,901,800 0.44%
16 PT AXA MANDIRI FINANCIAL SERVICES S/A MA 47,64,.500 0.44%
17 RD SCHRODER D PRESTASI PLUS-908294000 45,475,900 0.42%
18 SIX SIS LTD 44,000,000 0,41%
84

19 STATE STREET BANK-WASHINGTON STATE INVES 41,008,300 0,38%

20 PT. PRUDENTIAL LIFE ASSURANCE - SEF 39,790,600 0,37%
03

CONTROLLING SHAREHOLDERS INFORMATION

SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE

PT One Indonesia Synergy PT Princeton Digital Group Data Centres

Ownership: 50% Ownership: 30%
Total Asset: IDR 0 Total Asset: IDR 832,037,005,290
Core Business: Computer consultancy and facility Core Business: Activities relating to hosting and
management managing data centres.
Operational Status: Inactive Operational Status: Active
Address: Address:
Gedung Indosat 9th Fl. Ciputra World One
Jl. Medan Merdeka Barat No. 21 DBS Tower 28th Fl.
Gambir, Central Jakarta Jl. Prof. Dr. Satrio Kav. 3-5
Karet Kuningan, Setiabudi
South Jakarta

PT XL Axiata Tbk
 Company Profile

SHARE LISTING CHRONOLOGY

Nominal Offering
Corporate Act Total Shares value per Price Listing Date
share (IDR)

Initial public offering and listed on the Indonesian

Indonesia Stock Exchange (formerly 1,427,500,000 100 2000 Stock 29.09.2005
the Jakarta Stock Exchange) Exchange
Indonesian
Limited Public Offering I with Pre-
1,418,000,000 100 2000 Stock 01.12.2009
emptive Rights
Exchange
Issuance of new shares without
granting subscription rights

Integrated Annual Report 2021

Indonesian
Pre-emptive Securities as the
10,566,332 100 5600 Stock 28.04.2011
implementation of the 2010-2015
Exchange
Long-Term Incentive Program Grant
Date I.
Issuance of new shares without
granting subscription rights
Indonesian
Pre-emptive Securities as the
7,710,279 100 5600 Stock 16.04.2012
implementation of the 2010-2015
Exchange
Long-Term Incentive Program Grant
Date II.
Issuance of new shares without
granting subscription rights
Indonesian
Pre-emptive Securities as the
8,214,056 100 5600 Stock 12.04.2013
implementation of the 2010-2015
Exchange
Long-Term Incentive Program Grant

85
Date III.
Issuance of new shares without
granting subscription rights

03
Indonesian
Pre-emptive Securities as the
6,891,003 100 4888 Stock 21.04.2015
implementation of the 2010-2015
Exchange
Long-Term Incentive Program Grant
Date V
Issuance of new shares without
granting subscription rights
Indonesian
Pre-emptive Securities as the
8,986,668 100 3621 Stock 04.04.2016
implementation of the 2010-2015
Exchange
Long-Term Incentive Program Grant
Date VI.
Indonesian
Limited Public Offering II with Pre-
2,137,592,085 100 3150 Stock 20.05.2016
emptive Rights.
Exchange

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Company Profile

PUBLIC
ACCOUNTING FIRM

Kantor Akuntan Publik Tanudiredja, Wibisana, Rintis & Rekan

(a member of the PricewaterhouseCoopers networks of firms)
WTC 3, Jl. Jend. Sudirman Kav 29-31 Jakarta 12920

Period of Assignment:
The year ended December 31, 2021

Services Rendered:
The Company through AGMS dated April 23, 2021 has appointed Andry D. Atmadja, S.E., Ak., CPA as a
public accountant and Kantor Akuntan Publik Tanudiredja, Wibisana, Rintis & Rekan (a member of the
PricewaterhouseCoopers networks of firms) as the Public Accountant Firm to audit the Company’s financial
Integrated Annual Report 2021

statements for the year ended on December 31, 2021 and other audits as deemed required by the Company.

Service Fee:
IDR 10,800,000,000
86
03

PT XL Axiata Tbk
 Company Profile

CAPITAL MARKET
SUPPORTING
PROFESSIONAL
INSTITUTIONS

SHARE REGISTRAR:

PT Datindo Entrycom
Jl. Hayam Wuruk No.28
Jakarta 10120

Integrated Annual Report 2021

TRUSTEE:

PT Bank Mega Tbk

Menara Bank Mega 16th Floor, WTC 3,
Jl. Jend.Sudirman Kav.29-31, Jakarta 12920

SECURITIES RATING AGENCY:

PT Fitch Ratings Indonesia

DBS Bank Tower 24th Floor, Suite 2403

87
Jl. Prof. Dr. Satrio Kav. 3-5, Jakarta 12940

03
PUBLIC NOTARY:

The Notary Office of Aulia Taufani, S.H.

Menara Sudirman 17th D Fl.,
Jl. Jenderal Sudirman Kav. 60,
South Jakarta 12190

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021
88
04 Management Discussion and Analysis

PT XL Axiata Tbk
 Management Discussion
and Analysis

MANAGEMENT
DISCUSSION AND
ANALYSIS

Integrated Annual Report 2021

89
04
In 2021, despite
various challenges
such as stiff
competition and the
ongoing pandemic,
the Company
still managed
to record stellar
performances
and launched a
Converged product
- the first of its kind
in Indonesia.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

GLOBAL ECONOMIC
OVERVIEW
Integrated Annual Report 2021
90

Globally, 2021 remained the year for economic The rapidly growing US economy was in line with
recovery despite the ongoing COVID-19 pandemic. inflation that reached 6.9%, higher than The Fed’s
The global economic growth at the end of 2021 was target of 2%. High inflation rate was not only
04

at 5.9%, far from the -3.3% contraction in 2020. This experienced by the US. Globally the inflation rate
was in line with the prediction from the International reached 3.8%. This was mostly due to the supply
Monetary Fund (IMF) through the World Economic chain crisis of 2021 that came as an indirect result
Outlook 2021 of 6%. Acceleration of COVID-19 of the pandemic. According to the Freightos Baltic
vaccination efforts, according to the IMF, has become Index data, international shipping fee has continued
the determining factor of the global economic to experience growth throughout 2021 along with
recovery. According to ourworldindata.org, per the increase of cargo waiting time in the ports.
December 31, 2021 the percentage of individuals
receiving at least 1 (one) dose of vaccination is As one of the steps taken to manage inflation rate in
about 64.1% of the total global population. the United States, The Fed decided to start tapering
in November 2021. This policy created an impact on
The rapid growth of the US economy became a key the global market, with the rise of capital outflow in
player in the global economic recovery, where the various countries in the G20 such as Australia, Brazil,
US Gross Domestic Product (GDP) grew as much as and India. The US Dollar exchange rate started to
5.7% in 2021, the highest since 1984. Low interest strengthen against various currencies such as Indian
rate, high vaccination rate, as well as COVID-19 Rupee, Brazil Real, and Indonesian Rupiah after The
economic stimulus were thought to be the drivers Fed started to execute the tapering policy. Despite
of US economic revitalisation. Household spending these challenges, by the end of 2021 there was yet
was recorded to increase by 7.9% in 2021 compared to be any significant impact caused by the tapering
to the previous year. Private sector investment as was experienced when the same policy was
increased by 9.5%, powered by corporations implemented by The Fed in 2013.
that have increased supply to meet the growth in
demand.

PT XL Axiata Tbk
 Management Discussion and Analysis

NATIONAL ECONOMIC
OVERVIEW
Despite the impact of the pandemic that was The government’s presentation on the realisation
still apparent, Indonesia still managed to push of the state budget showed progress on fiscal
its economic growth by recording an economic consolidation. Fiscal earnings increased by 22%,
growth of 3.7% in 2021, from the previous year that more than spending of 7.4% with fiscal deficits of
experienced a -2.1% contraction. This economic -4.65% from GDP, far lower than the 2020 deficit
growth has begun since early 2021 up to Q2 of of -6,1% of GDP. Fiscal earnings at IDR 2,003 trillion
2021, where Indonesia recorded a YoY growth of or IDR 260 trillion were higher than the target
7.1%. Entering Q3 of 2021, Indonesia experienced the (115% achievement), signifying the biggest earnings
Delta variant wave, however the economic growth surplus since 2009. Government spending reached
in Q3 was not as badly impacted by continuing to IDR 2,782 trillion, higher by IDR 37 trillion from the
record a YoY growth of 3.5%. target (101% achievement) with the highest increase
in capital spending dominated by healthcare

Integrated Annual Report 2021

The Indonesian government was able to manage spending (including vaccination) and subsidy.
the impact of the Delta variant through social
restrictions, vaccination acceleration, as well When it came to monetary policy, Bank Indonesia
as digitalisation. Furthermore, the increase of maintained BI 7-Day Reverse Repo Rate (B17DRR) of
commodity prices supported by flexible fiscal 3.50%, Deposit Facility interest rate of 2.75%, and
budgets and accommodative monetary policies Lending Facility interest rate of 4.25% in its efforts
became the factors to drive the Indonesian economy to maintain exchange rate stability and financial
and help strengthen it against the hit of the Delta system in the midst of a low inflation prediction and
wave. Consumer Confidence Index (IKK) remained to support economic growth. 2021 inflation was
at >100 in the last three months of 2021 along with lower than Bank Indonesia lowest threshold of 2%.
the rise of discretionary spending. The rise in capital Government’s efforts in delaying increase in energy
goods import YoY rose by 23% per November 2021, prices and providing tax incentive, plus the decrease
which showed a recovery in the demand sector. of spending power and mobility during Delta variant

91
were thought to be the contributing factors in
Indonesian inflation to remain in a relatively low level
in 2021 at 1.9%.

04
INDUSTRIAL
OVERVIEW
The infrastructure sector remained the sector that quarter in 2020. The sector accounts for 4.4 percent
investors sought after in 2021. According to the of the country’s total GDP of IDR 4,175.44 trillion.
yearly statistics report by Indonesian Stock Exchange
(IDX), the infrastructure industry experienced a According to the Global Web Index, amid large-scale
6.50% growth in the Jakarta Composite Index, social restrictions, more than 76% of internet users
managing to rebound from negative 12% in 2021. aged 16 to 74 spend their time on their cellphones.
Market optimism on economic growth as well as the Since the pandemic, they have switched their
rise of smartphone penetration have also become socialising and day-to-day activities such as working,
the reasons why the telecommunication sector learning, and shopping on the internet. This created
was also faring well with investors. In Q2 of 2021, a greater opportunity for the telecommunications
the Central Bureau of Statistics (BPS) reported a business, as there is a long-term demand for data, as
Gross Domestic Product (GDP) of IDR 172.39 trillion well as an increase in demand for fixed broadband
in the technology and communication industry, FTTH services.
representing a 6.87 percent increase over the same

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

OPERATIONAL
OVERVIEW
HOME AND ENTERPRISE
Integrated Annual Report 2021

“Both our Home and

Enterprise businesses
have continued their solid
growth trajectory driven
by expanding our footprint
and launching exciting
new products, including
our Converged product XL
Satu.”
Abhijit Jayant Navalekar,
Director and CCO - Home & Enterprise
92
04

PERFORMANCE HIGHLIGHTS

In 2021, the Company The Company saw a The Company also

successfully launched strong growth from made strategic
its first converged its new businesses, partnerships with
product - the first of such as Internet of content providers
its kind in the market Things (IoT), Smart such as Netflix and
- called XL Satu Cities, and expansion Vidio to ensure that
which was welcomed in its wireless it always brings the
warmly by the market service for corporate best contents to its
customers customers’ homes

PT XL Axiata Tbk
 Management Discussion and Analysis

STRATEGIC OBJECTIVES

Throughout the year 2021, the Company operated 3 (three) main segments that include Mobile, Enterprise,
and Home. In general, all three of the Company’s business segments were able to record positive
performances. In 2021, the Company also launched its first converged product - the first of its kind in the
market - called XL Satu. The converged product gives the customers the ability to enjoy both cellular and
fixed services in one plan. The reception for this product was encouraging, and the Company plans on
scaling up its convergence offering in 2022 and beyond.

MOBILE BUSINESS SEGMENT

Despite the impact of ongoing COVID-19 pandemic as well as tough competition in this industry, the Mobile

Integrated Annual Report 2021

Business Segment still managed to record a growth due to the positive performances of the Company’s
brands such as XL and AXIS in each of its segments.

The Company recorded a growth in the Mobile Business Segment due to positive performances of its main
brands, such as XL and AXIS, in each of its segment. This is an achievement worth noting considering
the impact of COVID-19 pandemic that continued to reverberate through the economy as well as intense
competition in the industry. Smartphone penetration in Indonesia once again experienced an increase
in 2021 to 92% from 89% in 2020 along with a shift in consumer behaviour towards digital adoption in
working, socialising, and shopping. Meanwhile, the amount of postpaid customers also increased to 1.3
million customers at the end of 2021 from 1.2 million at the end of 2020. Furthermore, ARPU or average
revenue per user for prepaid users increased by IDR 35,000 per customer in 2021 from IDR 34,000 in 2020.

Customers

93
Subscribers flat YoY with smartphone penetration to 92% while blended ARPU

04
maintained at Rp36k indicating healthy customer development

Subscribers (mn) ARPU (IDR k) Smartphone Penetration

(%)

110 111 107

57.9 58.0 57.9 105 106
+3% 0%
1.2 1.3 1.3
92% 92%
89%

37 37
36 36 36 36
34 35
56.7 56.7 56.6 34
33

4Q 20 3Q 21 4Q 21 4Q 20 3Q 21 4Q 21 FY 20 FY 21 4Q 20 3Q 21 4Q 21

Prepaid Blended
Postpaid Prepaid
Postpaid

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

HOME BUSINESS SEGMENT The Enterprise Business Segment had to deal with
a challenging macro environment that had affected
In 2021, the Home Business Segment became many businesses that the Company catered to.
the business segment with the highest growth. Nonetheless, the Company continued to work with
The Company made a groundbreaking move by its customers to help them adapt with the New
becoming the first Converged Operator in Indonesia Norm in Indonesia in the way they do business.
by launching XL Satu which offers converged Mobile This had resulted in an enhanced value proposition,
and Fixed Internet services for families. The strong especially as the economy started to recover
demand for fixed broadband in Indonesia and the from the pandemic. Furthermore, corporations
market that remains relatively underpenetrated also required reliable broadband access and the
compared to more mature countries in the region Enterprise Business Segment had provided these
has helped in contributing the rise in this business services to ensure the Company has become a
Integrated Annual Report 2021

segment, and the reception to XL Satu post launch valued partner for the growing SMEs sector in
has solidified more that there is a growing demand Indonesia. The Enterprise Business Segment has
in the convergence market as well. also expanded its suite of offerings, and sought to
continually bring additional services to customers.
Furthermore, the Company has also partnered with
content providers such as Netflix and vidio.com to PERFORMANCE SUMMARY
ensure that it continues to provide the best content
to its customers’ homes. Despite challenges in There remains a strong demand for fixed broadband
scaling up the Home Business to achieve optimum in Indonesia. With the market that is still relatively
level of profitability and coverage while adhering to underpenetrated compared to more mature
principles of Operational Excellence, the Company countries in the region, the Company believes
believes that it is able to fine tune its long-term that there is demand for a convergence offering.
strategy as it continues to expand its business. This belief is backed with further proof when
94

the Company launched our unique convergence

ENTERPRISE BUSINESS SEGMENT proposition and saw the reception. The Company
plans on scaling up our convergence offerings in
04

The Enterprise Business in Segment in 2021 the coming years, so it can achieve its vision of
managed to seize the opportunity created by the becoming the Number 1 Converged Operator in
COVID-19 pandemic by targeting the Small and Indonesia. Furthermore, as businesses become
Medium Enterprises (SMEs) market by offering more digital in the way they operate, the Company
more than just internet connectivity, but also also believes that they need a reliable partner for
comprehensive Cloud services. their broadband access. The connectivity solutions
from the Company, as well as a wide variety of
As businesses become more digital in the way they other services such as Cloud, IoT, and others, has
operate, there is a need to have a reliable partner truly captured the growing demands of SMEs and
to provide broadband access. Hence, the Enterprise other businesses in Indonesia that want to scale up.
Business Segment came up with various offerings
that included Cloud, Internet of Things (IoT), and
Smart Cities, as well as expanding wireless service
to corporate customers to meet the growing
demand, more than just from SMEs but also other
businesses and corporations that wanted to grow
and to enter the digital transformation era.

PT XL Axiata Tbk
 Management Discussion and Analysis

TECHNOLOGY
REVIEW

“This new normal is

obviously challenging for
every line of business,
therefore the Company
has carried out various
initiatives in order to assist

Integrated Annual Report 2021

its customers as well as the
Indonesian people at large
to have a better customer
experience for data
services.”
I Gede Darmayusa
Director & Chief Technology Officer

95
04
PERFORMANCE HIGHLIGHTS

In line with the ever To further improve In response to the recent

growing demand of data customers’ convenience developments of the
services, the Company amidst the increasing pandemic, the Company
continued to invest in complexity of operational has implemented a
fibre networks, new and network management, hybrid work policy
technology adoption, the Company also started where work facilities
network modernisation, implementing the Zero were designed to
and various other Touch Operation platform support a hybrid work
network initiatives including network ecosystem, including
to improve network management automation mobile work anytime
stability, capacity, and (Automation NOC- Network and anywhere.
data service quality. Operation Centre).

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

STRATEGIC OBJECTIVES c. Maximising spectral efficiency to provide

highly available services
The “new normal” can be challenging for every d. End-to-end network security and
line of business. There is a significant increase for comprehensive layered defence in hyper
data and internet connection that is supported by connected world
a stable internet network. Therefore, the Company Real Time Experience :
has come up with various initiatives in order to a. Low latency network to build excellent
assist the customers as well as Indonesian people customer perception and experience
in general to have a better customer experience for b. Massive fiberization, edge computing,
data services. The Company continued to invest in and distributed architecture (closer core/
fibre networks, new technology adoption, network aggregation elements to subscriber) to
modernisation, and various other network initiatives provide end to end simplified and optimised
to improve network stability, capacity, and data architecture
service quality. 2. Provide seamless digital services
a. Converged Network : enable multi services
Integrated Annual Report 2021

Voice services also play an important role in and multi business integration
maintaining customer loyalty in this data era, and b. Elastic Network : effortless service fulfilment,
the Company has committed to expand its VoLTE elastic scalability
services throughout Indonesia to provide better 3. Intelligent services
voice services to its customers. The Company had a. Implementation of programmable, self-care
also implemented the Zero Touch Operation platform network and services
including network management automation b. Delivering personalised service to address
(Automation NOC - Network Operation Centre) in customised experience, adaptive to change
order to further improve customer convenience
amidst the increasing complexity of operational In 2021, the Company also implemented NQI-based
and network management. With this platform the planning and deployment to support growth of XL
Company can accelerate the detection process and Axis Brand, embarked on digital transformation
of network disruptions and their impact on the through implementation of digitalised Operations
96

customers. It’s hoped that with the ability to detect and Asset Management, Digitalisation in Network
disturbances faster, then the impact of disruptions Planning and Design, and improved network quality
as well as the number of affected customers can be for better user experience.
04

minimised.
In 2021, the Company also passed the Operation
The Company has also used Digitalisation in Fit Test for its 5G technology, which means that
the Network Planning & Design domain with the Company will continue to prepare for the
extensive input, baseline, and target network using commercialisation of 5G services by accelerating
crowdsourcing insight and advanced demand the preparation of the required ecosystem, including
market analytics combined with internal data. This the provision of adequate infrastructure through
would enable the Company to plan its strategic network fiberization in all operating areas and
move while keeping an eye on the move of its network modernisation, along with collaborating
competition, as well as customer demands, and with device providers in providing 5G smartphone
technological advances. devices - so that customers and the public can
easily get them, providing the human resources up
There is a greater need now more than ever to education to increase the public understanding of
for adaptation of all things digital. With internet the benefits of 5G technology to support everyday
connectivity crucial for day-to-day activities, the life, as well as ensuring 5G spectrum readiness in
Company had come up with some strategies to Indonesia through collaboration with the all related
meet this need, as follows: stakeholders.
1. Provide reliable data service experience: 100%
Available - every time, everywhere available and Next, the Company also plans on investing on new
Real Time Experience – high performance and 5G spectrum release, gradual 5G deployment that
lag free experience. 100% Available : is adjusted with market demand and readiness,
a. Blanket coverage, continuous connectivity as well as enablement and commercialisation of
indoor or outdoor, stay or mobile new 5G use cases such as Fixed Wireless Access
b. Aggressive LTE 900 MHz deployment to (FWA), Private Network, massive Machine Type
improve signal penetration with adequate Communications (mMTC), and enhanced Mobile
capacity Broadband (eMBB).

PT XL Axiata Tbk
 Management Discussion and Analysis

The Company believes that surge in data traffic will Being selected to manage USO 4G Network in
continue to dominate given the rising 4G subscribers, Sumatra – Mentawai, Nias, and Natuna – as part of
affordable data tariff and mobile handsets, and the BAKTI tender 2021, further proves the Company’s
trend of shifting from offline to online activities. In commitment to actively participate in deploying
2022, the Company plans to improve and maintain 4G networks in remote areas. There are a total of
NQI experience and coverage in XL Axiata focus 132 3T category village points located in seven
cites. For this, it has set up the following innovation provinces in Sumatra that will be managed by the
plan: Company throughout this USO program. This adds
1. To deliver consistent customer experience: to the Company’s portfolio in building broadband
a. Accelerate implementation of add coverage, 4G network in 3T areas that has been running
L900 activation, capacity upgrade, transport previously as part of BAKTI USO program – 362
decongestion and reliable core in XL Axiata sites spread across various provinces in Sumatra,
focus cities Kalimantan, Sulawesi, West Nusa Tenggara, East
b. NPI/NPS improvement - improve NPI/NPS in Nusa Tenggara, Maluku, North Maluku, to Papua and
XL Axiata focus cities by optimising network West Papua.

Integrated Annual Report 2021

and addressing customer experience
c. Deliver and Maintain NQI Home – establish PERFORMANCE SUMMARY
measurement to monitor home service
experience and maintain average level in XL There are a number of challenges that the Company
Axiata targeted Home cities faced throughout the year of 2021. The increasing
2. Technology Cost Leadership: intensity of competition since the end of 2020
a. Maximise Spectrum Efficiency – 3G Sunset, has had an impact on the growth of the industry.
4T4R base config, Massive MIMO early One of them is the continued intense competition
adoption between operators in the relation of the merger
b. Low Cost Rural Deployment – LTE backhaul between operators which at the same time could
solution to reduce high VSAT OPEX cost, create a more balanced competition in the industry.
BAKTI project collaboration, OPEN RAN However, the COVID-19 pandemic itself had opened
c. Converged Network Infrastructure – up several positive opportunities in the Indonesian

97
synergize XL Loewy, converged backhaul and Telecommunications Industry. The continued
backbone for mobile, Home and Enterprise as development of the digital way of working, schools,
well Private LTE/5G network deployment, IoT and everyday life has created a long-term demand

04
commercialization. for data. Therefore, the Company has been focusing
3. New Capability and Technology Adoption: on network investment to improve the customer
a. Commercial OpenRAN deployment experience. This has enabled the Company to plan
b. Cloud native / hybrid infra its strategic moves while keeping an eye on the
c. Future proof 5G ready network. moves of the competition, customer demand, and
4. End to end Network Excellence technological advances.
a. Planning Tools and Optimization – end to
end visibility of planning and operation/ OUTLOOK
optimization, value-based planning, SON
Operation Automation, 3rd party insight In 2022, digitalisation in various fields will
b. Digitalisation and Automation – zero touch continue to expand and be unstoppable as it is
operation, internal insight use case with proven to have a positive effect such as boosting
hyper-automation, NMS completion, common productivity. To reap the benefits of digitalisation,
marketing and network, performance Indonesians need to transform. The Company
management and city/tower readiness has confirmed its determination to continue to
dashboard support the government’s vision of realising digital
c. Net Zero Emission – continue to strive in transformation in Indonesia. For this reason, in
Environmental, Social and Governance line with the Company’s 25th Anniversary theme,
principle implementation to reduce carbon Building a Digital Indonesia, the Company will keep
emission to 0 by 2050 : solar panel, expanding 4G broadband network infrastructure as
outdoorization, power saving feature a realisation of its commitment to support digital
implementation transformation in various fields, including part
of the company’s real actions in supporting the
government’s vision to utilise fast internet access
to accelerate the equitable distribution of national
development.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

FINANCIAL
OVERVIEW
FINANCIAL PERFORMANCE

“Despite challenges in
the macroeconomic
environment, the Company
performed well compared
Integrated Annual Report 2021

to 2020 and managed to

record growth across all
financial metrics due to the
Company’s strategy, strong
network and attractive
product propositions,
all the while focusing on
Operational Excellence.
Budi Pramantika
Director & Chief Financial Officer
98
04

PERFORMANCE HIGHLIGHTS

The Company’s targets

as outlined at the start of With the implementation
the year was for Revenue of a clear and right
to grow In-line with strategy, the Company
The Company recorded Market, EBITDA Margins in managed to achieve
growth across all Low 50%. The Company results despite the
financial metrics – achieved these targets challenging market
Revenue, EBITDA and comfortably as well as environment – such as
Net Profit. internal targets that have the COVID-19 pandemic
been determined by the and lower purchasing
Board of Commissioners power.
and the GMS.

PT XL Axiata Tbk
 Management Discussion and Analysis

Integrated Annual Report 2021

STRATEGIC OBJECTIVES areas of customer experience has led to more cost
efficiencies. To ensure that its cash flow remains
In 2021, the Company managed to record a solid healthy, the Company focused on managing
financial performance despite the challenges in the spending to ensure that the business remains free-

99
market. Apart from increasingly fierce competitions cash-flow (FCF) positive is one of the key goals for
in the Telecommunications industry, the Company the organisation and this is achieved through the
also faced challenges from the COVID-19 pandemic operational excellence strategy.

04
that continued on, and threatened to slow down
economic growth in Q2 of 2021 due to the Delta Moreover, maintaining an optimal capital structure
wave. is one of the key policies of the Company. This is
to ensure that the mix between debt and equity
Understanding the challenges, the Company chose is maintained at adequate levels and the company
to focus on Operational Excellence by making sure remains well below debt covenants with external
that the business has operated efficiently through parties. The company’s strong rating with external
increased digitalisation, automation of manual ratings agencies is also a reflection of the strong
processes and a relentless focus on cost excellence. capital standing of the company.
Solid financial management specifically played its
role in ensuring EBITDA margins to remain healthy PERFORMANCE SUMMARY
through a focus on operational excellence, whereby
cost leadership was always at the forefront of The performance summary described herewith
any business plan or idea. Increased automation refers to the Financial Statements for the year
and digitalisation also led to healthy growth in ended December 31, 2021 and 2020 presented in
EBITDA. This along with savings in depreciation & this Integrated Annual Report. The financial position
amortisation due to the asset streamlining exercise of PT XL Axiata Tbk. on December 31, 2021, as well
done in 2020 had translated to a better Net Income as its financial performance and cash flows for the
for the company. year ended, have been prepared by management
in accordance with Financial Accounting Standards
The Company has also fortified its procurement in Indonesia, and have been audited by Kantor
process as part of the group especially for network Akuntan Publik Tanudiredja, Wibisana, Rintis &
equipment. Automation to avoid manual work and Rekan (a member of the PricewaterhouseCoopers
streamline business processes has also led to cost networks of firms) who issued unqualified opinion.
improvements. Finally, digitalisation especially in

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

COMPANY ASSET

The Company’s total assets in 2021 was recorded at IDR 72,753.3 billion, increasing by IDR 5,008.5 billion
or 7.4% from 2020 at IDR 67,744.8 billion. The Company’s asset composition in 2021 was still dominated by
non-current assets with 89.4% against total assets in 2021, increasing from 88.8% in the previous year. This
signified that throughout 2021 the Company added to its non-current assets significantly.

(In Billion Rupiah)

Assets 2021 2020 Variance (IDR) Variance (%)

Current Assets
Cash & Cash Equivalents 2,664.4 2,965.6 -301.2 -10.2%
Integrated Annual Report 2021

Trade Receivables - Net of Provision for Receivables

Third Parties 335.4 301.0 34.4 11.4%
Related Parties 189.1 149.4 39.7 26.6%
Other Receivables
Third Parties 29.7 68.6 -38.9 -56.7%
Related Parties 56.0 41.1 14.9 36.3%
Inventories 156.4 143.4 13.0 9.1%
Prepaid Taxes
Corporate Income Tax 22.8 25.2 -2.4 -9.5%
Other Taxes 116.8 92.8 24.0 25.9%
Prepayments 3.795.5 3.493.8 301.7 8.6%
100

Assets of Disposal Group Classified as Held 163.4 106.6 56.8 53.3%

for Sale

Other Assets 203.7 183.6 20.1 10.9%

04

Total Current Assets 7.733.2 7.571.1 162.1 2.1%

Non Current Assets
Fixed Assets - Net of Accumulated 51.912.2 47.162.3 4,749.9 10.1%
Depreciation
Intangible Assets 5.712.6 5.716.4 -3.8 -0.1%
Investment in Associate 200.6 177.3 23.3 13.1%
Prepayments 87.7 104.6 -16.9 -16.2%
Goodwill 6.681.4 6.681.4 0.0 0.0%
Deffered Tax Asset 0.0 85.3 -85.3 -100.0%
Other Assets 425.6 246.4 179.2 72.7%
Total Non-Current Assets 65.020.1 60.173.7 4.846.4 8.1%
Total Assets 72.753.3 67.744.8 5.008.5 7.4%

PT XL Axiata Tbk
 Management Discussion and Analysis

CURRENT ASSET NON CURRENT ASSETS

The Company’s current asset per December 31, The Company’s Non Current Assets per December
2021 was recorded at IDR 7,733.2 billion increasing 31, 2021 was recorded at IDR 65,020.1 billion
by IDR 162.1 billion or 2.1% compared to its position increasing by IDR 4,846.4 billion or 8.1% compared
in 2020 of IDR 7,571.1 billion. The components that to its position in 2020 of IDR 60.173.7 billion. The
contributed to this increase are as follows: components that contributed to this increase are
as follows:
Trade Receivables
The Company’s Trade Receivables in 2021 Fixed Assets
experienced growth of IDR 74.1 billion or 16.5% In 2021, the Company had fixed assets of IDR
due to an increase in third party receivables of IDR 51.912.2 billion, this increased by IDR 4,749.9 billion
34.4 billion or 11.4% from IDR 301.0 billion in 2020 or 10.1% compared to 2020 of IDR 47,162.3 billion.

Integrated Annual Report 2021

to IDR 335.4 billion in 2021. Meanwhile the related Throughout 2021, the Company continued to add
party receivables component in 2021 experienced to its fixed assets both direct ownership assets and
a growth of IDR 39.7 billion or 26.6% of IDR 149.4 right-of-use assets.
billion in 2020 to IDR 189.1 billion.
For direct ownership assets, machinery and
Inventories equipment were the assets with the highest
Inventories of the Company were recorded at IDR growth of IDR 521.6 billion or 83.4% followed by
I56.4 billion in 2021, increasing by IDR 13 billion or support systems with IDR 226.6 billion or 43.3%
9.1% from the previous year of IDR 143.4 billion. and network equipment with IDR 5,019.6 billion
or 23.9%. For Rights-of-Use assets, the highest
Prepayments increase happened at network equipment with IDR
In 2021, the Company recorded prepayments of 772.2 billion or 3.8% increase.
IDR 3,795.5 billion increasing by IDR 301.7 billion or

101
8.6% from the previous year of IDR 3,493.8 billion. The Company’s assets under construction mostly
This increase was due to the increase of prepaid consisted of new BTS equipment, backbone and
rental - current, insurance, maintenance, and other other equipment which is still to be installed or

04
frequency fee comprised of spectrum fee. currently being installed.

Other Assets Investment in Associate

In 2021, the Company had other assets of IDR The Company recorded its investment in associate
203.7 billion, increasing by IDR 20.1 billion or 10.9% position per December 31, 2021 of IDR 200.6 billion,
from 2020 of IDR 183.6 billion due to an increase increasing by IDR 23.3 billion or 13.2%. This shows
in the net investment in finance lease - current and that the related associates had a good performance
advances. that increased the value of investment by the
Company.
Cash and Cash Equivalents
The Company’s cash position per December 31,
2021 was recorded at IDR 2,664.4 billion, declining
by IDR 301.2 billion or -10.2% from 2020 recorded
at IDR 2,965.6 billion. This was mostly due to higher
payment to suppliers.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

COMPANY LIABILITIES

The Company’s total liabilities per December 31, 2021 was recorded at IDR 52,664.5 billion, increasing by IDR
4,057.1 billion or 8.4% from its position in 2020 at IDR 48,607.4 billion. The Company’s liabilities composition
in 2021 was dominated by non-current liabilities with 60.2% against total liabilities in 2021. Meanwhile current
liabilities had a 39.8% portion against total liabilities.

(In Billion Rupiah)

Liabilities 2021 2020 Variance (IDR) Variance (%)

Current Liabilities
Trade and Other Payables
Integrated Annual Report 2021

Third Parties 10,358.4 7,245.4 3,113.0 43.0%

Related Parties 279.6 133.5 146.1 109.4%
Taxes Payable
Other Taxes 66.5 38.3 28.2 73.6%
Accrued Expense 593.1 602.3 -9.2 -1.5%
Deferred Revenue 2,872.0 3,893.6 -1,021.6 -26.2%
Short-term Employee Benefit Liabilities 358.4 439.3 -80.9 -18.4%
Provisions 127.9 202.7 -74.8 -36.9%
Current Portion of Long-term Borrowings:
Lease Liabilities 4,531.3 4,666.6 -135.3 -2.9%
Loans 877.5 727.8 149.7 20.6%
102

Sukuk Ijarah 676.6 398.4 278.2 69.8%

Bonds Payable 191.0 449.3 -258.3 -57.5%
04

Liabilities of Disposal Group Classified as 21.7 59.8 -38.1 -63.7%

Held for Sale
Total Current Liabilities 20,954.0 18,857.0 2,097.0 11.1%
Non-current Liabilities
Lease Liabilities 20,845.1 19,613.0 1,232.1 6.3%
Long-term Loans 7,156.5 5,536.0 1,620.5 29.3%
Sukuk Ijarah 1,016.5 1,692.2 -675.7 -39.9%
Bonds Payable 354.1 544.5 -190.4 -35.0%
Deferred Revenue 1,050.4 1,473.2 -422.8 -28.7%
Deferred Tax Liabilities 338.8 0.0 338.8 0.0%
Long-term Employee Benefit Liabilities 271.1 336.1 -65.0 -19.3%
Provisions 678.1 555.4 122.7 22.1%
Total Non-current Liabilities 31,710.6 29,750.4 1,960.2 6.6%
Total Liabilities 52,664.6 48,607.4 4,057.2 8.3%

PT XL Axiata Tbk
 Management Discussion and Analysis

CURRENT LIABILITIES
NON-CURRENT LIABILITIES
The Company’s current liabilities per December The Company’s non-current liabilities per December
31, 2021 was recorded at IDR 20,953.9 billion, 31, 2021 was recorded at IDR 31,710.6 billion,
increasing by IDR 2,096.9 billion or 11.1% compared increasing by IDR 1,960.2 billion or 6.6% compared
to its 2020 position of IDR 18,857.0 billion. to the 2020 position of IDR 29,750.4 billion.

Trade Payables Lease Liabilities

The Company’s trade payables in 2021 was In 2021, the Company had lease liabilities of IDR
recorded at IDR 10,638.0 billion, increasing by IDR 20,845.1 billion, this number increased by IDR
3,259.1 billion or 44.2% from IDR 7,378.9 billion in 1,232.1 billion or 6.3% compared to 2020 that only
the previous year. This increase was dominated by reached IDR 19,613.0 billion. The increase in lease
an increase in third parties payables of IDR 3,113 liabilities occurred from new transactions that met

Integrated Annual Report 2021

billion or 43.0% from IDR 7.245.4 billion in 2020 to lease criteria according to applicable accounting
IDR 10,358.4 billion in 2021. The Company’s third standards.
party trade payables increased due to the purchase
of fixed assets and operational expenditure as well Long-term Loans
as interconnection and telecommunications service Per December 31, 2021, the Company recorded
payable. Furthermore, the related parties trade long term loans of IDR 7,156.5 increasing by
payables in 2021 also experienced a IDR 146.1 billion IDR 1,620.5 billion or 29.3% compared to the
increase or 109.4% from IDR 133.5 billion in 2020 to previous year recorded at IDR 5,536 billion. The
IDR 279.6 billion. Company increased its long term loans for working
capital financing, capital expenditure, business
Current Portion of Long-term Borrowings development, and general purposes.
In 2021 the current portion of long-term borrowings
was recorded at IDR 6,276.4 billion, increasing by

103
IDR 34.3 billion or 0.5% from its 2020 position of
IDR 6,242.1 billion dominated by the increase of the
current portion of sukuk ijarah with a 69.8% and

04
an increase in the current portion of Bank loans of
20.6% or IDR 149.7 billion. Meanwhile, the current
portion of lease liabilities and current portion of
bonds payable experienced a decline in 2021 from
the previous year with a consecutive decline of
2.9% or IDR 135.3 billion and 57.5% or IDR 258.3
billion.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

EQUITY

The Company’s equity per December 31, 2021 was IDR 20,088.7 billion, increasing by IDR 951.3 billion or
5.0% from 2020. Retained earnings, both appropriated and unappropriated, became the main factor in the
increase of the Company equity. Total unappropriated retained earnings recorded by the Company was IDR
6,933.3 billion increasing by IDR 965.2 billion or 16.2% compared to 2020 at IDR 5,968.1 billion.

(In Billion Rupiah)

Equity 2021 2020 Variance (IDR) Variance (%)

Share Capital - Authorised Capital of 1,072.4 1,070.6 1.8 0.2%

22,650,000,000 Ordinary Shares, Issued
and Fully Paid of Capital 10,724,674,776
(2020: 10,706,012,530) Ordinary Shares,
Integrated Annual Report 2021

with Par Value of Rp 100 per Share

Additional Paid-in-Capital 12,216.3 12,232.1 -15.8 -0.1%
Treasury Shares -134.4 -134.4 0.0 0.0%
Retained Earnings
Appropriated 1.1 1.0 0.1 10.0%
Unappropriated 6.933.3 5.968.1 965.2 16.2%
Total Equity 20,088.7 19,137.4 951.3 5.0%
Total Equity and Liabilities 72,753.3 67,744.8 5,008.5 7.4%
104
04

PT XL Axiata Tbk
 Management Discussion and Analysis

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE

INCOME

Despite the economic situation that was still impacted by the COVID-19 pandemic, the Company still
managed to achieve better performance in 2021 in its revenue and profit compared to the previous year.
This achievement was due to the Company’s policy in achieving operational excellence through its efforts in
maintaining optimum balance which included digital acceleration, streamlining process, and cost leadership.

(In Billion Rupiah)

2021 2020 Variance (IDR) Variance (%)

Revenue 26754.1 26,009.1 745.0 2.9%

Expenses

Integrated Annual Report 2021

Depreciation Expenses -9,956.2 -12,432.8 2,476.6 -19.9%
Infrastructure Expenses -7,989.5 -7,973.6 -15.9 0.2%
Sales and Marketing Expenses -2,567.0 -1,805.2 -761.8 42.2%
Interconnection and Other Direct Expenses -1,536.2 -1,560.7 24.6 -1.6%
Salaries and Employee Benefits Expenses -1,075.8 -1,274.3 198.5 -15.6%
General and Administrative Expenses -298.8 -335.2 36.4 -10.9%
Amortisation Expenses 0.0 -21.8 21.8 -100.0%
Foreign Exchange Gain - net 9.5 7.9 1.6 20.3%
Gain from Tower Sale and Leaseback 419.0 2,061.3 -1,642.3 -79.7%
Others 230.3 -42.6 272.9 -640.6%

105
-22,764.7 -23,377.0 612.3 -2.6%
3,989.4 2,632.1 1,357.3 51.6%
Finance Cost -2,378.2 -2,667.8 289.6 -10.9%

04
Finance Income 87.7 182.6 -94.8 -51.9%
Share of Profit/(Loss) from Associate 8.6 -0.6 9.2 -1,533.3%
-2,281.9 -2,485.9 204.0 -8.2%
Profit Before Income Tax 1,707.5 146.2 1,561.3 1,067.9%
Income Tax (Expense)/Benefit -419.7 225.4 -645.1 -286.2%
Profit for the Year 1,287.8 371.6 916.2 246.6%
Other Comprehensive Income not to be
Recycled to Profit Loss

Remeasurement Gain/(Loss) on Defined 20.1 -33.9 54.0 -159.3%

Benefit Plan
Related Income Tax (Expense)/Benefit -4.4 7.5 -11.9 -158.7%
Other Comprehensive Income/(Loss) for 15.7 -26.4 42.1 -159.5%
the Year, net of Tax

Total Comprehensive Income 1,303.5 345.2 958.3 277.6%

Basic and Diluted Earnings per Share 121 35 86 245.7%

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

REVENUE
The Company recorded gross revenue in 2021 of IDR 26,766 billion, increasing by IDR 748 billion or 2.9%
from the previous year of IDR 26,018 billion. Judging from the last five years, the Company’s revenue has
continued to increase consistently with the growth in CAGR 2017 - 2021 of 4.0%.

Revenue
(billion IDR)

26,766
26,018
25,150
23,001
22,901
Integrated Annual Report 2021

2017 2018 2019 2020 2021

Data Revenue

Data Revenue grew 2% QoQ in 4Q 21 driven by increased usage

106

contributing 94.4% of service revenue (exclude FTTH)

Data Revenue (IDR Bn) Data % of Service Revenue

04

+5.4%

23,415
22,206

95.4%
+12.4% +1.6% 94.9%
92.4% 94.4%
91.9%
6,014 6,107
5,432

7.6% 5.1% 4.6% 8.1% 5.6%

4Q 20 3Q 21 4Q 21 FY 20 FY 21 4Q 20 3Q 21 4Q 21 FY 20 FY 21

Data Revenue Non Data Revenue

The Company revenue was still dominated by data revenue with the proportions in 2021 and 2020
consecutively reaching 87.5% and 85.3% against total revenue. Data revenue was recorded at IDR 23,415
billion, increasing by IDR 1,209 billion or 5.4% from IDR 22,206 billion in 2020. This increase was due to the
Company’s success in executing converged service which was welcomed enthusiastically by consumers.

PT XL Axiata Tbk
 Management Discussion and Analysis

OPERATIONAL EXPENSES
The composition of operational expenses of the Company in 2021 was IDR 13,467 billion, higher compared
to 2020 with a 4% increase or IDR 518 billion from 2020 of IDR 12,949 billion. The proportion of each of the
Company’s operational expenses can be seen below:

Operating Expenses

+4.0%
+12.1% +4.8%
13,467
12,949
3,573 1,070
3,408 1,116
3,188 385 1,076
222 1,274
251 230 272
2,567
322 1,805

Integrated Annual Report 2021

722 680
447

4,292 4,183
977 1,072 1,083

1,101 1,072 4,133 4,259

1,080

89 90 74 328 313
4Q 20 3Q 21 4Q 21 FY 20 FY 21

Interconnection and Other Direct Expenses Infrastructure

Salaries & Employee Benefits Regulatory Costs

Sales and Marketing Supplies and Overhead

107
(In Billion Rupiah)

Portion Portion Variance Variance

2021 2020
2021 2020 (IDR) (%)

04
Interconnection & Other Direct Expenses 1,070 1,116 8% 9% -46 -4%
Salaries & Employee Benefit 1,076 1,274 8% 10% -198 -16%
Sales & Marketing 2,567 1,805 19% 14% 762 42%
Infrastructure 4,183 4,292 31% 33% -109 -3%
Regulatory Costs 4,259 4,133 32% 32% 126 3%
Supplies and Overhead 313 328 2% 3% -15 -5%
Total 13,467 12,949 100% 100% 518 4%

Regulatory Costs had the biggest proportion to the whole operational expenses in 2021 with the percentages
of 32%. Regulatory Costs in 2021 was recorded at IDR 4,259 billion increasing by IDR 126 billion from 2020
that was recorded at IDR 4,133 billion. This was due to the increase in frequency fees.

Sales and Marketing increased by IDR 762 billion or 42% to IDR 2,567 billion in 2021 from IDR 1,805 billion in
2020 mainly from the increase in sales commission. On the other hand, the Company managed to implement
efficiency to interconnection expense, salaries & employee benefit expense, infrastructure expense, as well
as supplies & overhead expense.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

EBITDA
The Company once again recorded EBITDA growth in 2021 with an increase of 1.7% to IDR 13,287 billion from
IDR 13,060 billion in 2020. The Company continued to show EBITDA growth from year to year consistently,
which can be seen from the average growth of EBITDA 2017 - 2021 (CAGR) at 12.4%.

EBITDA
(billion IDR)

13,287
13,060
9,966
8,512
Integrated Annual Report 2021

8,321

2017 2018 2019 2020 2021

NET PROFIT
Along with EBITDA growth, the Company’s Net Profit in 2021 increased significantly with over 200% growth.
108

The value of the Company’s net profit in 2021 was recorded at IDR 1,288 billion, increasing by 246.6%.
Furthermore, for three consecutive years, the Company managed to record net profit regardless of the
slowdown of the global economy in 2020 and 2021.
04

NET PROFIT PER SHARE

Based on the recording per December 31, 2021, the Company’s shares in the market were 10,724,674,776. In
2021, each share earned a net profit of IDR 121 or an increase of 245.7% from the previous year that earned
net profit of IDR 35 per share.

PT XL Axiata Tbk
 Management Discussion and Analysis

STATEMENT OF CASH FLOWS

Statement of Cash Flows was arranged using a direct method by grouping cash flows into operational
activities, investment, and financing. On December 31, 2021, the Company’s cash flow position was at IDR
2,664.4 billion, decreasing by IDR 301.2 billion or 10.2% compared to the previous year of IDR 2,965.6 billion.
The main components of the cash flows are detailed below:

(In Billion Rupiah)

2021 2020

Cash Flows generated from Operating Activities 11,963.3 13,949.5

Net Cash Flows used in Investing Activities -6,931.0 -5,497.9
Net Cash Flows used in Financing Activities -5,334.0 -7,090.6

Integrated Annual Report 2021

Total net increase (decrease) in cash and cash equivalents -301.7 1,361.0
Cash and Cash Equivalents at the Beginning of the Year 2,965.6 1,603.4
Cash and Cash Equivalents at the End of the Year 2,664.4 2,965.6

CASH FLOWS FROM OPERATING ACTIVITIES

The Company in 2021 recorded net cash flows of IDR 11,963.3 billion, while in 2020 the cash flows generated
from operating activities was iDR 13,949.5 billion.

Cash flows generated from operating activities in 2021 among others were from receipts from customers
and other operators of IDR 25,655.3 billion and net refund from corporate income tax of IDR 88.8 billion.
While cash outflow generated from operating activities mainly came from payment for suppliers and other

109
expenses of IDR 12,565.9 billions and payment to employees of IDR 1,175.4 billion. As a whole, the Company
was still able to generate positive cash flows from operating activities, a testament that the operational cash
flows of 2021 were at a healthy level.

04
CASH FLOWS FROM INVESTING ACTIVITIES
The Company recorded cash outflows from investing activities in 2021 as IDR 6,931.0 billion, while in 2020
cash outflow for investing activities recorded by the Company was IDR 5,497.9 billion.

Cash outflow from investing activities in 2021 mainly came from acquisition of fixed assets of IDR 7,292.6
billion. While cash inflow from investing activities in 2021 mainly came from proceeds from sale of fixed
assets of IDR 309.4 billion.

CASH FLOWS FROM FINANCING ACTIVITIES

The Company recorded cash flows from financing activities in 2021 as cash outflows of IDR 5,334.0 billion,
while in 2020 cash outflows for financing activities recorded by the Company was IDR 7,090.6 billion.

Cash inflows from financing activities in 2021 came from bank loans of IDR 2,497.8 while cash outflows from
financing activities among which came from financing lease payment of IDR 5,264.9 billion and payment of
bank loans of IDR 730.0 billion.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

FINANCIAL RATIOS

The Company measured its financial performance in 2021 using its main financial ratios as shown in the
chart below:

Financial Ratios 2021 2020

Return on Invested Capital - RoIC (%) 5.1 0.9

Return on Assets (%) 1.8 0.6
Return on Equity (%) 6.6 1.9
Current Ratio (%) 36.9 40.2
Debt to Equity Ratio (X) 0.5 0.5
Integrated Annual Report 2021

Debt to Asset Ratio (X) 0.1 0.1

Debt to EBITDA Ratio (X) 0.8 0.7
Debt to EBITDA Ratio - include Finance Lease (X) 2.7 2.6
110
04

PT XL Axiata Tbk
 Management Discussion and Analysis

LIQUIDITY AND SOLVABILITY

The Company’s ability in repaying its loans can be measured from the level of liquidity and solvability in 2021.

LIQUIDITY
The Company’s ability in repaying its current liabilities is measured using financial ratio parameter, in this
case recurrent ratio, quick ratio, and cash ratio, shown in the chart below:

2021 2020

Current Ratio 36.9% 40.1%

Quick Ratio 36.1% 39.3%

Integrated Annual Report 2021

Cash Ratio 12.7% 15.7%

The Company’s asset composition hinges more on noncurrent assets compared to its current assets. This
is normal considering the Company is in the telecommunication sector in the infrastructure industry where
capital goods investment in large quantities are needed for the expansion of network and data infrastructure
in order to reach all areas in Indonesia.

The Company meets its liquidity aspects through being prudent in maintaining current and noncurrent
liabilities. The Company’s current liabilities were dominated by third party payables, where the payables
would be offset by the Company through its operational income that has continued to show consistent
increase in the last five years. Furthermore, the Company has also consistently been able to pay its interest
so the Company’s liquidity in the perspective of its creditors is still at an ideal level.

111
SOLVABILITY
The Company measured its solvability, the ability to pay all of its liabilities using 2 (two) financial ratio

04
parameters, Debt to Equity Ratio & Debt to Asset Ratio, as shown in the chart below:

2021 2020

DER (X) 0.5 0.5

DAR (X) 0.1 0.1

In maintaining its solvability, the Company must comply with a few requirements, such as limitations on
the sale of assets or assets acquisition, maintaining Axiata Group Berhad both directly or indirectly as
majority share owner and maintaining debt to EBITDA ratio no more than 4.5x. At every reporting date, the
Company meets all the requirements for long term loans.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

RECEIVABLES COLLECTIBILITY OUTLOOK

The Company is committed to maintain its The outlook for 2022 remains positive with industry
receivables collectibility by putting forth good consolidation and the Job Creation Law supportive
strategic partnership with third parties as well as of industry dynamics while ever-increasing demand
related parties. for data will boost the growth of the Company. The
key is to ensure optimal investment and a focus on
It is undeniable that COVID-19 pandemic, especially cost optimization to ensure that profitable growth
during the delta wave, has managed to slow down is achieved, and this will solidify the Company’s
Indonesia’s economic recovery in Q2 & Q3 of 2021 commitment to providing good returns for all
and had a real impact on payment of account stakeholders.
receivables. This challenge was answered by the
Integrated Annual Report 2021

Company by recording provision for and disposal The Company’s will continue its vision and goal to
of receivables impairment in their Profit and Loss become the No 1 Converged Operator in Indonesia
Statement. through the expansion of convergence products
and its FTTH presence. In support of this, the
The Company believes that the provision for mobile business will continue to grow through the
receivable impairment has been sufficient to cover segmented product strategy supported by a strong
the loss of uncollectible receivables based on network performance.
reviewing each receivables and collectively at the
end of the period. Financially, the Company will continue to achieve
Cost Excellence through automation and
digitisation of the Company’s business processes,
as well as achieving Operational Excellence. Asset
Optimization and Balance Sheet strength will be key
112

to grow the business and compete in the challenging

market. In essence, 2022 is all about Operational
Excellence supported by Cost Leadership with a
04

focus on digitisation and automation.

PT XL Axiata Tbk
 Management Discussion and Analysis

CAPITAL STRUCTURE
AND CAPITAL
STRUCTURE POLICY

MANAGEMENT POLICY ON CAPITAL STRUCTURE

The objectives of the Company when managing capital are to safeguard the ability of the Company to
continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders,
including to maintain an optimal capital structure to minimise the effective cost of capital. This is reflected
from gearing ratio, where the Company’s debt to equity ratio and debt to EBITDA ratio was respectively at
0.5x and 0.8x in 2021.

Integrated Annual Report 2021

CAPITAL STRUCTURE

The Company’s capital structure as of December 31, 2021 was IDR 20,088.7 billion, composed of regular
shares of IDR 1,072.4 billion, additional paid-in capital of IDR 12,216.3 billion, other treasury shares of IDR
134.4 billion, as well as retained earnings of IDR 6,934.4 billion. The Company recorded an increase in capital
of IDR 951.3 billion or 5.0% from 2020.

113
04
MATERIAL BOND
ON CAPITAL GOODS
INVESTMENT
The Company had commitments related to various purchases for the network expansions totalling USD
408.74 million or equivalent to IDR 5.83 trillion.

The source of funding for capital expenditures are coming from internal cash, bank loans, issuance of sukuk/
bonds. Payments for CAPEX are mostly in IDR currency. There is no currency risk as the management
deems the Foreign Currency amount is small and manageable.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

REALISATION OF
CAPITAL GOODS

The Company has used capital expenditures (CAPEX) of Rp.9.92 trillion in 2021 or increased by 61% from
2020 CAPEX of Rp 6.16 trillion. Allocation of CAPEX for 2020 was mainly for network rollout, fiberization
and preparation of 5G technologies adoption. The sources of funding for capital expenditures are coming
from internal cash, bank loans, and or sukuk/bonds.
Integrated Annual Report 2021

INFORMATION AND/OR
MATERIAL FACTS THAT
OCCURED AFTER DATE
OF REPORTING
114
04

1. On January 6, 2022, the Company received tax appeal results from the Tax Court regarding value
added taxes for 2015 fiscal year. The Tax Court partially granted the tax refund claim for appeal letter
filed in 2018 of IDR 97,246, which is lower than the amount filed previously of IDR 105,869. As at the
authorisation date of this financial statement, the Company has yet to receive the claim for tax refund.
2. On January 27, 2022, the Company and Axiata Investments (Indonesia) Sdn. Bhd. (together called
“the Buyers”) signed a CSPA with Asia Link Dewa Pte. Ltd. and PT First Media Tbk (together called “the
Sellers”), in relation to a proposed acquisition of 66.03% ownership in PT Link Net Tbk (“Linknet”), or
equivalent to 1,816,735,484 shares. The Buyers will acquire Linknet at IDR 4,800/shares or equivalent to
IDR 8,720,330, subject to certain conditions stipulated in the CSPA. As a result of the acquisition, Axiata
Investments (Indonesia) Sdn. Bhd. will obtain 46.03% of Linknet’s ownership, while the Company will
acquire 20% of Linknet’s ownership.”
3. On February 25, 2022, the Company and PT Edotco Infrastruktur Indonesia (“EII”) have signed
an Asset Purchase Agreement and Master Tower Lease Agreement, where the Company sells 859
telecommunication towers to EII with total sale and purchase value of IDR 750,000,000,000 and
lease back 791 telecommunication towers by the Company from EII for a 12 years leaseback period
of IDR 1,195,992,000,000.
4. On March 22, 2022, the Company has signed the Conditional Share Purchase Agreement between the
Company with Bridgefield Prime Investments Pte. Ltd., Ameisys Global Technologies Pte. Ltd., PT Mitra
Indo Asia and PT Magna Karya Archipelago as the shareholders of PT Hipernet Indodata (“HI”). By signing
the Conditional Share Purchase Agreement, the Company will have 51% shares ownership in HI or 2,805
shares with a transaction value approximately of IDR 321,300,000,000. The purpose of this transaction
is to increase the range of products offered by the Company to its enterprise customers.

PT XL Axiata Tbk
 Management Discussion and Analysis

MANAGEMENT STRATEGY
AND COMPARISON OF TARGET
AND REALISATION

FINANCIAL PERFORMANCE

“The Company has always

presented various innovative

Integrated Annual Report 2021

service products that further
enhance the convenience and
comfort of its customers. And with
our converged product, XL SATU
that we launched thanks to a sharp
strategy in 2021, we have become
the first converged operator in
Indonesia, which will help us
to achieve our vision to be the
number one Converged Operator
that much faster,”

115
Yessie Dianty Yosetya
Director & Chief Strategic Transformation and

04
IT Officer

PERFORMANCE HIGHLIGHTS

The Company
In 2021, the Company “XL SATU” was the first
prepared many new
implemented convergence service
policies to quickly
Cyber Security & in Indonesia launched
adapt and respond
Data Governance by the Company which
to pandemic through
initiatives which will allows customers to
Digitalisation and AI
provide end-to-end get fibre optic-based
automation that aims
cyber security and services as well as
to double productivity
apply wider data cellular services in one
and reduce manual
governance. product.
processes.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

STRATEGIC OBJECTIVES 5. Aggressively upgrade existing tower capacity

while maintaining consistent customer
In 2021, the Company concentrated on both experience (NQI) to accommodate mobile data
organic and inorganic growth of the Home and quality and coverage.
Convergence businesses, taking into account 6. Redesigning CX journeys with improvement
the opportunities and obstacles. This includes in Digital Channel Experience (API, Chatbot,
expanding our network coverage to serve growing Omnichannel platform).
areas, using digital services to create customer
intimacy and market distinctiveness, and continuing The Company’s customer-centric approach, in
our digital push to increase operational efficiency. which we have a segmented offering through our
Growth, digital end-to-end experience, utilising mobile brands (XL, Axis and Prioritas) with distinct
the new OTT relationship, and maintaining the go- product propositions, is a major strength that has
Integrated Annual Report 2021

to-market strategy to increase acceptance of XL helped us withstand fierce industry rivalry. We are
services were all priorities. the most digitally focused company in the industry,
with the highest percentage of data revenues and
The Company has implemented 69 initiatives which the highest rate of smartphone penetration, all
can be sub-categorised in 7 (seven) streams (Mobile, thanks to our approach of putting our customers’
Enterprise, Home and Convergence, Purpose Built needs first and attempting to address each unique
Infrastructure, Digital Transformation, Customer need with each specific product.
Experience, and Human Capital) in 2021. Some of
the strategies are as follow: Some of our short-term operational strategies
1. Expanding Family Package and Customisation were part of our Digital Transformation initiatives,
acquisition, supported with digital channel and including leveraging Data Visualisation tool for
CVM proposition to accommodate Work from geofencing and data modelling, democratising
Home (WFH) customers. process Digitalisation across XL organisation, and
116

2. Pioneering FTTH footprint conversion to XL enhancing cyber security and data privacy.
Satu while preparing cross/ up-sell, multi-screen
entertainment and gaming integration, to The Company also managed to create an appealing
04

increase data quality for FTTH based customers. product selection that was both affordable and
3. Scaling up enterprise core business, new provided a good network experience for its clients.
service, and capabilities by prioritisation on Both of the Company’s brands, XL and Axis, fared
27 Enterprise Projects (ie, JSC, Kemendikbud, well in 2021, with better net promoter scores within
etc) to expand Enterprise core products and their target segments, demonstrating the strategy’s
customers portfolio. success. Stronger performance indicators have also
4. Continuously supports across streams to deliver resulted from our network investment.
business goals by improving digital process and
experience through reliable apps, automation,
security, and API business in response of global
safe distance policies,

PT XL Axiata Tbk
 Management Discussion and Analysis

PERFORMANCE SUMMARY COMPARISON OF TARGET AND

REALISATION
In 2021, the Company managed to accelerate offline
to online digital adoption, focus on increasing FTTH The Company set a target for 2021 that was
and convergence project pipeline and revenue to approved by the Board of Commissioners. Revenue
meet target, expediting campaign management Growth of the Company in 2021 was targeted
platform readiness, and launch a Credit Scoring higher than industry average. The Company also
Model. The Company has also improved network set a target of EBITDA around 50% from revenue.
performance in 204 cities all across Indonesia, Aside from Revenue and EBITDA, the target that
as well as accelerating commercial processes the Company set was CAPEX at IDR 7 trillion. The
on Cybersecurity. Further, the Company has realisation of the target can be seen in the chart
also leveraged real-time TNPS survey and cross below:

Integrated Annual Report 2021

directorate alignments.
Financial
Entering the 25th year of serving the people 2021 Targets Realization
Indicators
of Indonesia, the Company has confirmed
Revenue growth In line with Achieved
its determination to continue to support market
the government’s vision of realising digital
EBITDA margin Low 50 Achieved
transformation in Indonesia. Just like its 25th
Anniversary theme, “Building a Digital Indonesia”, Capital Around IDR 7 Higher to
the Company has never stopped building 4G Expenditure trillion accelerate
network
networks to remote areas in various provinces to investment
participate in equitable distribution of fast internet
access to all communities in various regions,
including in remote villages. The Company’s success in achieving all its targets

117
was due to sharp planning and implementation of
Moreover, the Company has also presented various its strategies in the midst of COVID-19 pandemic
innovative service products that further enhance that has caused a decline in purchasing power.

04
the convenience and comfort of customers in The Company mitigated the impact of pandemic
accessing fast and stable internet anywhere, one by focusing on achieving operational excellence,
of which is through the first converged service in ensuring that the Company’s investment was
Indonesia, XL Satu - which will put the Company appropriate and provided maximum return through
on the forefront and on its way of achieving its effectiveness and digitalisation, man hour saving
vision to be the Number One Converged Operator through automation, operational process efficiency
in Indonesia. through streamlining, as well as seeking after cost
leadership.
OUTLOOK

In 2022, the Company will focus on continuing to

drive its transformation plan to be a Converged,
customer-centric digital provider with the highest
NPS for mobile and Home Business. While for its
Enterprise business segment, the Company aims to
grow 2.5x faster than the market through culture
execution, digitising business/ employee processes,
and improved/ maintained coverage and NQI
Experience in 343 cities.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

BUSINESS PROSPECTS
AND 2022 TARGETS
2022 PROSPECTS The Company’s view for 2022 is positive, since
demand for data and internet services is expected
The International Monetary Fund (IMF) in the World to grow due to increased consumption. With its
Economic Outlook predicted the global economic robust network and appealing product offerings, the
growth in 2022 at 4.4%, lower than expected Company has a potential to meet the expectations.
economic growth of 2021 at 5.9%. While for the The company will continue to implement its
United States, the IMF predicted that economic plans in order to achieve its goal of becoming
growth would be corrected to 4.0% due to Indonesia’s number one converged operator. This
inflation and supply chain crisis that continued to will entail continuing to push out its convergence
happen. For emerging and developing Asia, the IMF product offerings as well as continuing its digital
predicted economic growth in 2022 at 5.9%, lower transformation journey in order to better serve our
than earlier projection due to the Omicron variant consumers.
Integrated Annual Report 2021

that was starting to impact the economic slowdown

of developing countries. Convergence and digitalisation will be particularly
essential in the Home segment. Not only is the
Bank Indonesia projected national economic Company focused on digitising its own operations
growth in 2022 at 4.7 - 5.5%, supported by export to ensure maximum efficiency, but we will also
activities that continued to increase, with the assist our customers in achieving the same degree
growth in domestic demands in consumption and of business efficiency while also assisting them in
investment. National inflation, especially demand- expanding their digital offerings through our value
pull inflation is projected to increase to 3.3% in proposition. With the increased demand for data
2022 especially when the increase in Value Added in Indonesia, the Company will continue to grow in
Tax (PPN) takes effect in April 2022 and during both retail and enterprise. While on the Enterprise
the Eid holiday period. This has the potential to side, the Company hopes to work with more
impact Bank Indonesia, which targets inflation in corporations and provide even better solutions
118

the 3%+1% corridor to come up with an interest rate to our Enterprise customers through additional
adjustment policy which will affect industry players. products and services that we are offering.
04

According to Pemeringkat Efek Indonesia 2022 TARGETS

(PEFINDO), Indonesia’s telecommunications Taking into consideration the industrial growth
industry would continue to grow in the near future. protection, as well as based on strategic steps that
Given the expanding 3G/4G subscribers, affordable have been planned, the Company has come up
data traffic and smartphones, players’ expenditures with the following targets especially for the main
in capacity networks, and the trend of transitioning financial indicators as follows:
from offline to online activities, they forecast a 1. Revenue growth is relative to industry
spike in broadband data traffic to continue in 2. EBITDA in the low 50%
2022. Mobile broadband is expected to dominate 3. Capex around IDR 9,000 billion
data traffic, according to PEFINDO, because its
penetration rate is substantially higher than that of
fixed broadband. PEFINDO predicts that by 2022,
data traffic from the top three telecommunications
companies would have reached a minimum of 30
million terabytes (TB).

PT XL Axiata Tbk
 Management Discussion and Analysis

MARKETING
ASPECT

MARKETING ASPECT

“A solid marketing strategy

was needed for the Company

Integrated Annual Report 2021

to meet the challenges
that the ongoing COVID-19
pandemic brought. Therefore,
the Company continued
to focus on having a ‘right
product, right segment’
strategy to ensure that
despite a challenging year
still, the Company could still
reach new heights.”

119
David Arcelus Oses
Director & CCO - Consumer

04
PERFORMANCE HIGHLIGHTS

The Company Focusing on customer

continued to provide The Company ensured
segments, and
products to meet its that availability and
creating micro
customers’ needs affordability of its
segments has truly
especially during products continued
helped the Company
the pandemic with despite movement
in customising its
the launch of several restrictions through
products to meet the
attractive products focusing on digital apps
demands of the market
such as XL Akrab, and experience for its
and increase market
Paket Suka-Suka for customers
share
Axis

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

STRATEGIC OBJECTIVES OUTLOOK

In 2021 with the COVID-19 pandemic still ongoing, Digitalisation will continue to be a main theme
the Company understood that it needed a solid for the Company, with increased digital use of its
marketing strategy to ensure that it could still rise apps and moving interactions with customers to
to the challenge. The Company knew that having an the digital realm to help the Company serve its
attractive product portfolio at affordable prices is customers better. Moreover, the Company’s family
crucial during this period. Therefore, the Company focused plans, such as Akrab for XL, and the Suka-
has continued to ensure that its product portfolio Suka customised plans for Axis, as well as the
remained attractive with the launch of several bundling for postpaid with the latest smartphones
products such as XL Akrab, Paket suka-Suka for will be the building blocks for 2022 strategy.
Axis among others, all of which catered to the
Integrated Annual Report 2021

needs of the customers. The Company’s optimistic that the recovery

from the COVID-19 pandemic in 2022 will likely
Even though the second half of 2021 Indonesia happen in Indonesia, which will bode well for the
was hit pretty hard by the Delta wave and forced telecommunications industry. Structural demand
social restrictions to be imposed, thereby limiting for data remains high and the Company wants to
mobility and decreasing spending - the Company continue benefiting from this. The Company’s dual
was well positioned, having learned the lessons brand strategy that focuses on different target
from the first wave of the pandemic in how to deal segments will be key, as well as its Customer
with movement restrictions. The Company instead Intimacy strategy which the Company believes will
focused on digital apps and digital experience for provide a competitive advantage not just in the
its customers whereby even without going out and short-term but also in long-term.
buying physical vouchers or data packages, there is
availability through apps such as myXL and Axisnet, The telecommunications industry is crucial for
120

along with other online channels. The Company Indonesia as an enabler in the digital economy
always ensured the availability and affordability of era and the Company wants to play its part for
its products. Indonesia as the number one converged operator.
04

With today’s increased digital lifestyle, it is key

The Company’s short term strategy in 2021 was that telecommunications companies such as the
dealing with the effects of the pandemic by ensuring Company provide reliable and affordable internet
its support to the community with affordable services that the Indonesian people can continue
products as well the government’s education to benefit from.
program quota that would also help the community
to deal with the effects of the pandemic. For its long-
term strategy, the Company continues to focus on
convergence and digitalisation. The Company has
also built up its family and mobile propositions to
ensure that it supports the convergence journey in
order to achieve its vision To Be The Number One
Converged Operators in Indonesia.

PT XL Axiata Tbk
 Management Discussion and Analysis

DIVIDEND
POLICY
The Company’s Dividend Policy had been approved has disbursed cash dividends of IDR 31.7 per share
by the Board of Commissioners through the Board or a total of IDR 338.182 billion to the shareholders
of Commissioners Meeting No. 1/11 dated 28 on May 21, 2021. The cash dividend value was 50%
January 2011 and informed to the General Meeting of the Company’s profit after adjustment for the
of Shareholders on 14 April 2011. The Company financial year of 2020.
shall disburse dividends to Shareholders at least
30% from Normalised Net Profit of the previous Cash dividend value disbursed in 2021 increased
year progressively with the aim to increase payout compared to what the Company disbursed to the
ratio in the future. Dividend disbursement also shareholders in the previous year of IDR 20 per share
depends on capital adequacy, the Company’s or a total of IDR 213.02 billion to the shareholders
financial condition, and other matters by taking into paid out in June 17, 2020. Cash dividend value
consideration the Board of Directors’ considerations in 2020 was 30% of the Company’s profit after

Integrated Annual Report 2021

as well as according to the prevailing legislations. adjustment for the financial year of 2019.

Based on the decisions of General Meeting of In 2020 and 2021, the Company did not make any
Shareholders dated April 23, 2021, the Company non-cash dividend disbursements.

121
04
REALISATION OF USE
OF FUNDS FROM PUBLIC
OFFERINGS
In 2021, the Company did not conduct any public offering.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

MATERIAL
INFORMATION
Integrated Annual Report 2021
122
04

In 2021, there was no Material Transactions based on OJK Regulation No. 17/POJK.O4/2020 on Material
Transaction and Changes in Business Activities and Conflict of Interest Transactions based on OJK Regulation
No. 42/POJK.04/2020 on Affiliated Transactions and Conflict of Interest Transactions that were done by the
Company.

Information on Affiliated Transactions in 2021 has been disclosed in the Financial Statement attached to this
Integrated Annual Report.

PT XL Axiata Tbk
 Management Discussion and Analysis

CHANGES IN LEGISLATION
OR REGULATIONS THAT
HAS AN IMPACT ON THE
COMPANY

On 2 February 2021, the Indonesian government enacted the Omnibus Law, namely the Job Creation Law
No. 11 of 2020 which amends 77 laws on 11 clusters. Several laws affecting the telecommunications industry
were also amended, which are Law No. 36 year 1999 about telecommunications, Law No. 13 year 2003
concerning Employment and Law No. 25 year 2007 concerning on Foreign Investment.

Integrated Annual Report 2021

Regulations in UUCK have derivative regulations that affect the telecommunications industry, as follows:
1. Government Regulation No. 46/2021 concerning “POS, Telecommunications and Broadcasting”
2. Government Regulation No. 5/2021 Concerning “Risk-based Business Licensing”
3. President Decree No. 10/2021 Concerning “Investments Business Sector”
4. Government Regulation No. 44/2021 Concerning “Prohibition of Monopolistic Practices and Unfair
Business Competition“
5. Government Regulation concerning “Expatriate, Labour and Wages” (No. 34/2021, No. 35/2012 No.
36/2021 No. 37/2021)

Some changes on telecommunication regulations that potentially affect to the Company, are :
1. Frequency Spectrum Usage Policy: spectrum sharing, spectrum transfer, BHP payment on Spectrum
sharing, Validity of IPFR and ISR, IPFR Usage, IPFR Optimisation
2. Telecommunication Tariff Policy: Ceiling and bottom price policy

123
3. Interconnect: Interconnection on IP Based technology implementation
4. Infrastructure active and passive
5. Foreign investment

04
6. OTT Regulation
7. Employment
8. Fines and Monitoring

Regulation on New Rule Opportunity Impact

Spectrum Sharing Spectrum sharing was • Spectrum sharing with • Spectrum transferring to
unregulated before, on UUCK, OLO/Other's telco others network provider
IPFR holders can do spectrum operators for new for all or partial bandwidth
sharing with IPFR holders and technology allocation
other telecommunications • Network efficiency & • Spectrum optimisation
operators acceleration
• New business model
delivery
Spectrum transfer Spectrum transfer is not • Spectrum transferring to • Permanent transferring
allowed before and on UUCK others network provider • There is potentially
IPFR spectrum licence holder for all or partial bandwidth spectrum returns in the
can do transfer of rights to allocation M&A process based on
use of spectrum to other • Spectrum optimisation Minister evaluation
network operators
BHP payment on Previously frequency fee • Network efficiency with
Spectrum sharing (BHP) is fully charged to spectrum sharing with
each user, on UUCK Payment another network provider
of BHP for spectrum • No double payment
sharing is only imposed on
telecommunications operators
who are IPFR holders

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

Regulation on New Rule Opportunity Impact

Validity of IPFR On UUCK IPFR validity period • IPFR can be granted for
and ISR can be less than 10 years less than 10y depending on
and can be extended 1x for a Minister evaluation
maximum of 10 years, there • Minister may impose an
is priority for previous IPFR additional commitment
holders after the IPFR expires obligation to obtain a 10y
(2 x 10y) IPFR validity period
IPFR Usage IPFR holder has right to • XL can use all IPFR
operate all radio stations assigned for network
in a certain area using access transport/
a predetermined radio backhauling/trucking and
frequency band range others
• Can support 3T/Non 3T
Integrated Annual Report 2021

rural project
IPFR Optimisation The minister can optimise the • Band 700 MHz which • Potentially auction price is
radio frequency spectrum allocated for TV high due to compensation
based on new national broadcasting can be must be paid to previous
planning and greater public auction for IMT holder
interest • Band 2,6 GHz and 3,5 GHz • Revocation of IPFR if
which allocated for satellite minister evaluation results
can be auctioned for IMT are decided not optimal
Tariff The Minister may determine • Fair business competition • Cannot have price rate
ceiling and bottom price under cost except in promo
based on the public interests period (max 1y)
and fair business competition
(PM No. 5 article 50).
Interconnection Interconnection using • Implemented IP • Cost efficiency
circuit switch and IP based Interconnection to cost
124

technologies is possible for efficiency

implemented
Infra-active Active Infrastructure sharing • Efficiency on CAPEX and • Potentially XL network
04

Sharing was unregulated but national OPEX will be carried by smaller

roaming is allowed, UUCK • Network deployment operators
allow Active Infra sharing acceleration
between operators
Price control on Passive Infra Sharing is purely • Price will be more
Infra-Passive B2B and regulated only affordable which is
by central the use of shared towers, guarantee and control by
government now Passive infra sharing minister
regulations are regulated there
is ceiling price control from
central government (Minister)
Foreign investment Previously Foreign investment • Open to get 100% foreign • Potentially, telco oblige
in the telecommunications investment to provide certain service
industry is maximum 67%, • Business enhancement level to OTT player
on UUCK foreign investment more flexible
in telecom sector is not
restricted
OTT No regulation on OTT before, • Potentially, telco can
in UUCK Implementation of monetize OTT services
OTT services is regulated as additional revenue for
which is OTT provider must telecom providers
have agreement with telecom
service provider with some
condition

PT XL Axiata Tbk
 Management Discussion and Analysis

Regulation on New Rule Opportunity Impact

Fines Sanction Previously, licence revocation • No sanction direct to • Potentially more additional
is implemented after 3x licence revocation operating expense
warning letters, now on UUCK
before revocation was added
administration sanction (fines)
through 3x warning letter and
can be imposed on:
• Amount of development
commitment,
• annual report submission
Obligation to Operators are obliged to • Additional cost
open access for open access and/or provide • Confidentiality
monitoring requested information for the

Integrated Annual Report 2021

purposes of monitoring and
evaluation
Submarine Cable • There is a provision • More share to XL with 5% XL shall prepare 5% of
for a minimum CAPEX ownership consortium and total capex for every new
participation portion of XL can do international international SKKL which has
5% cable ownership if the broadband Gigabit a joint construction scheme.
construction of the SKKL capacity business with All cable cores of SKKL links
involves other companies SKKL shall be terminated in XL
as stated in the consortium Landing Point (cannot be pass
agreement or joint build through) to enable XL control
• Obligation for traffic the data traffic
transparency so it can be
monitored by authorities More cost to fulfil SKKL route
and obligation for Landing corridor alignment as per
right licence applicant to regulated in Ministry Decree
have full control / operation KP No.14/2021

125
of the network
• The condition for the
issuance of a Water

04
Location Permit for SKKL
in Indonesia is that every
planned SKKL route is
required to follow the
established underwater
corridor route (Ministry of
Marine Affairs and Fisheries
KP No. 14/2021)

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

CHANGES TO THE
ACCOUNTING STANDARD
(PSAK)
The application of the following revised accounting standards which is effective from 1 January 2021 and 1
April 2021, and relevant for the Company, did not result in substantial changes to the Company’s accounting
policies and had no material effect on the amounts reported in the current year’s financial statements:
• Amendment to PSAK 73, PSAK 71, PSAK 60, and PSAK 55; “Leases, Financial Instrument, Financial
Instrument: Disclosures, and Financial Instrument Recognitition and Measurement about IBOR Reform
Batch Two”
• Annual Improvement PSAK 1; “Presentation of Financial Statatement”
• Amendment to PSAK 73; “Leases”
Integrated Annual Report 2021

New standards and amendments issued relevant for the Company that are mandatory for the financial
year beginning or after 1 January 2022 or 2023 and have not been early adopted by the Company are as
follows:
• Amendment to PSAK 57: “Provisions, Contingent Liabilities, and Contingent Assets: Onerous Contracts”
• Annual Improvement to PSAK 71: “Financial Instruments”
• Annual Improvement to PSAK 73: “Lease”
• Amendment to PSAK 1: “Presentation of Financial Statements”
• Amendment to PSAK 16: “Fixed Assets”
• Amendment to PSAK 25: “Accounting Policies, Changes in Accounting Estimates and Error”
• Amendment to PSAK 46: “Income Taxes”

As at the authorisation date of these financial statements, the Company is assessing the implication of the
above standards to the Company’s financial statements.
126
04

PT XL Axiata Tbk
 Management Discussion and Analysis

HUMAN CAPITAL
DEVELOPMENT

Integrated Annual Report 2021

127
04
With COVID-19 pandemic still ongoing in 2021, This is crucial to ensure that the Company
many of the Company’s human capital initiatives remains competitive in acquiring and retaining the
were aimed at ensuring employee health and safety, right talent. In 2021, the Company continued to
as well as to maintain engagement and productivity intensively develop the leadership skills of its key
as the Company adapted to a new way of working, talents. The Company also provided some flexibility
the hybrid model of working from home and from for our mixed-generation employees to choose the
the office. most suitable benefits and learning opportunities
for their individual interests, continuously fostering
Since it began, the pandemic has compelled the agile mindsets and practices within the organisation.
to be agile in digital exploration and adoption in Furthermore, the Company also ensured the
various processes so the Company can continue to health and welfare of its employees by organising
run effectively and productively, whilst at the same vaccination drives and vaccination centres for its
time ensuring that the employees are healthy, safe, employees and their families so they would be able
and have a good overall working experience. to stay healthy and safe during the pandemic.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

HUMAN CAPITAL ACTIVITIES IN able to continue by putting forth the principles of

2021 Experience, Relationship, Self-Development, and
Education.
With the ongoing pandemic, the Company strived
to manage the crisis by ensuring the welfare Amidst the pandemic, the Company focused
and health of its employees, as well as ease in on supporting a new way of working, which is
communications in order to ensure that all of hybrid working from home and at the office. The
its employees remained vigilant. The Company Company strived to build the productivity mindset
continued to be consistent in interacting with all its and complement it by providing digital facilities so
employees through e-TownHall and worked hard in the employees could still work productively and
ensuring that its employees stayed connected with effectively, without losing the value of collaboration
each other through fun and productive activities. with co-workers, their superiors, as well as their
Integrated Annual Report 2021

Vaccination drives of its employees and their subordinates.

families were also the highlights of the Company’s
HC activities this year. In mid-2021, the Company implemented a
Transformation Programme to achieve its vision to
Along with the Company’s transformation, be the Number 1 Converged Operator in Indonesia.
Human Capital has become one of its enablers in To support this transformation journey as well as
implementing various initiative pillars in 2021. The to develop professional competence, the Company
implementation of Agile@Core as the new way identified key capabilities development needs,
of working has supported the Company’s main which are:
transformation initiative pillars tremendously. 1. Advance Analytics, AI/ML
Aside from the new way of working, the Company 2. Agility
has also strived to accelerate critical capabilities 3. Cloud
development needed for transformation and 4. 5G
128

ensuring the availability of talents. The Company 5. Creativity, Collaboration, Partnership

has also continuously digitised its Human Capital 6. Customer Experience
management system to guarantee continuous 7. Digital Savvy
04

improvement in employee interaction with the 8. Enterprise

Human Capital department and improving upon 9. Convergence
Employee Experience and work productivity. One 10. Change Leadership
of the initiatives launched in 2021 was the Human
Capital Super App (XLife) as an integrated employee In order to support the development of those 10
touch point. key capabilities, the Company provided various
learning program through live virtual sessions as
The Company also ensured that all of its employees well as through online learning applications, such
were trained on Anti-Bribery and Anti-Corruption as Fuse, LinkedIn Learning, and Coursera, along
policies. This was in line with the commitment with e-LMS (Electronic Learning Management
of the Company to implement good corporate System) integrated with other services in Human
governance and its values, ITS XL, especially the Capital, such as Talent Management, Performance
value of Integrity. Management, and Career Programme.

EMPLOYEE TRAINING AND Moreover, the Company also had certification

DEVELOPMENT program according to regulations as well as
employee career development program that
In managing the changes that happened in 2021, focused on knowledge, skills, and behaviours. These
priority and learning as well as development professional development program were conducted
processes of the employees relied heavily on according to the employee’s development plan
their ability to adapt. The priority of the year was obtained from assessment results, employee
focused not just on complying to regulations and feedback, and career planning.
implementing the Company’s strategies, but also in
ensuring work productivity and employee learning In total, the Company invested more or less IDR 6 billion
during the pandemic. By optimising digital facilities for employee training and development. This investment
for employee development, learning activities were was in line with the rise in total online learning.

PT XL Axiata Tbk
 Management Discussion and Analysis

The Company believes that the knowledge that an organisation has must advance the organisation itself.
With this principle, all the individuals in the organisations must enthusiastically participate in various
knowledge sharing activities such as Culture Buddies, Fusion, MAD Talks, Community of Expert (PMCoE,
Xact-Agile Community), Sparx, and other activities.

So knowledge in an organisation can be used to its full potential, the Company continues to develop a
knowledge management system. This system has the aim to document systematically available knowledge,
both internal as well as explicit, or that which has been implemented. This system is not just applicable in
the Company but also in Axiata Group.

January to December 2021

No. Description

Integrated Annual Report 2021

In-Class & Webinar On-Line Self
Total
Learning Learning

1 Employees according to HR Master 1,568 1,568

Data
2 Number of training program and 159 Program 1,716 Program 1,875 Program
workshops 258 Sessions 258 Sessions
3 Employees as participants 1,555 1,571 3,126
4 Participants 11,708 19,212 30,920
5 Total training days 7,570 2,051 9,621
6 Total training hours 60,556 16,412 76,968
7 Average training hour per employee 38.94 10.45 49.39

129
PERFORMANCE MANAGEMENT TALENT MANAGEMENT

04
Achievement targets given by Shareholders to In ensuring the Company’s business continuity and
the Company needed to be communicated to all performance, the Company has identified certain
the employees in order to ensure achievement at positions in the Company with direct impact
the end of the year. This was done layer by layer to both. After weighing the strategic values of
at the beginning of the year from Directorates, those positions, the Company has decided to
to Functions, and at the individual level. Thus, the ensure successors to said positions needed to be
employees had a clear direction in working and continuously equipped to be ready when the time
achieving their targets. comes for them to take over.

Leaders have the freedom in managing their From that basis, the Company has a succession
team’s performance and working relationships are plan in place to ensure talent handover happens
expected to be built on good dialogue between smoothly. The Company has an Internal talent Pool
the leader and their team members. Aside from to search for successors or future senior leaders,
improving effectiveness, this system also has the including future members of the Board of Directors.
aim to build bigger ownership in the employees in Aside from its internal Talent Pool, the Company
the performance management process. also collaborates with Axiata group to integrate its
Talent Pool with the Group.
Performance management has a central position
in human resource management such as during Development of a succession in one position is
remuneration determination, career development, done with the 70-20-10 concept, whereby 70% of
and employee management. By using the correct the development portion is done by exposing the
Performance Management system, the Company candidates to the targeted positions/areas, 20% of
will have a clear reference and track record of each the development is done through mentoring, and
of its employee’s achievements. 10% of the development is done through formal
training.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Management Discussion and Analysis

In the event where a successor cannot be promoted Considering the unique challenges that happened
internally from the Company and Axiata Group, the in 2021, with most of the families having to work
Company partners with professional recruiters to and study from home, the Company allowed the
find a suitable candidate. FlexPro program to be used by employees to
purchase facilities to aid their activities at home,
EMPLOYEE WELFARE such as laptops, work desks, ergonomic chairs, PC
tablets, exercise equipment, motor vehicles, and
Every level of management is committed to realise health equipment such as oxygen tanks, oximeter,
employee welfare according to the Company’s etc.
mission in making the Company a second home
for its employees. Therefore, the Company has Furthermore, to ensure herd immunity for its
developed a competitive remuneration system to employees and their families, during the COVID-19
Integrated Annual Report 2021

attract quality candidates, maintain competent pandemic the Company was actively involved
employees, and encourage employees to exhibit in organising COVID-19 vaccinations through
their best performance. collaboration with RSUI vaccination centres,
independent vaccinations, and others. This kind of
This remuneration system is designed objectively support shows the commitment of the Company
and according to the achievement, position, and for its employee welfare thus receiving appreciation
competence of each employee. This is summarised from all its employees.
in the 3P principles of Pay for Position (providing
pay based on position), Pay for Person (providing EMPLOYEE HEALTH AND SAFETY
pay based on skills), and Pay for Performance
(providing pay based on performance). Employee Health and Safety (K3) is important for
the Company. In order to build K3 awareness, the
To ensure competitive remuneration, the Company Company has formed a K3 development committee
130

conducts a remuneration survey and periodic (P2K3), a team consisting of management and
analysis on companies in similar industries. Employee employees from each of the Company’s operational
remuneration consists of cash and non-cash offices. This team submits tri-monthly safety
04

components, such as basic salary, communication performance reports as the Company evaluation
and transportation benefits, and annual bonus. and safety planning to prevent workplace incidents.

The Let’s Learn Programme (LLP) and Flexible The Company has also implemented various
Programme (FlexPro) are also available for occupational health program, especially during
employees and their families. As part of the annual the pandemic, with regular health checkups and
remuneration total, LLP and FlexPro are non-fixed strict enforcement of health procedures in the
allowance that relies on Company performance and workplace according to government regulations.
each of its employees. The program began in 2015, The Company provides many facilities, such as
and in 2021 the Company increased the benefits exercise facilities, curative and preventive actions,
of those two program. Now, LLP and FlexPro are routine health check ups, and health education
not only beneficial in developing knowledge and especially for serious illnesses and/or illness related
skills, but also in travel, health, pension, additional to occupation.
leave, and health insurance upgrade both for the
employees as well as their families (spouses and In the Company, K3 is also considered in every
children). operational activity and in the Company regulations.
The Company continues to involve its employees in
Examples of the education program activities include identifying and managing K3 risks to achieve Zero
short courses (on cooking, financial planning, etc.), Accident.
certification program, book purchase, scholarships
for children of employees, and other individual
development activities.

PT XL Axiata Tbk
 Management Discussion and Analysis

HC INFORMATION SYSTEM Furthermore, Human Capital Analytics function in

providing data and information analysis periodically
One of the impacts of the pandemic is the in regards to organisations and employees. The
digitisation process in the system and application to data and information is given to the Management
make it easier for employees and all stakeholders. who will then use it to make more effective and
In this context, system and application capabilities efficient business decisions.
in the Company must be up to date, therefore it
remains a priority. This analysis process covers all processes
and activities in the Human Capital, including
Currently, the Company uses the Human Capital demographic, profile, recruitment, and attrition.
Information System as one of the functions to create From the analysis, actions both preventive and
and develop digitisation. This system was launched corrective regarding processes and activities can

Integrated Annual Report 2021

in 2021 in the form of web portal and mobile be taken to provide and improve better services.
application for employees and all management to
gain the latest information, provide health condition From the analysis used, significant improvement
information, make WFO or WFH reservations, happens in employment centres and other
interact with communities at the office, and the areas such as recruiting, on-boarding, off-
latest features include a chatbot that helps provide boarding, resource management, performance
information according to the questions given. management, and training management systems.
The improvement also helps other applications
One of the main features used during the pandemic that function to support employee benefits, such
was the Call Tree feature, where employees can as Compensation Planning and Flexible Programme.
report their daily health condition so the Company
could monitor their health whether they are healthy Analysis application by using Power BI and
or sick. Should an employee fall ill, the Company integrated with warehouse data application

131
can also monitor and provide needed support so as well as SAP Success Factor is helpful for
the employee can recover quickly. descriptive and predictive analysis management.
The sophistication of the analysis tool used by the

04
Another feature often used during the pandemic is Company has supported operational excellence
the Work-from-Office (WFO) or Work-from-Home and the Company’s agility in adapting with the
(WFH) reservation feature. When an employee latest situation.
wants to work at the office (WFO), then he/she
must do a health screening by answering a few OUTLOOK
questions in the system designed to measure if they
are eligible to work from the office. Human Capital will continue to support the
Company’s transformation initiative by putting
A feature that has been helpful for the employees forth Employee Experience & Productivity in
is Chatie, the chatbot that provides information response to business challenges. The Company
to the employees in regards to employee facilities will continue to try building agile and productive
according to questions asked by employees. This organisation capabilities, as well as expanding
application can be accessed using their laptop or the implementation of Agile@Core, emphasising
smartphone 24/7 as long as they have a network on hybrid work pattern, and building a work
and are connected to the internet or data. The environment that’s full of excitement.
Company has digitised to support operational
excellence and agility, to cope with situations that The Company will also continually focus on
were beyond its control. digitalisation and improving analytical improvements
in order to get faster and more accurate decision
making for business growth.

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021
132
05 Corporate Governance

PT XL Axiata Tbk
 Corporate Governance

CORPORATE
GOVERNANCE
Integrated Annual Report 2021
133
05

The Company has

been committed
to implementation
of Good Corporate
Governance to
ensure that each
organ of the
Company and
its operations
are conducted
according to
the prevailing
legislations.
Building The XL Axiata of Tomorrow - Converged Digital Telco
 Corporate Governance

INTRODUCTION
Integrated Annual Report 2021
134
05

The Company has always The Company understands

strived to commit to Good that in order to continue
Corporate Governance (GCG) this achievement, it has to
practices in order to uphold diligently and consistently
In the 12th IICD Corporate integrity and professionalism in apply its GCG principles on
every organ of the Company. a daily basis. Therefore, the
Governance Awards held by the
This in turn has helped the Company remains committed
Indonesian Institute for Corporate Company to consistently record to implement a GCG system in
Directorship (IICD), XL Axiata has steady performance over the every level of its operations,
successfully received 2 awards years. The Company’s GCG even as the Company continues
for 2 different categories, Top 50 system is also regularly updated to evolve and grow.
Big Capitalization Public Listed to ensure that the GCG process
of efficiency, transparency, and
Company and Best Non-Financial
legal compliance continues
Sector for Big Capitalization to run smoothly, as well as
Public Listed Company. strengthening its structure.

PT XL Axiata Tbk
 Corporate Governance

LEGAL BASIS OF GCG GOOD CORPORATE GOVERNANCE

IN THE COMPANY PRINCIPLES

As a public company listed on Since 2020, the Company has added Digitisation into its GCG principles to
the Indonesia Stock Exchange, assist the Company in improving the efficiency of its process, consistency,
GCG in the Company is based on and quality.
the Legislation of the Republic 1. Transparency 5. Fairness
of Indonesia No. 40 of 2007 on The Company discloses all Every shareholder in the
Limited Liabilities Company and its material information that may Company deserves fair and
implementing regulations as well affect its Shareholders decisions equal treatment according to
as the Legislation of the Republic through Annual Report, Financial the prevailing Legislation and
of Indonesia No. 8 of 1995 on the Statements that can be accessed Regulation. Every shareholder

Integrated Annual Report 2021

Capital Market. In addition, the through the IDX website, the and stakeholder has the right to
Company also adheres to relevant official website of the Company, submit their input and receive
Regulations, in particular to any and/or newspapers. the same information regarding
regulation issued by the Financial 2. Responsibility the Company.
Services Authority (OJK) and The Company is accountable for 6. Digitisation
Indonesia Stock Exchange. every information submitted to The Company believes that
shareholders and stakeholders. digitisation will accelerate
Internally, the Company uses its 3. Accountability business growth, increase current
Articles of Association as a guide The Company is accountable for efficiency of its processes, as
which has been adjusted to the any activities implemented by well as maintaining consistency
latest Legislations and Regulations any organ of the Company in and improving upon its quality.
and a series of internal policies accordance with their respective This also allows the organization
including Company Regulation duties and responsibilities. and its Board Members to

135
covering the Code of Ethics and 4. Independence transform and adapt to the
Employee Behaviour, The GCG Any decision making activity current disruptive wave of
Manual, Work Guidelines and Code in the Company must avoid business model, starting with

05
of Ethics for the Board of Directors conflict of interest. Should any changing its internal governance
and the Board of Commissioners corporate action come with a methods, Board leadership,
(Board Manual) and other internal conflict of interest, it shall only structure, and processes.
policies in relations to operational be carried out in adherence to
matters. the applicable regulations.

The Company also has in place a
Whistleblowing System that applies GCG ROADMAP
to all levels of Employees, which
includes Anti Bribery and Anti The Company’s GCG Roadmap focuses on 4 (four) parts:
Corruption Policy applicable for all
of the Company’s elements and 1. Identification of areas requiring 3. Implementation and supervision
third parties, as well as stakeholders improved governance of the governance that has
with any business dealings with 2. Development of government been built.
the Company. in the form of internal policy 4. Adjustments to ensure that
documents, Standard Operating governance is in line with
Procedures, and implementation prevailing legislation.
through socialization activities.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

GCG
STRUCTURE

XL Axiata has a GCG structure that is formed based on the functions, authorities and responsibilities
each organ in accordance with Law No. 40 of 2007, Financial Service Authority Regulation
Related and Articles of Association.

XL Axiata’s GCG structure is broadly divided into Main Organs and Supporting Organs as follows:

General Meeting of
Integrated Annual Report 2021

Shareholders (GMS)

Board of
Board of Directors
Commissioners

Nominating & Board Risk &

136

Board Audit
President Director Remuneration
Committee
Compliance
Committee Committee
05

Directors

Corporate Secretary
Committees under
Board of Directors

Internal Audit

Risk Management

PT XL Axiata Tbk
 Corporate Governance

GENERAL MEETING OF
SHAREHOLDERS (GMS)

The General Meeting of Shareholders (“GMS”) is an 4. Appoint or authorise the Board of Commissioners
organ of the Company with authority not granted to to appoint Public Accountant for the current year.
the Board of Directors and the Board of Commissioners 5. Appoint and/or dismiss members of the Board
within the threshold as set forth under the Articles of of Directors and Board of Commissioners of the
Association and prevailing regulations. Company, if needed.
6. Determine the remuneration for members of the
GMS serves as a forum for Shareholders to exercise Board of Directors and the Board of Commissioners.
rights, initiate authorities, and submit opinions, votings, 7. To approve other agenda in GMS as duly proposed
and requests of information in relation to strategic pursuant to the provisions under Articles of Association.
decision-making or the Company’s management. There

Integrated Annual Report 2021

are two types of GMS in the Company: the Annual In addition, the Shareholders also have the following
GMS and Extraordinary GMS. rights by the Extraordinary GMS:
1. Approve the merger, consolidation, acquisition, and
Extraordinary GMS is only called upon to deal with separation, filing for bankruptcy over the Company, the
urgent matters that come up between Annual GMS, extension of the period of the Company, dissolution
such as immediate legal matters or the removal of and liquidation.
key executives. 2. Appoint and terminate members of the Board of
Directors and/or Board of Commissioners;
THE RIGHTS AND AUTHORITY OF 3. Ratify the amendment of Articles of Association;
SHAREHOLDERS IN GMS 4. Approve additional Authorised Capital and/or Issued
and Paid Up Capital;
The Company’s Shareholders have the rights to attend 5. Approve material transaction based on authority
the GMS as a self-representative or their authorised threshold as regulated under prevailing regulations;

137
proxies by using Proxy available in the Company’s 6. Approve distribution of new shares in portfolio;
official Website (www.xlaxiata.co.id) at the same time 7. Approve plan and results allocation from funding
with GMS Invitation. activity;

05
8. Approve the proposed corporate action in accordance
Based on the Articles of Association, the GMS shall with prevailing regulations.
have the following authority, subject to the prevailing 9. In particular for transactions, which contain conflict
laws and regulation, among others: of interest, the Independent Shareholders or their
1. To approve the Annual Report with regards to the authorised representatives in the GMS must approve it.
Company’s course of business as well as the Board
of Commissioners Supervisory Activity Report during EQUAL TREATMENT OF
the fiscal year as elaborated under the Company’s SHAREHOLDERS
Integrated Annual Report.
2. To ratify the financial statements consisting of the The Company applies equal treatment to all shareholders
balance sheet of the financial year, the statement through the availability of the same Information to
of income of the financial year being audited by Shareholders as well as through voting mechanisms
a public accountant. based on rights owned by Shareholders in accordance
3. Provide approval for the proposed use of the with the portion of its respective share ownership.
Company’s profit.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

GMS IMPLEMENTATION

Stages of GMS Implementation XL Axiata

5 working days* 21 days**

Announce-
Notification GMS
GMS ment of
Integrated Annual Report 2021

to OJK GMS Minutes

Announce- GMS Summary
on GMS Invitation Submission
ment of Minutes
Agenda to OJK
of GMS

01 02 03 04 05 06

14 days** 2 working days

30 days

* By excluding GMS announcement date

** By excluding announcement date and invitation date
*** By excluding invitation date and GMS date
138
05

THE COMPANY’S EFFORTS IN ENCOURAGING PARTICIPATION OF

SHAREHOLDERS

The Company grants its Shareholders access to information and materials related to the GMS in the Company’s
website. Materials related to the agenda discussed in the GMS are also available in the Company’s website
from the date of the GMS Invitation.

GMS CODE OF CONDUCT

The GMS Code of Conduct is published and explained before the GMS that include explanations of meeting
leaders, meeting agenda, and voting mechanism and procedures in the GMS.

PT XL Axiata Tbk
 Corporate Governance

GMS QUORUM

The GMS quorum refers to the following Articles of Association and Regulations.

GMS Quorum Table on Corporate Action

First GMS Second GMS

No. Condition Attendance Approval Attendance Approval

Simple Simple
>1/2 2/3 3/4 >2/3 >3/4 1/3 2/3 3/5 2/3 >3/4
Majority Majority

1. Amandments to the AoA X X X X

2. Buy Back of Shares X X X X

Integrated Annual Report 2021

Increasing Authorized
3. X X X X
Capital
Increasing Issued and
4. X X X X
Paid-up Capital
Approval of Annual
5. Report and Ratification X X X X
of Financial Statements
The Utilization of Net
6. X X X X
Profits
The Discharge of a
7. X X X X
Member of the BOD
The Takeover of the
8. Company’s Management X X X X

139
by the BOC
Transfer or Collateralize/
Pledge of the Company’s

05
9. Assets by 50% of the X X X X
Company’s Net Worth
or More
Merger, Consolidation,
10. Acquisition, and X X X X
Separation
11. Bankruptcy, Dissolution X X X X

The Request for the

Extension of the
12. X X X X
Establishment Term of a
Company’s Duration
Conflict of Interest
13. (Only Independent X X X X
Shareholders)

ELECTRONIC VOTING SYSTEM

The voting system in the GMS is executed electronically in which each shareholder provides an e-voting
barcode in accordance with the portion of respective shares ownership, which is then counted by the Share
Registrar in the voting counting session.

Electronic voting activity is witnessed by an independent Notary appointed by the Company.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

2021 ANNUAL on their oversight functions that Resolution:

GENERAL MEETING were done in the financial year Realised
OF SHAREHOLDERS ending on 31 December 2020,
as long as those actions were 3rd Agenda
In 2021, the Annual General Meeting reflected on the Annual Report 1. To appoint Kantor Akuntan
of Shareholders (AGMS) was held and recorded in the Company’s Publik Tanudiredja, Wibisana,
virtually (e-GMS) on April 23, 2021 Financial Statement and was not Rintis & Rekan (a member of the
in compliance with POJK No. 15/ a criminal offence or violations PricewaterhouseCoopers network
POJK.04/2020 dated 20 April 2020 on the prevailing legislations or of firms) as the Company’s
on the Plan for the Implementation of regulations. external auditor with Mr. Andry
the General Meeting of Shareholders D. Atmadja, S.E., Ak., CPA as the
of Public Company, and in compliance Resolution: Public Accountant to perform
Integrated Annual Report 2021

to the Implementation of Restrictions Realised audits on the Company’s Financial

on Community Activities by the Statement for the Financial Year
Indonesian government to prevent 2nd Agenda ending on December 31, 2021
further spread of COVID-19 pandemic. 1. To approve allocation of the and other Financial Statements
Company’s net profit for the as required by the Company.
RESOLUTIONS OF THE financial year ending on 31 2. To grant authority to the Board
2021 ANNUAL GMS ARE December 2020 as per the of Commissioners and/or Board
AS FOLLOWS: following buckets: of Directors of the Company
a. 50% of normalised net profit or to take necessary actions and
1st Agenda IDR 339,451,000,000 (three arrangements, including but not
1. To approve and accept the hundred and thirty-nine billion limited to determining the amount
Annual Report of the Company’s four hundred and fifty-one of professional fee, signing
Board of Directors on the million Indonesian Rupiah) documents, or appointing
140

activities and operations of (rounded) will be distributed other Public Accounting Firm
the Company including but not to shareholders as dividend, listed by the Financial Services
limited to the results achieved equivalent to IDR 31.7 per Authority (OJK) if for one reason
05

during the financial year ending share. or another the above-mentioned

on 31 December 2020, the b. To grant authorisation and public accounting firm is not
Oversight Report of the Board power to the Company’s able to carry out its duties.
of Commissioners for financial Board of Directors with
year 2020, as well as providing substitution rights to decide Resolution:
approval and authentication on the schedule including Realised
on the Company’s Financial the terms and conditions of
Statement for the financial dividend payout to all eligible 4th Agenda
year ending on 31 December shareholders based on the 1. To grant authority to the
2020 that has been audited prevailing regulations. Co m pa ny’s Board of
byKantor Kantor Akuntan 2. To a l l o cate th e gen era l Commissioners to determine the
Publik Tanudiredja, Wibisana, appropriation amounting to amount of salaries, bonuses, and
Rintis & Rekan (a member of IDR 100,000,000 (one hundred other benefits of the members of
the PricewaterhouseCoopers million Indonesian Rupiah); and the Board of Directors according
network of firms); and 3. T h e r e m a i n i n g I D R to the structure and amount
2. To approve grant release and 32,047,000,000 (thirty two billion of remuneration based on
discharge (volledig acquit et forty-seven million Indonesian the Company’s remuneration
de charge) to the members of Rupiah) (rounded) will be Company for the financial year
the Board of Directors on their recorded as Retained Earnings to ending on December 31, 2021;
management and the members support the Company’s business and
of the Board of Commissioners development.

PT XL Axiata Tbk
 Corporate Governance

• Julianto Sidarto
2. To grant authority to the 3. To appoint and authorise 2. With the acceptance of
Nominating and Remuneration with substitution rights to the resignation as approved in
Committee to determine the Board of Directors to take all Appointing and authorising
amount of salaries, bonuses, and necessary actions in relations with substitution rights to the
other benefits for the members to the decisions made in this Company’s Board of Directors
of the Board of Commissioners meeting, including but not to take all actions related to
according to the structure and limited to going to authorities, the decisions of this meeting,
amount of remuneration based initiate a dialogue, provide and/ including but not limited to
on the Company’s Remuneration or ask for clarification, submit appearing before the authorities,
Policy for the financial year ending request on the notice of the holding talks, giving and/or
on December 31, 2021. change in the composition of requesting information, submitting

Integrated Annual Report 2021

the Board of Commissioners to applications for approval and/
Resolution: the Ministry of Law and Human or notification of amendments
Realised Rights as well as other official to the Company’s Articles of
organisations, make and sign Association to the Minister of
5th Agenda deeds and letters as well as other Law and Human Rights of the
1. To accept the resignation and documents needed or deemed Republic of Indonesia or other
grant release and discharge necessary, appear before the relevant authorised agencies, draw
(acquit et de charge) to Tan Notary to make and sign a deed up or and sign deeds and letters
Sri Jamaludin bin Ibrahim as of statement of the decisions or other documents required,
a member of the Board of of the Company’s meeting and or deemed necessary, appear
Commissioners, on his oversight carry out other things that must before a Notary to make and
functions that had been taken and/or can be carried out in sign the deed of statement of
since he became a member of order to be able to realise the the resolutions of the Company’s

141
the Board of Commissioners meeting decisions. Meeting and carry out other
until the end of his tenure, or as matters that must and/or can
of the closing of the Meeting, 6th Agenda be carried out in connection

05
as long as those actions were 1. Approve of the Changes in the with the implementation of the
reflected in the Annual report Company’s Business Activities in decisions of the Meeting.
and recorded in the Company’s the form of additional business
Financial Statement and were not fields based on the result of Resolution:
criminal offences or violations the Feasibility Study carried Realised
against prevailing legislations out in accordance with the
and regulations; and provisions of the Financial Services
2. With the resignation as stated Authority (OJK) regulation No. 17/
above, the composition of the POJK.04/2020 regarding Material
Board of Commissioners since Transactions and Changes in
the closing of the Meeting are Business Activities as well as
as follows: approving amendments to Article
3 of the Company’s Articles of
President Commissioner: Associations in the context of
• Dr. Muhamad Chatib Basri Changes in Business Activities
in the form of adding business
Commissioners: fields and restating all of the
• Vivek Sood Company’s Articles of Association
• Dr. David R. Dean in connection with the Changes
• Dato’ Mohd Izzaddin Idris in Business Activities; and
• Dr. Hans Wijayasuriya
• Independent Commissioners:
Yasmin Stamboel Wirjawan
• Muliadi Rahardja

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

2020 ANNUAL GENERAL

MEETING OF SHAREHOLDERS
b. To grant authorization and power to the
In 2020, the Annual General Meeting of Shareholders Company’s Board of Directors with substitution
(AGMS) was held virtually (e-GMS) on May 18, 2020 rights to decide on the schedule including the
in compliance with POJK No.15/POJK.04/2020 dated terms and conditions of dividend payout to all
20 April 2020 on the Plan for the Implementation eligible shareholders based on the prevailing
of the General Meeting of Shareholders of Public regulations.
Company, and in compliance to the Implementation 2. To allocate the general appropriation amounting to
of Large-Scale Social Restrictions by the Indonesian IDR 100,000,000 (one hundred million Indonesian
government to prevent further spread of COVID-19 Rupiah); and
pandemic. 3. The remaining IDR 496,744,000,000 (four hundred
Integrated Annual Report 2021

ninety-six billion seven hundred and forty-four million

RESOLUTIONS OF THE 2020 ANNUAL Indonesian Rupiah) (rounded) will be recorded
GMS ARE AS FOLLOWS: as Retained Earnings to support the Company’s
business development.
1st Agenda
1. To Approve and accept the Annual Report of the Resolution:
Company’s Board of Directors on the activities and Realised
course of events of the Company, including but
not limited to the results that have been achieved 3rd Agenda
during the financial year ending on 31 December This agenda does not require any vote from the
2019, the Supervisory Report of the Company’s Shareholders.
Board of Commissioner for financial year 2019
as well as to approve and ratify the Company’s Resolution:
142

Financial Statement for the financial year ending on Realised

31 December 2019 as audited by Kantor Akuntan
Publik Tanudiredja, Wibisana, Rintis & Rekan (a 4th Agenda
05

member of PricewaterhouseCoopers networks 1. To appoint Kantor Akuntan Publik Tanudiredja,

of firms). Wibisana, Rintis & Rekan (a member of the
2. To Approve to grant release and discharge PricewaterhouseCoopers network of firms) as
(volledig acquit et de charge) for the members the Company’s external auditor with Mr. Andry D.
of the Company’s Board of Directors and Board of Atmadja, S.E., Ak., CPA as the Public Accountant
Commissioners for the management and supervision to perform audits on the Company’s Financial
that has been done in the financial year ending Statement for the Financial Year ending on 31
on 31 December 2019, as long as those actions December 2020 and other Financial Statements
are reflected in the Annual Report and recorded as required by the Company.
in the Company’s Financial Statement and not a 2. To grant authority to the Board of Commissioners
criminal offense or a breach of prevailing legislation and/or Board of Directors of the Company to take
and regulations. necessary actions and arrangements, including but
not limited to determining the amount of professional
Resolution: fee, signing documents, or appointing other Public
Realised Accounting Firm listed by the Financial Services
Authority (OJK) if for one reason or another the
2nd Agenda above-mentioned public accounting firm is not
1. To approve allocation of the Company’s net profit able to carry out its duties.
for the financial year ending on 31 December 2019
as per the following buckets: Resolution:
a. 30% of normalized net profit or IDR 215,735,000,000 Realised
(two hundred fifteen billion seven hundred and
thirty-five million Indonesian Rupiah) (rounded)
will be distributed to shareholders as dividend,
equivalent to IDR 20 per share.

PT XL Axiata Tbk
 Corporate Governance

5th Agenda Resolution:

To approve the renewal of authorization to the Company’s The following composition of the Company’s BOD
Board of Commissioners with substitution rights to and BOC since the conclusion of the Meeting until
the Board of Directors to restate the issuance of new the end of their terms of office at the conclusion
shares and the adjustment of Issued and Paid-up of the Annual General Meeting of Shareholders
Capital of the Company as a result of execution of which will be held in 2024, are as follows:
2016 – 2020 LTI Program.
Board of Directors
Resolution: President Director:
Realised Dian Siswarini
Directors:
6th Agenda • Mohamed Adlan bin Ahmad Tajudin

Integrated Annual Report 2021

1. To appoint Dato’ Mohd Izzaddin Idris and Dr. Hans • Yessie Dianty Yosetya
Wijayasuriya respectively as Commissioner of • Abhijit Jayant Navalekar
the Company and/or new Member of Board of • David Arcelus Oses
Commissioner of the Company replacing Kenneth
Shen and Peter J. Chambers effective at the closing Board of Commissioners
of the Meeting until the end of term, upon the closing President Commissioner:
of the Annual General Meeting of Shareholders Dr. Muhamad Chatib Basri
in 2024. Commissioners:
2. To accept the resignation and grant release and • Tan Sri Jamaludin bin Ibrahim
discharge (acquit et de charge) to Kenneth Shen dan • Vivek Sood
Peter J. Chambers of their respective supervisory • Dr. David R. Dean
duties as Commissioner of the Company effective • Dato’ Mohd Izzaddin Idris
at their date of appointment(s) until the end of • Dr. Hans Wijayasuriya

143
terms of office or at the closing of the Meeting, to
the extent that their actions are reflected in the Independent Commissioners:
Company’s report including Financial Statement of • Yasmin Stamboel Wirjawan

05
the Company which has been approved by Annual • Muliadi Rahardja
General Meeting of Shareholders and cannot be • Julianto Sidarto
construed as criminal actions.
3. To appoint David Arcelus Oses as Director and/ 7th Agenda
or new Member of Board of Directors of the 1. To grant authorization to the Board of Commissioners
Company replacing Allan Russell Bonke effective of the Company to determine the remuneration,
at the closing of the Meeting until the end of term, bonus and other benefits for members of the
upon the closing of the Annual General Meeting Board of Directors based on structure, policy and
of Shareholders in 2024. amount of remuneration as stipulated under the
4. To accept the resignation and grant release and Company’s remuneration policy for financial year
discharge (acquit et de charge) to Allan Russell ending on 31 December 2020; and
Bonke of his respective management duty as 2. To grant authorization to the Nomination and
Director of the Company effective at the date Remuneration Committee to determine the
of his appointment until the end of his terms of remuneration, bonus and other benefits for the
office or at the closing of the Meeting, to the Board of Commissioners based on structure, policy
extent that his respective management actions and amount of remuneration as stipulated under
are reflected in the Company’s report including the Company’s remuneration policy for the financial
Financial Statement of the Company which has been year ending on 31 December 2020.
approved by Annual General Meeting of Shareholders
and cannot be construed as criminal actions. Resolution:
Realised

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

BOARD OF
COMMISSIONERS
Integrated Annual Report 2021
144
05

The Board of Commissioners carries out the oversight

function on the policies conducted by the Board of Directors
in relation to the management of the Company. The Board of
Commissioners may also serve an advisory function to the
Board of Directors in accordance with the legislations and
regulations, and the Articles of Association.

PT XL Axiata Tbk
 Corporate Governance

DUTIES AND RESPONSIBILITIES OF THE BOARD OF COMMISSIONERS

The duties and responsibilities of the Board of Commissioners are stipulated under the Articles of Association
in accordance with the provisions of Legislation No.40 of 2007 concerning Limited Liabilities Companies and
Financial Services Authority Regulation No. 33/POJK.04/2014.

The Board of Commissioners is responsible in carrying the following responsibilities:

Approving Business Plan Corporate Action

Approve the Company’s Business Plan including the Review and approve the Corporate Action based on

Integrated Annual Report 2021

strategy for the new financial year, no later than 60 the limit of authority in accordance with the Articles
days prior to the beginning of the new financial year. of Association and prevailing Regulations, including
The Board is also required to periodically review and all company transactions that amounted to at least
provide advice on the Company’s ongoing business 5% of the Company’s gross business income (gross
plans. revenue before discount) or 10% of Net Tangible Assets.

Provide Oversight of the Company Governance Monitoring

Supervising the Company’s development as well as Monitor and review the implementation of GCG in
performance of the Board of Directors which includes the Company.
reporting to the GMS on all duties and supervisory
actions that were implemented in the previous financial Duties and Responsibilities of the
year. President Commissioner
The President Commissioner of the Company carries

145
Board of Commissioners Meetings out the coordination function on collegial supervisory
Implement and attend Board of Commissioners Meeting, duties by the Board of Commissioners. In addition,
Joint Meeting of the Board of Commissioners and referring to the Articles of Association as well as prevailing

05
Directors, according to provisions of the prevailing regulations, the President Commissioner must act as
regulations, as well as reviewing and approving minutes the chairman of the Board of Commissioners Meeting,
of meetings prepared by the Corporate Secretary. the Joint Meeting of the Board of Commissioners and
Directors, and the General Meeting of Shareholders.
Annual Report
Review and approve the Annual Report as prepared by
the Board of Directors. The Board of Commissioners
must ensure that the Annual Report contains valid
and accurate information.

Public Accountant
Propose a Public Accountant and/or Public Accountant
Office for the current financial year in accordance
with prevailing regulations.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

BOARD CHARTER AND MANUAL RESIGNATION POLICY OF THE BOARD

OF COMMISSIONERS
The Company has a Work Guideline and Code of
Ethics for the Board of Director as stated in the Board The Board of Commissioners resignation policy is
Manual. The Board Manual serves as a guideline for regulated in the Company’s Articles of Association
members of the Board to maintain professional and and the Board Manual where respective members
productive work relationships, and to foster efficiency of the Board must submit their resignation through
in carrying out their duties. formal written notification to the Company.

The Board Manual includes the following: The formal resignation letter must be addressed to
1. Criteria and composition. the Nominating and Remuneration Committee and
2. Duties and responsibilities. a copy of the resignation letter must be submitted
Integrated Annual Report 2021

3. Code of Ethics that includes arrangements for to the Board of Directors and Corporate Secretary.
conflicts of interest, confidentiality of Company Furthermore, the Company will hold a GMS to decide
documents and compliance with prevailing regulations. on the resignation submitted.
4. Procedures for procuring meetings include the
quorum of the meeting and the right to vote. Aside from the abovementioned voluntary resignation,
5. Remuneration. the terms of office of the Board member shall be
6. Distribution of authority. automatically ended upon the following conditions:
1. If he/she is involved in a civil, criminal, monetary
BOARD OF COMMISSIONERS crime and/or other dispute in a judiciary institution
REQUIREMENTS AND APPOINTMENT and/or arbitration institution whether in Indonesia
POLICY or a foreign country, or an administrative dispute
with an authorised government institution including
The appointment policy of the Company’s Board of any dispute in relation to manpower/industrial
146

Commissioners is regulated in the Senior Executive matters.

Nomination Policy. The Board candidates as proposed 2. If he/she passed away.
by Shareholders and/or Minority Shareholders are 3. Not re-appointed upon the conclusion of terms
05

conveyed to the Company’s Nominating and Remuneration of office.

Committee through the Corporate Secretary. 4. Dismissed by the GMS.
5. Declared bankrupt or insolvent based on court
The Nominating and Remuneration Committee will decision.
further review the nomination proposal in the Nominating 6. No longer qualified according to the prevailing
and Remuneration Committee Meeting to ensure the legislations and regulations.
fulfilment of candidates’ requirements, qualifications
as well as background to be submitted to the GMS Term of Office and Composition
for approval purpose. The Terms of Office of the Company’s Board of
Commissioners is five (5) years and he/she may be
The requirement as well as qualification of Board re-appointed for the same period. If a Commissioner
members of the Company refers to POJK No. 33/ is appointed to replace a vacant position (either by
POJK.04/2014 and as required by the Company, termination or otherwise), then he/she shall serve
including to meet the diversity of skills and total the remaining term of the vacant position/existing
composition of the Board itself. Commissioner.

PT XL Axiata Tbk
 Corporate Governance

INDEPENDENT COMMISSIONERS BOARD OF COMMISSIONERS MEETING

POLICY
The Company has 3 (three) Independent Commissioners
from a total of 8 (eight) members of the Board, namely In general, the policy for the Board of Commissioners
Yasmin Stamboel Wirjawan, Muliadi Rahardja and Julianto meetings is as follows:
Sidarto. The Company’s Independent Commissioners 1. Board of Commissioners Meeting and Joint Meeting of
is in accordance with POJK No. 33/POJK.04/2014, the Board of Commissioners and Directors scheduled
which is 30% of the total members of the BOC. for every financial year must be arranged before
the start of the financial year. The schedule for
Criteria Of Independent Commissioners the Board of Commissioners meetings in 2021
Each member of the Company’s Independent was submitted by the Corporate Secretary at the
Commissioner has fulfilled the following criteria: beginning 2021 to each member of the Board.

Integrated Annual Report 2021

1. He/she does not work or has the responsibility or 2. The Board of Commissioners Meeting must be
authority to plan, lead, control or supervise the convened at least once every two months, chaired
Company in the last 6 (six) months. by the President Commissioner or other member
2. He/she does not have any shares, directly or of the Board as appointed in the Meeting in the
indirectly, in the Company absence of the President Commissioner.
3. He/she is not an affiliated party to Company’s 3. Joint meetings with the Board of Directors must
Board of Commissioners, Board of Directors or be conducted at least once every four (4) months.
majority Shareholders. 4. Invitation and Meeting material must be distributed
4. He/she does not have any direct or indirect to the members of the Board at least five (5) days
business relationship related with the core business prior to the meeting.
of the Company. If he/she is also a member of 5. The Meeting can be convened and decisions will
the Company’s Board Audit Committee (BAC), only be binding if it is attended by a minimum of
he/she can only be reappointed one (1) time as half of the Board members. Decisions of the Board

147
member of BAC after the end of BAC term of office. are to be made in consensus. However, in the event
where such consensus cannot be reached, then
Independency of the Independent a simple majority is sufficient. If the Board fails to

05
Commissioners make a majority decision, then the meeting chair
All members of the Independent Commissioner have shall cast the deciding vote.
signed a Statement certifying fulfilment of criteria as
well as his/her independence of position in accordance
with the criteria as set under prevailing regulations.

The Statement Letters are documented by the Corporate
Secretary.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

BOARD OF COMMISSIONERS MEETINGS IN 2021

In 2021, the Board of Commissioners have convened 11 (eleven) times in meetings to discuss the following:
1. Membership of the Nominating and Remuneration Committee
2. Long-term Incentives for Directors
3. Strategic Decisions: Business Plan 2021 and Corporate Actions
4. BAC Report
5. BRCC Report
6. NRC Report
7. Terms & Conditions for Directors
8. New Assignments for Directors
9. Spectrum License
Integrated Annual Report 2021

All members of the Board of Commissioners attended all 11 (eleven) meetings.

No. Type
No. Dated Agenda MB TS DI HW VS DR YS MR JS
Meeting (R/S)

BAC Report

BRCC Report
February
1 BOC No.1/21 R NRC Report Yes Yes Yes Yes Yes Yes Yes Yes Yes
11, 2021
Long Term
Incentive
Directors
Business Plan
2021
148

March 26, BOC

2 S Yes Yes Yes Yes Yes Yes Yes Yes Yes
2021 No.1.S/21 Strategic
Discussion
05

April 8, BOC Discussion on

3 S Yes Yes Yes Yes Yes Yes Yes Yes Yes
2021 No.2.S/21 Network

PT XL Axiata Tbk
 Corporate Governance

No. Type
No. Dated Agenda MB TS DI HW VS DR YS MR JS
Meeting (R/S)

BAC Report Yes Yes Yes Yes Yes Yes Yes Yes
April 26, BOC
4 R
2021 No.2/21
BRCC Report

Director T&C

New
June 9, BOC No. Assignment
5 S Director Yes Yes Yes Yes Yes Yes Yes Yes
2021 3.S/21
Vaccine
Program
Update

BAC Report
August 4, BOC No.

Integrated Annual Report 2021

6 R Yes Yes Yes Yes Yes Yes Yes Yes
2021 3/21
BRCC Report No
longer
October 7, BOC No. Strategic serves
7 S Yes Yes Yes Yes Yes Yes Yes Yes
2021 4.S/21 Discussion as BOC
October BOC No. Strategic member
8 S Yes Yes Yes Yes Yes Yes Yes Yes
29, 2021 5.S/21 Discussion

BAC Report
November BOC No.
9 R BRCC Report Yes Yes Yes Yes Yes Yes Yes Yes
8, 2021 4/21
NRC Report

Business Plan
November BOC No. 2022
10 S Yes Yes Yes Yes Yes Yes Yes Yes
15, 2021 6.S/21 Strategic
Discussion

149
December BOC No. Strategic
11 S Yes Yes Yes Yes Yes Yes Yes Yes
14, 2021 7.S/21 Discussion

Total Attendance 2021 11/11 3/3 11/11 11/11 11/11 11/11 11/11 11/11 11/11

05
Percentage of Attendance 2021 100% 100% 100% 100% 100% 100% 100% 100% 100%

MB : Dr. Muhamad Chatib Basri

TS : Tan Sri Jamaludin Ibrahim
DI : Dato’ Mohd Izzaddin Idris
HW : Dr. Hans Wijayasuriya
VS : Vivek Sood
DR : Dr. David R. Dean
YS : Yasmin Stamboel Wirjawan
MR : Muliadi Rahardja
JS : Julianto Sidarto

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

JOINT BOC BOD MEETING 2021

No.
No Dated Mata Acara DS YDY AN DAO BP IGD
Meeting

FY 2020 Business and

No.01.J/21
Operating Updates
February
1 Yes Yes Yes Yes Yes Yes
11, 2021
Covid-19 Discussion
Regular
AGMS Preparation

No.01.JS/21 Network Discussion

March 8,
2 Yes Yes Yes Yes Yes Yes
2021 Special
Strategic Discussion
Joint
Discussion on Q1 2021
No.02.J/21
Company Performance

April 26, Covid-19 Discussion

3. Yes Yes Yes Yes Yes Yes
2021 July 28,
August 4, 2021
2021
Integrated Annual Report 2021

November 2021
No. Transformation
July 28, 02.JS/21 Discussion
4 Yes Yes Yes Yes Yes Yes
2021 Special
Strategic Discussion
Joint
Discussion on Q2 2021
No. 03.J/21
Company Performance

August 4, Limited Review Financial

5 Statement Q2 2021  Yes Yes Yes Yes Yes Yes
2021
Regular
Covid-19 Discussion
Network Discussion
Discussion on Q3 2021
150

No. 04.J/21
Company Performance
November
6 Limited Review Financial Yes Yes Yes Yes Yes Yes
8, 2021
Statement Q3 2021 
05

Regular
Covid-19 Discussion
Total Attendence During 2021 6/6 6/6 6/6 6/6 6/6 6/6
Attendance Percentage During 2021 100% 100% 100% 100% 100% 100%

MB : Dr. Muhamad Chatib Basri DS : Dian Siswarini

TS : Tan Sri Jamaludin Ibrahim YDY : Yessie Dianty Yosetya
DI : Dato’ Mohd Izzaddin Idris AN : Abhijit Jayant Navalekar
HW : Dr. Hans Wijayasuriya DAO : David Arcelus Oses
VS : Vivek Sood BP : Budi Pramantika
DR : Dr. David R. Dean IGD : I Gede Darmayusa
YS : Yasmin Stamboel Wirjawan
MR : Muliadi Rahardja
JS : Julianto Sidarto

Circular Resolution Board of Commisioner 2021

No Circular Resolutions Date

1 Approval for Asset Depreciation Acceleration February 8, 2021

2 Appointment of Board of Audit Committee Member March 2, 2021
3 Approval for AOA Adjustment - Issued Paid Up Capital March 17, 2021
4 Approval for 2300 MHz Auction April 12, 2021
5 Approval for Revised BP 2021 & Funding Plan June 30, 2021
6 Approval for Divestment June 16, 2021
TOTAL 6

PT XL Axiata Tbk
 Corporate Governance

MB TS DI HW VS DR YS MR JS

Yes Yes Yes Yes Yes Yes Yes Yes Yes

Yes Yes Yes Yes Yes Yes Yes Yes Yes

Yes Yes Yes Yes Yes Yes Yes Yes

Integrated Annual Report 2021

Yes Yes Yes Yes Yes Yes Yes Yes

no longer
serves as
BOC

Yes Yes Yes Yes Yes Yes Yes Yes

151
Yes Yes Yes Yes Yes Yes Yes Yes

05
6/6 2/2 6/6 6/6 6/6 6/6 6/6 6/6 6/6
100% 100% 100% 100% 100% 100% 100% 100% 100%

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

TRAININGS OF THE BOARD OF COMMISSIONERS

In 2021, the Board of Commissioners participated in various trainings to support their duties as the Board of
Commissioners, as detailed in the following:

Dr. Muhamad Chatib Basri

Date of
Training/Workshop Venue
Implementation

Workshop for Independent Commissioner, NRC & BAC PT XL Axiata Tbk. Microsoft Teams June 4, 2021
Board Development Program - Indonesian Economy Outlook Virtual July 28, 2021
5G course for executives: 5G overview and key technology drivers Microsoft Teams August 24, 2021
Integrated Annual Report 2021

5G course for executives: 5G business opportunities Microsoft Teams September 16, 2021

Dato’ Mohd Izzaddin Idris

Date of
Training/Workshop Venue
Implementation

CGS-CIMB Annual Malaysia Virtual Corporate Day Virtual January 6, 2021

Virtual Supplier Forum 2021
1. The Axiata Enterprise Innovation Factory Enabled by Tony Kalcina, CIO APAC
TechMahindra.
2. Virtual Supplier Forum 2021 Unleash Power of Digitalisation, Bring New Value Virtual January 21, 2021
to Axiata by Bruce Hsiao, Huawei.
3. Axiata 5.0 Transformation Realized: Leveraging Innovation to Unlock
Shareholder Value by Tom Loozen, Bharat Bhargava, E&Y
152

Anti-Bribery & Anti-Corruption Awereness Virtual February 2, 2021

Majlis Pelancaran MyDIGITAL Blueprint Ekonomi Digital Malaysia by YAM PM Virtual February 19, 2021
05

Telco Report presentation by Arthur D Little Virtual April 23, 2021

SLT meeting – Trends in Southeast Asia’s Digital Sectors by RedSeer Virtual May 18, 2021
Infrastructure Funding presentation by Arthur D Little Virtual June 9, 2021
Majlis Pelancaran Dasar 4IR Negara oleh YB Dato’ Sri Mustapa Mohamed, Menteri
di Jabatan Perdana Menteri (Ekonomi) dan Khairy Jamaludin, Menteri Sains, Virtual July 1, 2021
Teknologi and Inovasi (MOSTI)
Insights on US Geopolitics & Economy (Presentation by James Quigley of BoFA) Virtual July 8,2021
Axiata/Google Cloud Leadership Forum Virtual July 8, 2021
Rising Above COVID-19: Reimagining Work in Malaysia and Beyond (PNB) Virtual July 14, 2021
Axiata Risk & Compliance Conference 2021 organized by Group Risk &
Virtual July 16, 2021
Compliance
Indonesia Economy Outlook presented by Mandiri Sekuritas Virtual July 28, 2021
5G course for executives: 5G overview and key technology drivers organized by
Virtual August 24, 2021
Ericsson
5G course for executives: 5G business opportunities organized by Ericsson Virtual September 16, 2021
Khazanah Megatrends Forum Virtual October 4-5, 2021
Pre-Retreat (1st session) – Sector Outlook and TSR Expectation presented by
Virtual October 6, 2021
Navin Killa, Managing Director, UBS
Axiata Pre-Retreat (2nd session) – Building an ICT Business presented by Jose
Virtual October 13, 2021
Cerdan, CEO TEF Tech/Chief Business Solutions Officer
Axiata Pre-Retreat (3rd session) – Economist: Macro & Market – speaker from
Khazanah Nasional Berhad, Nick Khaw: Director & Head, Khazan Research & Virtual October 22, 2021
Mohamed Ridzuan Mohamed, Director, Khazanah Research
Axiata Pre-Retreat (4th session) – Value Creation, presented by Gopal Vittal,
Virtual October 26, 2021
CEO, Bharti Airtel

PT XL Axiata Tbk
 Corporate Governance

Vivek Sood
Date of
Training/Workshop Venue
Implementation

Axiata Supplier Forum 2021 Virtual January 21, 2021

Harvard: ASL | Shaping the Organisation through Change and Innovation |
Virtual February 22, 2021
Case Discussion
Harvard: ASL | Shaping the World through Change and Innovation | Executive
Virtual February 25, 2021
Panel Discussion + Thought Leader Conversation
IVCA Conclave 2021 Virtual March 17 – 19, 2021
Harvard: ASL | Digital and Disruptive Technologies & Business Analytics Virtual May 31, 2021
Bloomberg Deals Summit Virtual June 8, 2021

Integrated Annual Report 2021

Axiata Risk & Compliance Conference 2021 Virtual July 16, 2021
[XL Board’s Development Program] Indonesian Economy Outlook Virtual July 28, 2021
5G course for executives: 5G overview and key technology drivers Virtual August 24, 2021
5G course for executives: 5G business opportunities Virtual September 16, 2021
Khazanah Megatrends Forum (KMF) 2021 Virtual October 4, 2021
Pre-Retreat (1st session) - Sector Outlook and TSR Expectation presented by
Virtual October 6, 2021
Navin Killa, Managing Director, UBS
Axiata Pre-Retreat (2nd session) – Building an ICT Business presented by Jose
Virtual October 13, 2021
Cerdan, CEO TEF Tech / Chief Business Solutions Officer
Axiata Pre-Retreat (3rd session) – Economist: Macro & Market – speaker from
Khazanah Nasional Berhad, Nick Khaw: Director & Head, Khazan Research & Virtual October 22, 2021
Mohamed Ridzuan Mohamed, Director, Khazanah Research

153
Axiata Pre-Retreat (4th session) – Value Creation, presented by Gopal Vittal,
Virtual October 26, 2021
CEO, Bharti Airtel

05
Dr. Hans Wijayasuriya
Training/Workshop Venue Date of Implementation

Harvard: ASL | Digital and Disruptive Technologies & Business Analytics Virtual June 21, 2021
Board Development Program - Indonesian Economy Outlook Virtual July 28, 2021
5G course for executives: 5G overview and key technology drivers Virtual August 24, 2021
5G course for executives: 5G business opportunities Virtual September 16, 2021
Khazanah Megatrends Virtual October 4, 2021
Pre-Retreat (1st session) - Sector Outlook and TSR Expectation Virtual October 6, 2021
presented by Navin Killa, Managing Director, UBS
Axiata Pre-Retreat (2nd session) – Building an ICT Business presented Virtual October 13, 2021
by Jose Cerdan, CEO TEF Tech / Chief Business Solutions Officer
Axiata Pre-Retreat (4th session) – Value Creation, presented by Gopal October 26, 2021
Virtual
Vittal, CEO, Bharti Airtel
Leadership Power Hour Virtual December 7, 2021

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Dr. David R. Dean

Training/Workshop Venue Date of Implementation

Webinar on “Evolution after COVID-19” Virtual April 8, 2021

Webinar on Economic Development in Asia-Pacific from Oxford
Virtual April 13, 2021
University
Webinar on ESG and Climate Change from BCG Virtual May 12, 2021
Webinar on “The 5G Opportunity” from New Street Research Virtual June 10, 2021
Axiata Risk & Compliance Conference 2021 organized by Group Risk &
Virtual July 16, 2021
Compliance
Board Development Program – Indonesian Economy Outlook Virtual July 28, 2021
Webinar on Open RAN Virtual July 21, 2021
Integrated Annual Report 2021

5G course for executives: 5G overview and key technology drivers Virtual August 24, 2021
5G course for executives: 5G business opportunities Virtual September 16, 2021
Pre-Retreat (1st session) – Sector Outlook and TSR Expectation
Virtual October 6, 2021
presented by Navin Killa, Managing Director, UBS
Axiata Pre-Retreat (2nd session) – Building an ICT Business presented by
Virtual October 13, 2021
Jose Cerdan, CEO TEF Tech/Chief Business Solutions Officer
Axiata Pre-Retreat (3rd session) – Economist: Macro & Market – speaker
from Khazanah Nasional Berhad, Nick Khaw: Director & Head, Khazan
Virtual October 22, 2021
Research & Mohamed Ridzuan
Mohamed, Director, Khazanah Research
Axiata Pre-Retreat (4th session) – Value Creation, presented by Gopal
Virtual October 26, 2021
Vittal, CEO, Bharti Airtel
154

EMEA Gartner IT Symposium/Xpo 2021 Virtual November 8-11, 2021

New Street Research 5G Conference Virtual November 19, 2021
05

Julianto Sidarto
Date of
Training/Workshop Venue
Implementation

Workshop for Independent Commissioner, NRC & BAC PT XL Axiata Tbk. Microsoft Teams June 4, 2021
Board Development Program - Indonesian Economy Outlook Virtual July 28, 2021
5G course for executives: 5G overview and key technology drivers Microsoft Teams August 24, 2021
5G course for executives: 5G business opportunities Microsoft Teams September 16, 2021
Pre-Retreat (1st session) - Sector Outlook and TSR Expectation presented
Virtual October 6, 2021
by Navin Killa, Managing Director, UBS
Axiata Pre-Retreat (2nd session) – Building an ICT Business presented by
Virtual October 18, 2021
Jose Cerdan, CEO TEF Tech / Chief Business Solutions Officer
Axiata Pre-Retreat (3rd session) – Economist: Macro & Market – speaker
from Khazanah Nasional Berhad, Nick Khaw: Director & Head, Khazan Virtual October 22, 2021
Research & Mohamed Ridzuan Mohamed, Director, Khazanah Research

PT XL Axiata Tbk
 Corporate Governance

Yasmin Stamboel Wirjawan

Date of
Training/Workshop Venue
Implementation

Workshop for Independent Commissioner, NRC & BAC PT XL Axiata Tbk Virtual June 4, 2021
Axiata Risk and Compliance Conference 2021 - Embracing Shifting Trends Virtual July 16, 2021
Board Development Program – Indonesian Economy Outlook Virtual July 28, 2021
5G Course for Executives: 5G Overview and Key Technology Drivers Virtual August 24, 2021
5G Course for Executives: 5G Business Opportunities Virtual September 16, 2021
Enterprise Risk
Enterprise Risk Governance Certification Management September 8, 2021
Academy

Integrated Annual Report 2021

Pre-Retreat (1st session) – Sector Outlook and TSR Expectation Presented by
Virtual October 6, 2021
Navin Killa, Managing Director, USB
Axiata Pre-Retreat (2nd session) – Building an ICT Business Presented by Jose
Virtual October 13, 2021
Cerdan, CEO TEF Tech/Chief Business Solutions Officer
Axiata Pre-Retreat (3rd session) – Economist: Macro & Market – Speaker from
Khazanah Nasioanl Berhad, Nick Khaw: Director & Head, Khazan Research & Virtual October 22, 2021
Mohamed Ridzuan Mohamed, Director, Khazanah Research
Axiata Pre-Retreat (4th session) – Value Creation, Presented by Gopal Vittal,
Virtual October 26, 2021
CEO, Bharti Airtel

Muliadi Rahardja
Date of

155
Training/Workshop Venue
Implementation

Workshop for Independent Commissioner, NRC & BAC PT XL Axiata Tbk. Microsoft Teams June 4, 2021

05
Board Development Program - Indonesian Economy Outlook Virtual July 28, 2021
5G course for executives: 5G overview and key technology drivers Microsoft Teams August 24, 2021
5G course for executives: 5G business opportunities Microsoft Teams September 16, 2021
Pre-Retreat (1st session) - Sector Outlook and TSR Expectation Virtual October 6, 2021
presented by Navin Killa, Managing Director, UBS
Axiata Pre-Retreat (2nd session) – Building an ICT Business presented by Virtual October 13, 2021
Jose Cerdan, CEO TEF Tech / Chief Business Solutions Officer
Axiata Pre-Retreat (3rd session) – Economist: Macro & Market – speaker
October 22, 2021
from Khazanah Nasional Berhad, Nick Khaw: Director & Head, Khazanah Virtual
Research & Mohamed Ridzuan Mohamed, Director, Khazanah Research
Axiata Pre-Retreat (4th session) – Value Creation, presented by Gopal October 26, 2021
Virtual
Vittal, CEO, Bharti Airtel

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

INDUCTION PROGRAM 3. Results of Assessment

The Board of Commissioners as an organ of
The Company has an Induction Program for every newly the Company has carried out their duties and
appointed member of the Board of Commissioners responsibilities in accordance with prevailing
and Board of Directors. The Induction Program is regulations, including the Articles of Association
organized by the Corporate Secretary in the form of with recommendation for improvement on the
presentation on the Company’s fundamental matters board structure and composition.
as follows:
1. The Company’s strategy, which includes business PERFORMANCE ASSESSMENT FOR
plans, branding, and technology and networks. COMMITTEES UNDER THE BOARD OF
2. Presentation of Governance includes: COMMISSIONERS
a. Duties, responsibilities and authorities as members
Integrated Annual Report 2021

of the Board of Directors and/or the Board of In carrying out its duties, the Board is assisted by
Commissioners. committees directly responsible to the Board, namely
b. Policies related to governance. the Board of Audit Committee, the Nomination and
Remuneration Committee, and the Board Risk and
In 2021 there is no new member of the Board of Compliance Committee.
Commissioners, therefore, there is no Board Induction
Program. In general, the Board of Commissioners considers that
all Committees have performed their duties efficiently
PERFORMANCE ASSESSMENT OF THE and in accordance with GCG principles as well as the
BOARD OF COMMISSIONERS Company’s objective. This assessment was made with
the criteria based on the report of implementation
Assessment through the General Meeting of duties and responsibilities, submitted by each
of Shareholders Committee, as disclosed in this Integrated Annual
156

The collegial performance assessment for each financial Report.

year is reported in the Annual General Meeting of
Shareholders. The General Meeting of Shareholders THE BOARD OF COMMISSIONERS
05

provides full release and discharge of responsibilities SUPERVISORY REPORT IN 2021

(acquit et de charge) to the Board of Commissioners
for its supervisory function in 2021. The BOC oversight activities in 2021 covered the
following areas:
Self-Assessment 1. Implementation of the Company’s annual business
The Company conducted a self-assessment on the plan approved at the end of the previous fiscal year;
Board of Commissioners and Directors in 2021, which 2. The Company’s operating performance and quarterly
includes Board Effectiveness, peer-to-peer assessment audit results;
with fellow members of the Board of Commissioners 3. Company’s plan of the selling of telecommunication
and Cross Board Assessments with each member Tower;
of the Board of Directors. This assessment includes 4. Implementation of CSR programs in supporting
understanding the roles, duties and responsibilities as and contributing to the public, government and
well as evaluating the Company’s GCG. The result of community, as well as XL Axiata’s employees during
this assessment will be used as recommendation for the pandemic;
the Company’s GCG improvement as well as one of 5. The conditions of company’s operations and
the considerations for the Board of Commissioners employee’s welfare during the pandemic;
to be reappointed. 6. Implementation of succession plan of members of
the BOD and mentoring of senior talents;
1. Assessor 7. Implementation of new policies and regulations such
Th e pa r ty ca r r y i n g o u t th e Ass ess m e n t as Omnibus Law, anti bribery and anti corruption
is the PT Deloitte Konsultan Indonesia, Member policies, new business license and other policies;
of Deloitte Touche Tohmatsu Limited. 8. Implementation of good corporate governance;
2. Assessment Method 9. Implementation of risk management including
The Assessment Method is done through a evaluation results of risk management practices
questionnaire that must be completed by each in XL Axiata;
member of the Board of Commissioners. 10. Acquisition Plan, including Loewy and Helix Project.

PT XL Axiata Tbk
 Corporate Governance

Integrated Annual Report 2021

157
05

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

REMUNERATION

REMUNERATION PROCEDURE FOR THE BOARD OF DIRECTORS AND BOARD OF

COMMISSIONERS

Remuneration for the Board of Directors and Board of Commissioners of the Company is determined through
the General Meeting of Shareholders as follows:
1. Give authority to the Nominating and Remuneration Committee to determine salary, bonus and other
benefits for members of the Board of Commissioners in accordance with the structure, policy and amount
of remuneration based on the Company’s remuneration policy for the relevant financial year.
2. Give authority to the Board of Commissioners of the Company to determine the salary amount, bonus
and other benefits for members of the Board of Directors in accordance with the structure, policy and
amount of remuneration based on the Company’s remuneration policy for the relevant financial year.
Integrated Annual Report 2021

Remuneration for the Board of Commissioners and Board of Directors is determined by taking into account
the Company’s and individual targets, comparison with similar industries, non-monetary benefits as well as
the individual and Company’s performance. The amount of each remuneration is evaluated from time to time
to ensure that the remuneration remains in accordance with the conditions in the market.

The Board of Commissioners is responsible for overseeing the implementation of the Remuneration
Policy including evaluating the implementation of the Remuneration Policy periodically.

GMS
158
05

Authority to the
Nominating & Authority to BOC
Remuneration Committee

Nominating &
Remuneration Committee
Recommendation

Stipulation of BOC Salary Stipulation of BOD Salary

PT XL Axiata Tbk
 Corporate Governance

REMUNERATION STRUCTURE

The remuneration structure for the Board of Commissioners and the Board of Directors is stipulated in the
Remuneration for Senior Executive Policy as follows:
1. Basic Salary.
2. Benefit.
3. Bonus (only for members of the Board of Directors)

TOTAL REMUNERATION IN 2021

Total remuneration for the Board of Commissioners and Board of Directors in 2021 is IDR 38,721.08 million,
with details as follows:

Integrated Annual Report 2021

Board of Commissioners
Benefits

Name Salary Other

Holiday
Meeting Transport Telecommunication Routine
Benefits
Benefits

M. Chatib Basri V V V V V -
Tan Sri Jamaludin Ibrahim * V V - - - -
Dato’ Mohd Izzaddin Idris V V - - V -
Vivek Sood V V - - V V
Dr. David R. Dean V V - - V -

159
Dr. Hans Wijayasuriya V V - - V -
Yasmin Stamboel Wirjawan V V V V V V
Muliadi Rahardja V V V V V V

05
Julianto Sidarto V V V V V V
Total 2021
9,716.00 837.00 480.00 33.43 779.00 932.30
(in millions of Rupiah)

Board of Directors
Benefits

Name Salary Other Bonus

Housing Transport Telecommunication Routine Benefits
Benefits

Dian Siswarini V - V V - V V
Budi Pramantika V - V V - V V
Yessie Dianty Yosetya V - V V V V V
Abhijit Jayant
V V V V V V V
Navalekar
David Arcelus Oses V V V V V V V
I Gede Darmayusa V - V V V V V
Total 2021
(in millions of 29,005.08 1,392.05 2,040.00 155.95 2,109.04 4,837.87 50,266.13
Rupiah)

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

BOARD AUDIT
COMMITTEE

The Board Audit Committee of the Company

(“BAC”) was established through the Board
of Commissioners’ Decision No. 1/05 dated
February 28, 2005 and is responsible to the
Board of Commissioners (“BOC”). The BAC
has met the following criteria:
1. Article 28 Paragraph 4 of OJK Regulation
No. 33/POJK.04/2014 dated 8 December
2014 concerning Board of Directors and
Board of Commissioners of Issuers or
Public Companies.
Integrated Annual Report 2021

2. OJK Regulation No. 55/POJK.04/2015 dated

23 December 2015 on the Establishment
and Guidelines of the Audit Committee
(“POJK No. 55/POJK.04/2015”).

Julianto Sidarto As at December 31, 2021, the Board Audit
Committee Chair Committee in the Company is as follows:
60 years old, Indonesian

Basis of Appointment Trainings in 2021

Resolution of the Board of Commissioners No.1/19 Throughout 2021 Mr. Sidarto participated in 7 (seven)
dated 14 February 2019 effective at the closing of training sessions in support of his duties and responsibilities
160

the Annual General Meeting of Shareholders on April as a member of the Board Audit Committee.
29, 2019.
The trainings he participated in 2021 are as follows:
05

Terms of Appointment
From April 29, 2019 until the closing of GMS in 2024. Date of
Training/Workshop Venue
Implementation

Educational Background Workshop for Independent

Microsoft
Commissioner, NRC & BAC June 4, 2021
Refer to Chapter 3 of this Integrated Annual Report PT XL Axiata Tbk.
Teams

under Profiles of the Board of Commissioners on Board Development

page 74. Program - Indonesian Virtual July 28, 2021
Economy Outlook

5G course for executives:

Professional Experience 5G overview and key
Microsoft
August 24, 2021
Teams
Refer to Chapter 3 of this Integrated Annual Report technology drivers

under Profiles of the Board of Commissioners on 5G course for executives: Microsoft

September 16, 2021
5G business opportunities Teams
page 74.
Pre-Retreat (1st session)
- Sector Outlook and TSR
Concurrent Position Expectation presented Virtual October 6, 2021
by Navin Killa, Managing
Refer to Chapter 3 of this Integrated Annual Reportt Director, UBS
under Profiles of the Board of Commissioners on Axiata Pre-Retreat (2nd
page 74. session) – Building an ICT
Business presented by Jose
Virtual October 18, 2021
Cerdan, CEO TEF Tech /
Statement of Independence Chief Business Solutions
Officer
Pursuant to the Terms of Reference and referring to
Axiata Pre-Retreat (3rd
the Article 5 OJK Regulation No. 55/ POJK.04/2015, session) – Economist: Macro
& Market – speaker from
the Board Audit Committee shall act independently Khazanah
in carrying out its duties and responsibilities. All Nasional Berhad, Nick Khaw: Virtual October 22, 2021
Director & Head, Khazan
members of the Board Audit Committee have met Research & Mohamed
Ridzuan Mohamed, Director,
the requirement of independence as set out under the Khazanah Research
Personal Statement, signed at the time of appointment
and documented by the Corporate Secretary.

PT XL Axiata Tbk
 Corporate Governance

Integrated Annual Report 2021

Muliadi Rahardja
Member
62 years old, Indonesian

Basis of Appointment Trainings in 2021

Resolution of the Board of Commissioners No. 1/19 Throughout 2021 Mr. Rahardja participated in 8 (eight)
dated February 14, 2019 effective at the closing of training sessions in support of his duties and responsibilities

161
the Annual General Meeting of Shareholders on April as a member of the Board Audit Committee.
29, 2019.
The trainings he participated in 2021 are as follows:

05
Terms of Appointment Date of
Training/Workshop Venue
April 29, 2019 until the closing of GMS in 2024. Implementation

Workshop for Independent

Educational Background Commissioner, NRC & BAC PT
XL Axiata Tbk.
Microsoft Teams June 4, 2021

Refer to Chapter 3 of this Integrated Annual Report

Board Development Program - Virtual
July 28, 2021
under Profiles of the Board of Commissioners on Indonesian Economy Outlook
page 73. 5G course for executives: 5G
overview and key technology Microsoft Teams August 24, 2021
drivers
Professional Experience 5G course for executives: 5G September 16,
Microsoft Teams
Refer to Chapter 3 of this Integrated Annual Report business opportunities 2021

under Profiles of the Board of Commissioners on Pre-Retreat (1st session)

- Sector Outlook and TSR
page 73. Expectation presented by
Virtual October 6, 2021

Navin Killa, Managing Director,

UBS
Concurrent Position
Axiata Pre-Retreat (2nd
Refer to Chapter 3 of this Integrated Annual Report session) – Building an ICT
Virtual October 13, 2021
Business presented by Jose
under Profiles of the Board of Commissioners on page Cerdan, CEO TEF Tech / Chief
73. Business Solutions Officer

Axiata Pre-Retreat (3rd

session) – Economist: Macro
Statement of Independence & Market – speaker from
Pursuant to the Terms of Reference and referring to Khazanah
Nasional Berhad, Nick Khaw: Virtual
October 22, 2021
the Article 5 of OJK Regulation No. 55/ POJK.04/2015, Director & Head, Khazan
Research & Mohamed Ridzuan
the Board Audit Committee shall act independently Mohamed, Director, Khazanah
in carrying out its duties and responsibilities. All Research

members of the Board Audit Committee have met Axiata Pre-Retreat (4th
session) – Value Creation, October 26, 2021
Virtual
the requirement of independence as set out under the presented by Gopal Vittal, CEO,
Bharti Airtel
Personal Statement, signed at the time of appointment
and documented by the Corporate Secretary.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Basis of Appointment
Circular Resolution of the Board of Commissioners
dated 2 March 2021, effective on 1 April 2021 until
the closing of GMS in 2024.

Terms of Appointment
1 April 2021 until the closing of GMS in 2024.

Educational Background
• Bachelor of Economics, Universitas Trisakti, 1991

Professional Experience
• Audit Committee Member of Bank Jago Tbk (2021
- Present)
• Audit Committee Member of the Company (2021
- Present)
Integrated Annual Report 2021

• Audit Committee Member of Indonesian Investment

Authority (2021 - present)
• Audit Committee Member of PT Unilever Indonesia
(2021 - present)
• Audit Committee Member of PT Medela Potentia
(October 2020 - December 2021)
• Member of Professional Ethic Committee in Indonesian
Nita Skolastika Ruslim Institute of Certified Public Accountant (2017 - 2019)
Member • Member of Governance Board of Partners in Kantor
53 years old, Indonesian Akuntan Publik Tanudiredja, Wibisana, Rintis & Rekan
(a member of the PricewaterhouseCoopers networks
of firms) (2012 - 2019)
Trainings in 2021 • Head of Telecommunication, Info-com and Entertainment
162

Throughout 2021 Ms. Ruslim participated in 13 (thirteen) (TICE), and Consumer and Industrial Products (CIPS)
training sessions in support of her duties and responsibilities at Kantor Akuntan Publik Tanudiredja, Wibisana, Rintis
as a member of the Board Audit Committee. & Rekan (a member of a PricewaterhouseCoopers
05

network of firms) (2008 - 2014)

The trainings she participated in 2021 are as follows: • Head of Audit Methodology Implementation Partner
Date of and Human Capital Development at Kantor Akuntan
Training/Workshop Venue
Implementation Publik Tanudiredja, Wibisana, Rintis & Rekan (a member
Implikasi konvergensi IFRS terhadap of the PricewaterhouseCoopers networks of firms)
pajak penghasilan perusahaan terbuka February 23, 24,
dan upaya konformitas akuntansi
Zoom Meeting
26, 2021 Indonesia (2008 - 2014)
dengan pajak berdasarkan filter fiskal • Member of Disciplinary Committee at Indonesian
Workshop for Independent
Microsoft Institute of Certified Public Accountant (2008 - 2010)
Commissioner, NRC & BAC PT XL June 4, 2021
Axiata Tbk
Teams • Head of Corporate Responsibility in Kantor Akuntan
Pelatihan wajib akuntan public 2021 Zoom Meeting June 8-9, 2021 Publik Tanudiredja, Wibisana, Rintis & Rekan (a
Digital Leadership Zoom Meeting June 11, 2021 member of the PricewaterhouseCoopers networks
Microsoft
of firms) (2005 - 2012)
Indonesia Economy Outlook July 2021
Teams

Overview Standar Akuntansi yang

Zoom Meeting
August 9, 12, 13, Concurrent Position
berlaku efektif tahun 2021 2021
Aside from being a member of the Board Audit Committee,
5G Course for Executives: 5G Overview Microsoft
and Key Technology Drivers Teams
August 24, 2021 Ms. Ruslim is also a member of the Audit Committee
5G Course for Executives: 5G Business Microsoft September 16,
in PT Bank Jago Tbk, Indonesian Investment Authority,
Opportunities Teams 2021 PT Unilever Tbk, and PT Medela Potentia.
Governance & stabilitas sistem
Zoom Meeting September 17, 2021
keuangan
Statement of Independence
Tanggung jawab komite audir saat
perseroan tersangkut masalah hukum Zoom Meeting
September 23, Pursuant to the Terms of Reference and referring to
2021
terkait laporan keuangan the Article 5 OJK Regulation No. 55/ POJK.04/2015,
PwC 2021 Technical Update Zoom Meeting October 29, 2021 the Board Audit Committee shall act independently
Year and reminder terkait issue
Zoom Meeting December 9, 2021
in carrying out its duties and responsibilities. All
akuntansi dan auditing
members of the Board Audit Committee have met
Sustainability Reporting: An Overview
of Best Practices in Australia and the requirement of independence as set out under the
Zoom Meeting December 9, 2021
perspectives from Indonesia’s Personal Statement, signed at the time of appointment
landscape
and documented by the Corporate Secretary.
PT XL Axiata Tbk
 Corporate Governance

Benny Redjo Setyono

Member
61 years old, Indonesian

Integrated Annual Report 2021

Basis of Appointment
Resolution of the Board of Commissioners No. 1.S/19
dated April 29, 2019 effective on 1 July 2019.

Terms of Appointment
1 July 2019 until the closing of GMS in 2024.
Concurrent Position
Educational Background Aside from being a member of the Board Audit
1. Master of Accounting, University of Southern Committee in the Company, Mr. Setyono is currently
California, 1992 also serving as Vice President Director of PT Industri
2. Master of Business Administration, University of and Perdagangan Bintraco Dharma Tbk, Independent
Southern California, 1991 Commissioner, as well as member of the Audit and
3. Bachelor of Economics, Universitas Indonesia, 1985 GCG Committees at PT Mitra Pinasthika Mustika Tbk,

163
4. Certificate of Risk Management Level 4 from Independent Commissioner and Chairman of Risk
Indonesia Life Insurance Association as obtained Committee at PT Astra Aviva Life Indonesia, Independent
in 2017 was included in prior year Commissioner and Chairman of the Audit Committee

05
at PT Asuransi Jiwa Astra Life
Professional Experience
1. Advisor PT Argo Manunggal International (2012– Statement of Independence
2018) Pursuant to the Terms of Reference and referring to
2. Independent Commissioner and Chairman of the the Article 5 of OJK Regulation No. 55/ POJK.04/2015,
Audit Committee at PT Asuransi Jiwa Astra Life the Board Audit Committee shall act independently
(2020 - present) in carrying out its duties and responsibilities. All
3. Audit Committee Member of the Company (2019 members of the Board Audit Committee have met
- Present) the requirement of independence as set out under the
4. Independent Commissioner and Member of Audit Personal Statement, signed at the time of appointment
& GCG Committee at PT Mitra Pinasthika Mustika and documented by the Corporate Secretary.
Tbk (2019 - present)
5. Vice President Director of PT Industri dan Perdagangan Trainings in 2021
Bintraco Dharma Tbk (2014 - Present) Throughout 2021 Mr. Setyono participated in 3 (three)
6. Independent Commissioner and Chairman of Risk training sessions in support of his duties and responsibilities
Committee at PT Astra Aviva Life Indonesia (2014 as a member of the Board Audit Committee.
- present)
7. President Director of PT Jakarta Cakratunggal The trainings he participated in 2021 are as follows:
Steel Mills (2014 - 2018) Date of
Training/Workshop Venue
8. Member of Audit Committee at PT Unilever Indonesia Implementation

Tbk (2004 - 2016) Workshop for Independent

Commissioner, NRC & BAC PT Microsoft Teams June 4, 2021
9. Director of PT Toyota Astra Motor (2003 - 2011) XL Axiata Tbk.
10. Director of PT Toyota Motor Manufacturing Indonesia 5G course for executives: 5G
(2000 - 2003) overview and key technology Microsoft Teams Agustus 24, 2021
drivers
11. Lecturer of Bachelor program, Master of Management,
Master of Accounting Universitas Indonesia (1985 5G course for executives: 5G
Microsoft Teams
September 16,
business opportunities 2021
- Present)

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

BOARD CHARTER ROLES AND THE BOARD AUDIT

RESPONSIBILITIES OF THE COMMITTEE MEETING
The BAC has a Charter in the form BOARD AUDIT COMMITTEE POLICY
of Terms of Reference as working
guideline and basis that has been Based on the Board Charter, the Board Audit Committee Meeting is
reported to the Financial Services following are the main duties and regulated under the Terms of Reference
Authority on 18 November 2013 responsibilities of the BAC: in accordance with POJK No. 55/
through Letter No.163/CSEC/XI/2013 1. Company oversight on internal POJK.04/2015 whereby the Board
dated 18 November 2013. co n t ro l a n d g ove r n a n ce is required to convene a Meeting at
implementation. least once in three months.
The Company has updated the Board 2. Review of financial reporting
Audit Committee Terms of Reference processes.
on 4 November 2020. The latest Audit 3. Review and recommendation
Integrated Annual Report 2021

Committee Terms of Reference is of external auditors.

available on the Company’s website 4. Supervise Internal Audit function.
(www.xlaxiata.co.id) 5. Review and recommendation
of material, affiliated and
related party transactions.
Audit Committee Meeting Policy

BOARD AUDIT COMMITTEE MEETING FREQUENCY AND ATTENDANCE

Throughout 2021, the Board Audit Committee convened 8 (eight) meetings with all members attending. The
details of the meetings are as follows:
164

Board Audit Committee

Date Agenda
05

• Internal Audit & Investigation Update

January 28, 2021 • Regulatory Update on Omnibus Law
• ABAC Compliance Update
• Financial Statement of Q4 2020
February 3, 2021
• Financial & Operational Result of Q4 2020
March 9, 2021 • High Risk Transaction Assessment Update
• Internal Audit & Investigation Update
April 19, 2021 • Regulatory Update on IMEI Regulation and Omnibus Law
• ABAC Compliance Update
• Financial Statement of Q1 2021
April 21, 2021 • Financial & Operational Result of Q1 2021
• Internal Audit Charter Update
• Internal Audit & Investigation Update
• Regulatory Update on IMEI Regulation, Omnibus Law, and Commitment for Non-3T
July 22, 2021
Area Development
• ABAC Compliance Update
• Financial Statement of Q2 2021
July 27, 2021
• Financial & Operational Result of Q2 2021
October 12, 2021 • Company Acquisition Project Update
• Financial Statement of Q3 2021
October 28, 2021
• Financial & Operational Result of Q3 2021
• Internal Audit & Investigation Update
• Internal Audit Manual Update
• Regulatory Update on Commitment for Non-3T Area Development and Minister
November 1, 2021
Regulation No. 437 of September 2021.
• SORMIC Update
• Affiliated Transaction Update

PT XL Axiata Tbk
 Corporate Governance

Date Agenda

• Internal Audit Business Plan 2022

December 3, 2021
• SORMIC Result 2021
December 6, 2021 • Company Acquisition Project Update
December 13, 2021 • Company Acquisition Project Update

BOARD AUDIT COMMITTEE ACTIVITY REPORT 2021

In 2021, the BAC has carried out activities including Based on the work and reports of the Audit
reporting on the following matters quarterly in accordance Division, independent auditor, and the Company’s
with the duties and responsibilities of the BAC in the management, the Board Audit Committee believes
Terms of Reference: that the Company’s internal control system

Integrated Annual Report 2021

is adequate and at an acceptable level for the
1. Review of Compliance with the Applicable Laws Company’s business environment. The Board Audit
and Regulations Committee also emphasised that along with the
The Board Audit Committee reviewed the Company’s changing business environment and arising new
Management’s compliance with the applicable laws problems, risk management and internal control
and regulations. The review is performed through framework needs to be continuously improved.
compliance self-assessment by Management. Based 4. Review on Independence of External Auditor for
on the review, the Board Audit Committee did not the Company
find any non-compliance issue with the applicable The Board Audit Committee reviewed independence
laws and regulations by Management with respect of Kantor Akuntan Publik Tanudiredja, Wibisana, Rintis
to the regulations promulgated by OJK, Indonesia & Rekan (a member of the PricewaterhouseCoopers
Stock Exchange, and other laws/regulations relevant networks of firms), and obtained confirmation from
with the Company’s business activities. The Board Kantor Akuntan Publik Tanudiredja, Wibisana, Rintis

165
Audit Committee further noted that management & Rekan (a member of the PricewaterhouseCoopers
continued to exert efforts to implement good networks of firms) that they worked independently
corporate governance in 2021. and did not have conflict of interests in auditing

05
2. Review of Financial Results the Company’s financial statements.
Based on the independent auditor’s review on the 5. Review on the Implementation of Audit Service
Company’s financial results and representation made Delivery on the Company’s Annual Financial Statement
by the Board of Directors, the Board Audit Committee by External Auditor
concluded that the annual consolidated financial The Board Audit Committee evaluated the
statements were prepared in accordance with implementation of audit service delivery of the
Indonesian Generally Accepted Accounting Principles. Company’s annual financial statement by Public
The Board Audit Committee recommended to the Accounting Firm Tanudiredja, Wibisana, Rintis & Rekan,
Board of Directors, through Board of Commissioners, that covers the conformity of audit implementation
that the audited financial statements for the year with the applicable auditing standard, the adequacy
ending on December 31, 2021 to be included in of fieldwork period, the assessment of audit scope
the Company’s Annual Report to Shareholders coverage and adequacy of audit sampling, and
and filed to OJK. recommendation for improvement provided by
3. Review of Internal Control and Risk Assessment the external auditor.
The Board Audit Committee reviewed and reported 6. Review on the Implementation of Non-Assurance
adequacy, effectiveness and reliability of the internal Service by External Auditor
control system based on the Company’s management’s The Board Audit Committee has reviewed and
self-assessment. The Board Audit Committee also approved the non-assurance services conducted
reviewed Annual Internal Control Assurance Letter by several companies affiliated with the Public
submitted to the Board Audit Committee. For this Accounting Firm Tanudiredja, Wibisana, Rintis
evaluation process, The Company adopted the & Rekan as external auditor, that include fee of
Committee of the Sponsoring Organizations of the non-assurance services, scope of work, potential
Treadway Commission (“COSO”) Internal Control conflict of interest, and appropriate safeguarding
Integrated Framework. in accordance to the company policy.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

NOMINATING AND
REMUNERATION
COMMITTEE
In accordance with OJK Regulation No.
34/POJK.04/2014 on the Nomination and
Remuneration Committee of Issuers or Public
Companies, the Company has a Nominating
and Remuneration Committee in place. As of
December 31, 2021, members of the Committee
are as follows:

Muliadi Rahardja
Integrated Annual Report 2021

Committee Chair
62 years old, Indonesian

Basis of Appointment
Decision of the Board of Commissioners No. 03/2017
dated August 15, 2017 and automatically extended
with his terms of office as Independent Commissioner
of the Company.

Terms of Appointment
From 2019 until the closing of GMS in 2024.
166

Concurrent Positions The trainings he participated in 2021 are as follows:

Refer to Chapter 3 of this Integrated Annual Report
05

Date of
Training/Workshop Venue
under Profiles of the Board of Commissioners on Implementation

page 73. Workshop for Independent

Commissioner, NRC & BAC PT Microsoft Teams June 4, 2021
XL Axiata Tbk.
Educational Background
Board Development Program - Virtual
July 28, 2021
Refer to Chapter 3 of this Integrated Annual Report Indonesian Economy Outlook
under Profiles of the Board of Commissioners on 5G course for executives: 5G
overview and key technology Microsoft Teams August 24, 2021
page 73. drivers

5G course for executives: 5G September 16,

Microsoft Teams
Professional Experience business opportunities 2021

Refer to Chapter 3 of this Integrated Annual Report Pre-Retreat (1st session)

- Sector Outlook and TSR
under Profiles of the Board of Commissioners on Expectation presented by
Virtual October 6, 2021

page 73. Navin Killa, Managing Director,

UBS

Axiata Pre-Retreat (2nd
Statement of Independence session) – Building an ICT
Virtual October 13, 2021
Business presented by Jose
In reference to the Charter, the Committee carries out Cerdan, CEO TEF Tech / Chief
professional and independent duties and responsibilities Business Solutions Officer

without any interference from any parties and shall Axiata Pre-Retreat (3rd
session) – Economist: Macro
adhere to the prevailing legislations and regulations. & Market – speaker from
All Committee Members shall and have signed the Khazanah
Nasional Berhad, Nick Khaw: Virtual
October 22, 2021
Independence Statement during the committee Director & Head, Khazan
Research & Mohamed Ridzuan
establishment. Mohamed, Director, Khazanah
Research

Trainings in 2021 Axiata Pre-Retreat (4th

session) – Value Creation, October 26, 2021
Virtual
Throughout 2021 Mr. Rahardja participated in 8 (eight) presented by Gopal Vittal, CEO,
Bharti Airtel
training in support of his duties and responsibilities
as a member of the Nominating and Remuneration
Committee.

PT XL Axiata Tbk
 Corporate Governance

Trainings in 2021
In 2021, Mr. Idris participated in various training to
support his role as member of the Nominating and
Remuneration Committee. Below is a list of all the
trainings he participated in:
Date of
Training/Workshop Venue
Implementation

CGS-CIMB Annual Malaysia Virtual

Virtual January 6, 2021
Corporate Day

Virtual Supplier Forum 2021

1. The Axiata Enterprise Innovation
Factory Enabled by Tony Kalcina,
CIO APAC TechMahindra.
2. Virtual Supplier Forum 2021
Unleash Power of Digitalisation,
Virtual January 21, 2021
Bring New Value to Axiata by

Integrated Annual Report 2021

Bruce Hsiao, Huawei.
3. Axiata 5.0 Transformation Realized:
Leveraging Innovation to Unlock
Shareholder Value by Tom Loozen,
Bharat Bhargava, E&Y

Anti-Bribery & Anti-Corruption

Virtual February 2, 2021
Awereness

Majlis Pelancaran MyDIGITAL Blueprint

Virtual February 19, 2021
Ekonomi Digital Malaysia by YAM PM

Telco Report presentation by Arthur

Dato' Mohd Izzaddin Idris D Little
Virtual April 23, 2021

Member SLT meeting – Trends in Southeast

Virtual May 18, 2021
Asia’s Digital Sectors by RedSeer
59 years old, Malaysian
Infrastructure Funding presentation by
Virtual June 9, 021
Arthur D Little

Majlis Pelancaran Dasar 4IR Negara

oleh YB Dato’ Sri Mustapa Mohamed,

167
Basis of Appointment Menteri di Jabatan Perdana Menteri
Virtual July 1, 2021
(Ekonomi) dan Khairy Jamaludin,
Resolution of the Board of Commissioners No. 02.S/20 Menteri Sains, Teknologi and Inovasi
(MOSTI)
dated 5 June 2020.

05
Insights on US Geopolitics & Economy
(Presentation by James Quigley of Virtual July 8,2021
Terms of Appointment BoFA)

2020 until the closing of GMS in 2024. Axiata/Google Cloud Leadership

Virtual July 8, 2021
Forum

Rising Above COVID-19: Reimagining

Concurrent Positions Work in Malaysia and Beyond (PNB)
Virtual July 14, 2021

Refer to Chapter 3 of this Integrated Annual Report Axiata Risk & Compliance Conference
under Profiles of the Board of Commissioners on 2021 organized by Group Risk & Virtual July 16, 2021
Compliance
page 69.
Indonesia Economy Outlook presented
Virtual July 28, 2021
by Mandiri Sekuritas
Educational Background 5G course for executives: 5G overview
Refer to Chapter 3 of this Integrated Annual Report and key technology drivers organized Virtual August 24, 2021
by Ericsson
under Profiles of the Board of Commissioners on
5G course for executives: 5G business
page 69. opportunities organized by Ericsson
Virtual September 16, 2021

Khazanah Megatrends Forum Virtual October 4-5, 2021

Professional Experience Pre-Retreat (1st session) – Sector
Refer to Chapter 3 of this Integrated Annual Report Outlook and TSR Expectation
Virtual October 6, 2021
presented by Navin Killa, Managing
under Profiles of the Board of Commissioners on Director, UBS
page 69. Axiata Pre-Retreat (2nd session) –
Building an ICT Business presented
Virtual October 13, 2021
by Jose Cerdan, CEO TEF Tech/Chief
Statement of Independence Business Solutions Officer

In reference to the Charter, the Committee carries out Axiata Pre-Retreat (3rd session) –
Economist: Macro & Market – speaker
professional and independent duties and responsibilities from Khazanah Nasional Berhad,
without any interference from any parties and shall Nick Khaw: Director & Head, Khazan Virtual October 22, 2021
Research & Mohamed Ridzuan
adhere to the prevailing legislations and regulations. Mohamed, Director, Khazanah
Research
All Committee Members shall and have signed the
Axiata Pre-Retreat (4th session) –
Independence Statement during the committee Value Creation, presented by Gopal Virtual October 26, 2021
establishment. Vittal, CEO, Bharti Airtel

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021 Corporate Governance

B.T. Lim
Member
71 years old, Indonesian

Basis of Appointment Statement of Independence

Circular Resolution of the Board of Commissioners In reference to the Charter, the Committee carries out
dated 13 March 2015, and he continues his term as professional and independent duties and responsibilities
Committee Member. without any interference from any parties and shall
168

adhere to the prevailing legislations and regulations.

Terms of Appointment All Committee Members shall and have signed the
From 2019 until the closing of GMS in 2024. Independence Statement during the committee
05

establishment.
Concurrent Positions
Independent Commissioner of PT Erajaya Swasembada Trainings in 2021
Tbk. In 2021, Mr. Lim participated in the Company’s
Workshop for Independent Commissioners NRC &
Educational Background BAC to support his role as member of the Nominating
Degree, Computer Science NOVI, Amsterdam, The and Remuneration Committee.
Netherlands, 1971.
Date of
Training/Workshop Venue
Professional Experience Implementation

Aside from serving as Independent Commissioner of Workshop for Independent

PT Erajaya Swasembada Tbk, he also has 29 years of Commissioner, NRC & BAC PT
XL Axiata Tbk.
Microsoft Teams June 4, 2021

experience in various key/strategic positions such as

Director or CEO in world-class multinational companies
such as Hewlett Packard Indonesia and Smartfren
Telecom. He’s also had 11 years of prior experience
working as Senior Management in various IT companies
in the Netherlands.

PT XL Axiata Tbk
 Corporate Governance

Integrated Annual Report 2021

Mochamad Hira Kurnia
Member
49 years old, Indonesian

Basis of Appointment Trainings in 2021

Resolution of the Board of Commissioners No. 1/21 In 2021, Mr. Kurnia participated in various training to
dated 11 February 2021. support his role as member of the Nominating and
Remuneration Committee. Below is a list of all the

169
Period of Appointment trainings he participated in:
2021 until the closing of GMS 2024.

05
Date of
Training/Workshop Venue
Concurrent Positions Implementation

Mr. Kurnia currently does not hold any concurrent Workshop for Independent
Microsoft
Commissioner, NRC & BAC PT XL June 4, 2021
position both in the Company as well as other companies. Axiata Tbk
Teams

Agile stakeholders engagement Zoom

June 14-15, 2021
Educational Background: workshop Meeting

1. Master’s Degree in Business Administration and 5G Course for Executives: 5G Overview Microsoft
August 24, 2021
and Key Technology Drivers Teams
Management, Prasetiya Mulya University, 2017.
5G Course for Executives: 5G Business Microsoft September 16,
2. Bachelor’s Degree in Engineering Telecommunication, Opportunities Teams 2021
University of Brawijaya, 1995. Privacy & Security Refresher
FUSE October 19, 2021
E-Learning

Professional Experience SCORM Privacy Module – All

FUSE November 2, 2021
Employees & Vendors
Aside from serving as Member of the Nominating
Code of Conduct SCORM FUSE November 2, 2021
and Remuneration Committee in the Company, Mr.
Enterprise Risk Management 2021 November 22,
Kurnia has also held various positions in the Human Training
FUSE
2021
Capital Department including Group Head People
Services. Prior to joining the Company, he worked at
PT Lucent Tech Australia as Lead Engineer.

Statement of Independence
In reference to the Charter, the Committee carries out
professional and independent duties and responsibilities
without any interference from any parties and shall
adhere to the prevailing legislations and regulations.
All Committee Members shall and have signed the
Independence Statement during the committee
establishment.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

DUTIES AND RESPONSIBILITIES OF references. The Charter has been adjusted with POJK
THE NOMINATING AND REMUNERATION No. 34/POJK.04/2014 and approved by the Board
COMMITTEE of Commissioners on 13 March 2015.

The main duties of the Committee are in accordance COMMITTEE MEETING POLICY
with POJK 34/POJK.04/2014 that include an analysis
of the candidates for the Board of Directors or the The Committee Meeting Policy is regulated under
Board of Commissioners as proposed in Committee the Charter and is in accordance with POJK. No.34/
meetings or through circular decisions, which are in POJK.04/2014, whereby Committee Meetings are
accordance with the requirements of the candidate’s held at least once every four months.
qualification and background. The proposal will be
brought to and approved by the GMS. COMMITTEE MEETING FREQUENCY AND
Integrated Annual Report 2021

ATTENDANCE
In addition, the Committee also reviews and provides
recommendations for compensation, including In 2021, the NRC held 5 (five meetings) to discuss
remuneration schemes for members of the Board of the following:
Commissioners, and Board of Directors by taking into 1. Membership NRC & BOC
account the position of each member which includes 2. Terms and Conditions of Directors
prevailing duties, responsibilities, and general policies. 3. Board Assessment Result 2020
4. BOC Remuneration
The General Meeting of Shareholders grants the Committee 5. 2020 CEO & Directors Scorecard Result
the authority to decide on remuneration schemes 6. 2020 Directors Scorecard
and the amount for the Board of Commissioners. 7. Director’s Succession Plan
8. Discussion on Long Term Incentive Program
COMMITTEE CHARTER 9. 2021 Corporate and CEO Scorecards
170

10. New Assignments for Directors

The Nominating and Remuneration Committee has in 11. NRC Update
place the Nominating and Remuneration Committee
05

Charter (NRC Charter) as the committee’s terms of

No. Type
No Date Agenda MR TS DI YW BT RA MHK
Meeting (R/S)

Discussion on
Membership NRC
& BOC

Director T&C

Board
Assessment
Result 2020
BOC
Remuneration
Approval
Not
February 2020 Company
1 No.01/21 R Yes Yes Yes Yes Yes No yet a
11, 2021 Scorecard Result Member
2020 Directors
Scorecard
2021 Company &
CEO Scorecard
Director’s
Succession Plan
Discussion on
Long Term
Incentive
Program

PT XL Axiata Tbk
 Corporate Governance

No. Type
No Date Agenda MR TS DI YW BT RA MHK
Meeting (R/S)

Revised Corp
Scorecard 2021
March 26,
2 No. 1.S/21 S Restatement Yes No Yes Yes Yes
2021
CEO Scorecard
2021
Director T&C
June 9, Review No No
3 No. 2.S/21 S Yes Yes longer Yes longer Yes
2021 New assignment
Director serves serves
No as NRC as NRC
With BOC: longer Member Member
serves

Integrated Annual Report 2021

October NRC Update as NRC
4 No. 3.S/21 S Yes Yes Yes Yes
8, 2021 Member
Director T&C
Review
October Director's
5 No. 2/21 R Yes Yes Yes Yes
8, 2021 Succesion Plan

Total attendance 2021 5/5 1/2 5/5 1/1 5/5 0/1 4/4

Percentage of attendance 2021 100% 50% 100% 100% 100% 0% 100%

MR : Muliadi Rahardja
TS : Tan Sri Jamaludin Ibrahim
DI : Dato’ Mohd Izzaddin Idris
YW : Yasmin Stamboel Wirjawan
BT : BT Lim
RA : Rudy Afandi
MHK : Mochamad Hira Kurnia

171
1. Tan Sri Jamalludin Ibrahim no longer serves as NRC Member as per April 23, 2021
2. Rudy Afandi no longer serves as NRC Member as per 11 February 2021
3. Yasmin Stamboel Wirjawan no longer serves as NRC Member as per 11 February 2021

05
4. Mochamad Hira Kurnia started to serve as NRC Member as per 11 February 2021

IMPLEMENTATION OF THE COMMITTEE’S DUTIES IN 2021

In performing its duties, the NRC has aligned with OJK Regulation No. 34/POJK.04/2014 dated 8 December
2014 regarding the Nominating and Remuneration Committee of Issuers or Public Companies.

The following are salient points of NRC duties throughout 2021:

1. Review NRC composition and change of NRC members;
2. Review and determine the BOC Remuneration;
3. Review the Directors performance and KPI for the year 2020;
4. Provide recommendation for the Corporate Scorecard and Directors’ Scorecard for the financial year 2021;
5. Review the implementation of Long Term Incentive Program 2016 – 2020 and provide recommendations to
the BOC;
6. Review and monitor the Board of Directors Succession Plan;
7. Conducted performance assessment process for the BOD and BOC for year 2020 supported by Corporate
Secretary.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

BOARD RISK AND

COMPLIANCE
COMMITTEE
Integrated Annual Report 2021

Yasmin Stamboel Wirjawan

Chair
53 years old, Indonesian
172

Basis of Appointment Trainings in 2021

Resolution of Annual General Meeting of Shareholders In 2021, Ms. Wirjawan participated in 10 (ten) training
05

dated April 29, 2019. sessions in order to support her role as member of
the Board Risk and Compliance Committee.
Period of Appointment
April 29, 2019 until the closing of the Annual General Those training sessions were:
Meeting of Shareholders in 2024. Date of
Training/Workshop
Venue Implementation

Concurrent Positions Workshop for Independent Commissioner,

Virtual June 4, 2021
Refer to Chapter 3 of this Integrated Integrated Annual NRC & BAC PT XL Axiata Tbk

Report under Profiles of the Board of Commissioners Axiata Risk and Compliance Conference
Virtual July 16, 2021
2021 - Embracing Shifting Trends
on page 75.
Board Development Program – Indonesian
Virtual July 28, 2021
Economy Outlook
Educational Background 5G Course for Executives: 5G Overview
Virtual August 24, 2021
Refer to Chapter 3 of this Integrated Annual Report and Key Technology Drivers

under Profiles of the Board of Commissioners on 5G Course for Executives: 5G Business

Virtual
September 16,
Opportunities 2021
page 75.
Enterprise
Risk September 8,
Enterprise Risk Governance Certification
Professional Experience Management 2021
Academy
Refer to Chapter 3 of this Integrated Annual Report
Pre-Retreat (1st session) – Sector Outlook
under Profiles of the Board of Commissioners on and TSR Expectation Presented by Navin Virtual October 6, 2021
Killa, Managing Director, USB
page 75.
Axiata Pre-Retreat (2nd session) – Building
an ICT Business Presented by Jose Cerdan,
Virtual October 13, 2021
Statement of Independence CEO TEF Tech/Chief Business Solutions
Officer
According to the Terms of Reference, All
Axiata Pre-Retreat (3rd session) –
or majority of the Committee shall be Independent Economist: Macro & Market – Speaker
commissioners who shall act independently in carrying from Khazanah Nasioanl Berhad, Nick
Virtual October 22, 2021
Khaw: Director & Head, Khazan Research
out its duties and responsibilities. & Mohamed Ridzuan
Mohamed, Director, Khazanah Research

Axiata Pre-Retreat (4th session) – Value
Creation, Presented by Gopal Vittal, CEO, Virtual October 26, 2021
PT XL Axiata Tbk Bharti Airtel
 Corporate Governance

Integrated Annual Report 2021

Julianto Sidarto
Member
60 years old, Indonesian

173
Basis of Appointment Trainings in 2021
Resolution of the Board of Commissioners No.1/19 Throughout 2021 Mr. Sidarto participated in 7

05
dated 14 February 2019 effective at the closing of (seven) training sessions in support of his duties and
the Annual General Meeting of Shareholders on April responsibilities as a member of the Board Risk and
29, 2019. Compliance Committee.

Terms of Appointment The trainings he participated in 2021 are as follows:

From April 29, 2019 until the closing of GMS in 2024. Tangal di
Pelatihan/Workshop Tempat
Selenggarakan

Concurrent Positions Workshop for Independent

Microsoft
Commissioner, NRC & BAC PT XL 4 Juni 2021
Refer to Chapter 3 of this Integrated Annual Report Axiata Tbk.
Teams

under Profiles of the Board of Commissioners on

Board Development Program -
page 74. Indonesian Economy Outlook
Virtual 28 Juli 2021

5G course for executives: 5G Microsoft

Educational Background overview and key technology drivers Teams
24 Agustus 2021

Refer to Chapter 3 of this Integrated Annual Report

5G course for executives: 5G Microsoft
under Profiles of the Board of Commissioners on business opportunities Teams
16 September 2021

page 74. Pre-Retreat (1st session) - Sector

Outlook and TSR Expectation
Virtual 6 Oktober 2021
presented by Navin Killa, Managing
Professional Experience Director, UBS
Refer to Chapter 3 of this Integrated Annual Report Axiata Pre-Retreat (2nd session) –
under Profiles of the Board of Commissioners on Building an ICT Business presented
Virtual 18 Oktober 2021
by Jose Cerdan, CEO TEF Tech /
page 74. Chief Business Solutions Officer

Axiata Pre-Retreat (3rd session)

– Economist: Macro & Market –
Statement of Independence speaker from Khazanah
According to the Terms of Reference, All or majority Nasional Berhad, Nick Khaw: Virtual 22 Oktober 2021
Director & Head, Khazan Research
of the Committee shall be Independent commissioners & Mohamed Ridzuan Mohamed,
Director, Khazanah Research
who shall act independently in carrying out its duties
and responsibilities.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Vivek Sood
Member
Integrated Annual Report 2021

57 years old, Indian

Basis of Appointment The training sessions he participated in 2021 are

Resolution of Annual General Meeting of Shareholders as follows:
dated April 29, 2019. Date of
Training/Workshop Venue
Implementation

Period of Appointment Axiata Supplier Forum 2021 Virtual January 21, 2021
April 29, 2019 until the closing of the Annual General Harvard: ASL | Shaping the
Meeting of Shareholders in 2024. Organisation through Change and Virtual February 22, 2021
Innovation | Case Discussion

Harvard: ASL | Shaping the World

174

Concurrent Positions through Change and Innovation |

Virtual February 25, 2021
Executive Panel Discussion + Thought
Refer to Chapter 3 of this Integrated Annual Report Leader Conversation
under Profiles of the Board of Commissioners on
05

March 17 – 19,
IVCA Conclave 2021 Virtual
page 72. 2021

Harvard: ASL | Digital and Disruptive

Virtual May 31, 2021
Technologies & Business Analytics
Educational Background
Refer to Chapter 3 of this Integrated Annual Report Bloomberg Deals Summit Virtual June 8, 2021

under Profiles of the Board of Commissioners on Axiata Risk & Compliance Conference
Virtual July 16, 2021
2021
page 72.
[XL Board’s Development Program]
Virtual July 28, 2021
Indonesian Economy Outlook
Professional Experience
5G course for executives: 5G overview
Refer to Chapter 3 of this Integrated Annual Report and key technology drivers
Virtual August 24, 2021

under Profiles of the Board of Commissioners on 5G course for executives: 5G business September 16,
Virtual
opportunities 2021
page 72.
Khazanah Megatrends Forum (KMF)
Virtual October 4, 2021
2021
Statement of Independence
Pre-Retreat (1st session) - Sector
According to the Terms of Reference, All or majority Outlook and TSR Expectation
Virtual October 6, 2021
presented by Navin Killa, Managing
of the Committee shall be Independent commissioners Director, UBS
who shall act independently in carrying out its duties Axiata Pre-Retreat (2nd session) –
and responsibilities. Building an ICT Business presented by
Virtual October 13, 2021
Jose Cerdan, CEO TEF Tech / Chief
Business Solutions Officer
Trainings in 2021 Axiata Pre-Retreat (3rd session) –
Throughout 2021 Mr. Sood participated in 15 Economist: Macro & Market – speaker
from Khazanah Nasional Berhad,
(fifteen) training sessions in support of his duties Nick Khaw: Director & Head, Khazan Virtual October 22, 2021
Research & Mohamed Ridzuan
and responsibilities as a member of the Board Risk Mohamed, Director, Khazanah
and Compliance Committee. Research

Axiata Pre-Retreat (4th session) –

Value Creation, presented by Gopal Virtual October 26, 2021
Vittal, CEO, Bharti Airtel

PT XL Axiata Tbk
 Corporate Governance

COMMITTEE CHARTER

The BRCC has a Charter in the form of Terms of Reference (“TOR”) as a working guideline. BRCC TOR is
available on the Company’s website (www.xlaxiata.co.id).

DUTIES AND RESPONSIBILITIES

According to the Terms of Reference, The Committee is responsible in determining whether there are robust
processes in place for identifying, assessing, and monitoring the following;
1. Key business risks to safeguard shareholders’ investment and the Company’s assets;
2. Cybersecurity risks and risks relating to data privacy;
3. Risks arising from non-compliant practices and behaviours, particularly relating to Anti-Bribery Anti-

Integrated Annual Report 2021

Corruption (ABAC).

COMMITTEE MEETING POLICY

The Committee shall meet at least four (4) times in a year. The Committee Chair shall decide if the Committee
requires an additional meeting.

COMMITTEE MEETING FREQUENCY AND ATTENDANCE

The BRCC meets at least four (4) times in a year, as well as additional meetings when needed, as decided
by the Chair.

In 2021, the BRCC met 14 (fourteen) times to discuss various topics. All members of the Committee attended

175
every meeting. Details of the meetings and meetings attendance can be found in the table below:

05
Attendance

Yasmin
Julianto Vivek
No. Date Agenda Stamboel Yofie
Sidarto Sood
Wirjawan BRCC
BRCC BRCC
BRCC Secretary
Member Member
Chairman

Ratification of Previous Minutes of

Meeting
Matters Arising from previous
January 20, Meeting
1.a Yes Yes Yes Yes
2021
Cyber Security & Data Privacy
Update
Risk & Compliance Report
Perspective on Omnibus Law
January 28,
1.b Compliance Assurance & Regulations Yes Yes Yes Yes
2021
Reporting
February 3,
1.c Financial & Operational Result Yes Yes Yes Yes
2021
March 9,
1.d High-Risk Transaction Update Yes Yes Yes Yes
2021

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Attendance

Yasmin
Julianto Vivek
No. Date Agenda Stamboel Yofie
Sidarto Sood
Wirjawan BRCC
BRCC BRCC
BRCC Secretary
Member Member
Chairman

Ratification of Previous Minutes of

Meeting
Matters Arising from previous
April 15, Meeting
2.a Yes Yes Yes Yes
2021
Cyber Security & Data Privacy
Update
Risk & Compliance Report
Integrated Annual Report 2021

Telecom Regulatory Update

April 19,
2.b Compliance Assurance & Regulations Yes Yes Yes Yes
2021
Reporting
2.c April 21, 021 Financial & Operational Result Yes Yes Yes Yes
Ratification of Previous Minutes of
Meeting
Matters Arising from previous
Meeting
July 15,
3.a Yes Yes Yes Yes
2021 Risk & Compliance Report
Cyber Security & Data Privacy
Update
Risk Analysis of Tech Partner
176

Risk & Compliance Update - ABAC

Compliance Project Update on HRT
05

July 22, Compliance Assurance & Regulations

3.b Reporting Yes Yes Yes Yes
2021
SORMIC Update
Telecom Regulatory Update
July 27,
3.c Financial & Operational Result Yes Yes Yes Yes
2021
Ratification of Previous Minutes of
Meeting
Matters Arising from previous
October Meeting
4.a Yes Yes Yes Yes
22, 2021
Cyber Security & Data Privacy
Update
Risk & Compliance Report
SORMIC Methodology & Status/
November Progress
4.b Yes Yes Yes Yes
1, 2021
Telecom Regulatory Update
October
4.c Financial & Operational Result Yes Yes Yes Yes
28, 2021
December Risk & Compliance Report - SORMIC
4.d Yes Yes Yes Yes
3, 2021 Result
Total 2021 Attendance 14/14 14/14 14/14 14/14
2021 Attendance Percentage 100% 100% 100% 100%

PT XL Axiata Tbk
 Corporate Governance

COMMITTEE ACTIVITY REPORT 2021 Reviewing/Monitoring Business

Continuity Management
In 2021, the has conducted various activities including 1. Annual data security review on the policy and
reporting on these things according to their duties procedure of Business Continuity Management
and responsibilities in the Terms of Reference: (BCM)
2. Annual data security review on BCM Program
Reviewing Main Risks Management
1. Top Risk and Emerging Risk in regards to pandemic 3. Annual data security review on Business Impact
Covid-19, Industry Consolidation, Linknet Acquisition, Analysis (BIA)
Spectrum extension, and shortage of chip supply. 4. Review on the procedure of Business Continuity
The BRCC conducted a thorough review on Plan (BCP) and results of conducting BCP drill.
management assessment every quarter in regards 5. Annual data security review on overall BCM

Integrated Annual Report 2021

to Top Risk and Emerging Risk. In this case, BRCC performance evaluation
provides recommendations to the Company’s
management especially in regards to macroeconomic, Review / monitoring on Anti Bribery and
operational, and financial implications in the future. Anti-Corruption (ABAC) Program
2. Risk potential in the Cybersecurity and data privacy 1. Review on High risk areas and improvement action
aspects of the Company. implementation to strengthen control in the high
3. Review in regards to the latest regulations risk areas
especially on risk potential that may arise in the 2. Review on the policies and procedures of ABAC
Telecommunications and Broadcasting industry. dand GDS
3. Review on GDS (Gift, Donation and Sponsorship)
transactions

177
TRANSFORMATION

05
ADVISORY COMMITTEE
The Transformation Advisory Committee (“TAC”) was 2. The Board of Commissioners shall have the right
formed as a result of the decision of the Special to appoint one or more members to increase
Joint Meeting of the Board of Commissioners and the numbers of members of the Committee or
Directors on July 28, 2021. TAC was formed as an to replace members of the Committee for any
ad-hoc committee to the Board of Commissioners to reason deemed appropriate.
monitor the progress of transformation and provide 3. TAC members are not eligible to receive another
advice. The BOC established TAC to last the same fee or allowance from the Company. Every cost
period as the Transformation Plan period or until it related to performance of their duties can be
is resolved otherwise, with due observance of the reimbursed to the Company.
Article of Association of the Company and internal 4. TAC shall have the right to invite special/permanent
corporate governance and business process as well invitee in TAC meetings or discussion to support
as applicable law and regulations. TAC’s duties and responsibilities.

COMMITTEE MEMBERSHIP As of December 31, 2021, TAC consists of one Chair

and four members, with the Committee composition
1. TAC membership consists of members of the Board as follows:
of Commissioners with a maximum of 5 members
which are a combination between Independent
Commissioner(s) and other members.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Trainings in 2021
In 2021, Mr. Idris participated in various training
to support his role as Chair of the Transformation
Advisory Committee. Below is a list of all the trainings
he participated in:
Date of
Training/Workshop Venue
Implementation

CGS-CIMB Annual Malaysia Virtual

Virtual January 6, 2021
Corporate Day

Virtual Supplier Forum 2021

1. The Axiata Enterprise Innovation
Factory Enabled by Tony Kalcina, CIO
APAC TechMahindra.
Integrated Annual Report 2021

2. Virtual Supplier Forum 2021 Unleash

Power of Digitalisation, Bring New
Virtual January 21, 2021
Value to Axiata by Bruce Hsiao,
Huawei.
3. Axiata 5.0 Transformation Realized:
Leveraging Innovation to Unlock
Shareholder Value by Tom Loozen,
Bharat Bhargava, E&Y

Anti-Bribery & Anti-Corruption

Virtual February 2, 2021
Awereness

Majlis Pelancaran MyDIGITAL Blueprint

Virtual February 19, 2021
Ekonomi Digital Malaysia by YAM PM

Telco Report presentation by Arthur D

Virtual April 23, 2021
Little

Dato' Mohd Izzaddin Idris SLT meeting – Trends in Southeast Asia’s

Digital Sectors by RedSeer
Virtual May 18, 2021

Chair Infrastructure Funding presentation by

Virtual June 9, 2021
178

59 years old, Malaysian Arthur D Little

Majlis Pelancaran Dasar 4IR Negara oleh

YB Dato’ Sri Mustapa Mohamed, Menteri
di Jabatan Perdana Menteri (Ekonomi) Virtual July 1, 2021
05

dan Khairy Jamaludin, Menteri Sains,

Basis of Appointment Teknologi and Inovasi (MOSTI)
Resolution of the Special Joint Meeting of the Board Insights on US Geopolitics & Economy
Virtual July 8,2021
of Commissioners and Directors on 28 July 2021. (Presentation by James Quigley of BoFA)

Axiata/Google Cloud Leadership Forum Virtual July 8, 2021

Period of Appointment Rising Above COVID-19: Reimagining

Virtual July 14, 2021
Work in Malaysia and Beyond (PNB)
July 28, 2021 until the Committee is disbanded, unless
Axiata Risk & Compliance Conference
determined otherwise. 2021 organized by Group Risk & Virtual July 16, 2021
Compliance

Concurrent Positions Indonesia Economy Outlook presented

Virtual July 28, 2021
by Mandiri Sekuritas
Refer to Chapter 3 of this Integrated Annual Report
5G course for executives: 5G overview
under Profiles of the Board of Commissioners on page and key technology drivers organized Virtual August 24, 2021
by Ericsson
69.
5G course for executives: 5G business
Virtual September 16, 2021
opportunities organized by Ericsson
Educational Background
Khazanah Megatrends Forum Virtual October 4-5, 2021
Refer to Chapter 3 of this Integrated Annual Report
Pre-Retreat (1st session) – Sector
under Profiles of the Board of Commissioners on Outlook and TSR Expectation presented Virtual October 6, 2021
by Navin Killa, Managing Director, UBS
page 69.
Axiata Pre-Retreat (2nd session) –
Building an ICT Business presented
Virtual October 13, 2021
Professional Experience by Jose Cerdan, CEO TEF Tech/Chief
Business Solutions Officer
Refer to Chapter 3 of this Integrated Annual Report
Axiata Pre-Retreat (3rd session) –
under Profiles of the Board of Commissioners on Economist: Macro & Market – speaker
page 69. from Khazanah Nasional Berhad, Nick
Virtual October 22, 2021
Khaw: Director & Head, Khazan Research
& Mohamed Ridzuan Mohamed, Director,
Khazanah Research
Statement of Independence
Axiata Pre-Retreat (4th session) – Value
According to the Terms of Reference, All or majority Creation, presented by Gopal Vittal, CEO, Virtual October 26, 2021
of the Committee shall act independently in carrying Bharti Airtel

out its duties and responsibilities.

PT XL Axiata Tbk
 Corporate Governance

Statement of Independence
According to the Terms of Reference, All or majority
of the Committee shall act independently in carrying
out its duties and responsibilities.

Trainings in 2021
Throughout 2021 Mr. Sood participated in 15 (fifteen)

Integrated Annual Report 2021

training sessions in support of his duties and responsibilities
as a member of the Transformation Advisory Committee.

The training sessions he participated in 2021 are as

follows:
Date of
Training/Workshop Venue
Implementation

Axiata Supplier Forum 2021 Virtual January 21, 2021

Harvard: ASL | Shaping the

Organisation through Change and Virtual February 22, 2021
Innovation | Case Discussion

Harvard: ASL | Shaping the World

through Change and Innovation |
Vivek Sood Executive Panel Discussion + Thought
Virtual February 25, 2021
Leader Conversation

179
Member March 17 – 19,
57 years old, Indian IVCA Conclave 2021 Virtual
2021

Harvard: ASL | Digital and Disruptive

05
Virtual May 31, 2021
Technologies & Business Analytics

Basis of Appointment Bloomberg Deals Summit Virtual June 8, 2021

Resolution of the Special Joint Meeting of the Board Axiata Risk & Compliance Conference
Virtual July 16, 2021
2021
of Commissioners and Directors on July 28, 2021.
[XL Board’s Development Program]
Virtual July 28, 2021
Indonesian Economy Outlook
Term of Appointment
5G course for executives: 5G overview
July 28, 2021 until the Committee is disbanded, unless and key technology drivers
Virtual August 24, 2021

determined otherwise. 5G course for executives: 5G business September 16,

Virtual
opportunities 2021

Concurrent Positions Khazanah Megatrends Forum (KMF)

Virtual October 4, 2021
2021
Refer to Chapter 3 of this Integrated Annual Report
Pre-Retreat (1st session) - Sector
under Profiles of the Board of Commissioners on Outlook and TSR Expectation
Virtual October 6, 2021
presented by Navin Killa, Managing
page 72. Director, UBS

Axiata Pre-Retreat (2nd session) –

Educational Background Building an ICT Business presented by
Virtual October 13, 2021
Jose Cerdan, CEO TEF Tech / Chief
Refer to Chapter 3 of this Integrated Annual Report Business Solutions Officer
under Profiles of the Board of Commissioners on Axiata Pre-Retreat (3rd session) –
page 72. Economist: Macro & Market – speaker
from Khazanah Nasional Berhad,
Nick Khaw: Director & Head, Khazan Virtual October 22, 2021
Research & Mohamed Ridzuan
Professional Experience Mohamed, Director, Khazanah
Refer to Chapter 3 of this Integrated Annual Report Research

under Profiles of the Board of Commissioners on Axiata Pre-Retreat (4th session) –

Value Creation, presented by Gopal Virtual October 26, 2021
page 72. Vittal, CEO, Bharti Airtel

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021 Corporate Governance

Dr. Hans Wijayasuriya

Member
53 years old, British

Basis of Appointment Trainings in 2021

Resolution of the Special Joint Meeting of the Board Throughout 2021 Mr. Wijayasuriya participated in 5
of Commissioners and Directors on July 28, 2021. (five) training sessions in support of his duties and
responsibilities as a member of the Transformation
Terms of Appointment Advisory Committee.
From 28 July 2018 until the Committee is disbanded,
180

unless determined otherwise. The training sessions are as follows:

Date of
Training/Workshop Venue
Educational Background Implementation
05

Refer to Chapter 3 of this Integrated Annual Report Harvard: ASL | Digital and
under Profiles of the Board of Commissioners on page 71. Disruptive Technologies & Virtual June 21, 2021
Business Analytics

5G course for executives: 5G

Professional Experience overview and key technology Virtual August 24, 2021
Refer to Chapter 3 of this Integrated Annual Report drivers

under Profiles of the Board of Commissioners on page 71. 5G course for executives: 5G
September 16,
business Virtual
2021
opportunities
Concurrent Position Khazanah Megatrends Virtual October 4, 2021
Refer to Chapter 3 of this Integrated Annual Report Leadership Power Hour Virtual December 7, 2021
under Profiles of the Board of Commissioners on page
71.

Statement of Independence
According to the Terms of Reference, All or majority
of the Committee shall act independently in carrying
out its duties and responsibilities.

PT XL Axiata Tbk
 Corporate Governance

Integrated Annual Report 2021

Yasmin Stamboel Wirjawan
Member
53 years old, Indonesian

Basis of Appointment Trainings in 2021

Resolution of the Special Joint Meeting of the Board Throughout 2021 Ms. Wirjawan participated in 10
of Commissioners and Directors on July 28, 2021. (ten) training sessions in support of his duties and
responsibilities as a member of the Transformation
Terms of Appointment Advisory Committee.
From 28 July 2018 until the Committee is disbanded,

181
unless determined otherwise. The trainings she participated in 2021 are as follows:
Date of
Training/Workshop
Educational Background Venue Implementation

05
Refer to Chapter 3 of this Integrated Annual Report Workshop for Independent
under Profiles of the Board of Commissioners on Commissioner, NRC & BAC PT XL Virtual June 4, 2021
Axiata Tbk
page 75.
Axiata Risk and Compliance
Conference 2021 - Embracing Virtual July 16, 2021
Professional Experience Shifting Trends

Refer to Chapter 3 of this Integrated Annual Report Board Development Program –

Virtual July 28, 2021
Indonesian Economy Outlook
under Profiles of the Board of Commissioners on
5G Course for Executives: 5G
page 75. Overview and Key Technology Virtual August 24, 2021
Drivers

Concurrent Position 5G Course for Executives: 5G
Business Opportunities
Virtual September 16, 2021
Refer to Chapter 3 of this Integrated Annual Report
Enterprise
under Profiles of the Board of Commissioners on page Enterprise Risk Governance Risk
September 8, 2021
Certification Management
75. Academy
Statement of Independence Pre-Retreat (1st session) – Sector
According to the Terms of Reference, All or majority Outlook and TSR Expectation
Virtual October 6, 2021
Presented by Navin Killa, Managing
of the Committee shall act independently in carrying Director, USB
out its duties and responsibilities. Axiata Pre-Retreat (2nd session) –
Building an ICT Business Presented
Virtual October 13, 2021
by Jose Cerdan, CEO TEF Tech/
Chief Business Solutions Officer

Axiata Pre-Retreat (3rd session)

– Economist: Macro & Market –
Speaker from Khazanah Nasioanl
Berhad, Nick Khaw: Director
Virtual October 22, 2021
& Head, Khazan Research &
Mohamed Ridzuan
Mohamed, Director, Khazanah
Research

Axiata Pre-Retreat (4th session)

– Value Creation, Presented by Virtual October 26, 2021
Gopal Vittal, CEO, Bharti Airtel

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021 Corporate Governance

Julianto Sidarto
Member
60 years old, Indonesian

Basis of Appointment Trainings in 2021

Resolution of the Special Joint Meeting of the Board Throughout 2021 Mr. Sidarto participated in 7
of Commissioners and Directors on July 28, 2021. (seven) training sessions in support of his duties and
182

responsibilities as a member of the Transformation

Terms of Appointment Advisory Committee.
From 28 July 2018 until the Committee is disbanded,
05

unless determined otherwise. The trainings he participated in 2021 are as follows:

Tangal di
Pelatihan/Workshop Tempat
Educational Background Selenggarakan

Refer to Chapter 3 of this Integrated Annual Report Workshop for Independent

Microsoft
Commissioner, NRC & BAC 4 Juni 2021
under Profiles of the Board of Commissioners on PT XL Axiata Tbk.
Teams

page 74. Board Development

Program - Indonesian Virtual 28 Juli 2021
Economy Outlook
Professional Experience
5G course for executives:
Refer to Chapter 3 of this Integrated Annual Report 5G overview and key
Microsoft
24 Agustus 2021
Teams
under Profiles of the Board of Commissioners on technology drivers

page 74. 5G course for executives: Microsoft

16 September 2021
5G business opportunities Teams

Concurrent Position Pre-Retreat (1st session)
- Sector Outlook and TSR
Refer to Chapter 3 of this Integrated Annual Report Expectation presented Virtual 6 Oktober 2021
by Navin Killa, Managing
under Profiles of the Board of Commissioners on page Director, UBS
74. Axiata Pre-Retreat (2nd
session) – Building an ICT
Business presented by Jose
Statement of Independence Cerdan, CEO TEF Tech /
Virtual 18 Oktober 2021
Chief Business Solutions
According to the Terms of Reference, All or majority Officer
of the Committee shall act independently in carrying
Axiata Pre-Retreat (3rd
out its duties and responsibilities. session) – Economist: Macro
& Market – speaker from
Khazanah
Nasional Berhad, Nick Khaw: Virtual 22 Oktober 2021
Director & Head, Khazan
Research & Mohamed
Ridzuan Mohamed, Director,
Khazanah Research

PT XL Axiata Tbk
 Corporate Governance

COMMITTEE CHARTER

The Committee Charter is called the TAC Terms of Reference, and it was approved in the
Special Joint Meeting of the Board of Commissioners and Board of Directors on July 28, 2021.

DUTIES AND RESPONSIBILITIES

1. To provide advice to the Board of Directors on the implementation and execution of the Transformation Plan.
2. To assess the result of the implementation and execution of the Transformation Plan regularly and report to
the Board of Commissioners on the progress of the Transformation Plan implementation on a regular basis.
3. To propose corrective action on the implementation and execution of the Transformation Plan to the
Board of Commissioners when required.

Integrated Annual Report 2021

4. To support the Board of Directors in the implementation and execution of the Transformation Plan.
5. TAC shall establish a joint meeting with the Transformation Office/respective Board of Directors member
at minimum one (1) meeting every month or at any time deemed necessary to discuss the progress of
Transformation execution.

COMMITTEE MEETINGS

Attendance List
Date Agenda
DII VS DHW YSW JS

August 24, 2021 Transformation Update V V V V V

October 29, 2021 Transformation Update V V V V -
November 29, 2021 Transformation Update V V V V V

183
Attendance Rate 100% 100% 100% 100% 66,67%

05

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

BOARD OF
DIRECTORS
Integrated Annual Report 2021

David Arcelus Oses

Dian Siswarini Abhijit Jayant Navalekar

184
05

Budi Pramantika Yessie Dianty Yosetya I Gede Darmayusa

The Board of Directors is an organ of the

Company collectively responsible for the
management of the Company according to its
purpose and objectives, and who represents
the Company both inside and outside of
the court as stipulated in the Articles of
Association.

PT XL Axiata Tbk
 Corporate Governance

DUTIES AND RESPONSIBILITIES OF THE BOARD OF DIRECTORS

1. Articles of Association Approvals, Registration 8. Business Plan

and Gazetting Provide the Board of Commissioners for approval
Submit the Company’s Articles of Association and of the Company’s business plan and budget no
any amendments to them to the Ministry of Law later than 60 days prior to the close of fiscal year,
& Human Rights for approval or registration and failing of which the previous years’ business plan
to the State Printer for gazetting. shall apply.
2. Share Registry
Create and maintain (or appoint a Share Registrar to Aside from the abovementioned duties and responsibilities
do so) a registry of shares recording: (a) name and of the Board of Directors, the specific duties of each
address of all Shareholders; (b) the sum, number, member of the Board are detailed below:

Integrated Annual Report 2021

and date of acquisition of the shares or collective
share certificates; (c) name and address of pledge President Director & CEO:
of company’s shares; (d) any other important Responsible for coordinating all of the Company’s
information. operational activities, including overseeing overall
3. Special Share Registry management, as well as compliance with prevailing
Create and maintain a special registry containing legislations and regulations. The CEO is also responsible
the share ownership and business relations of the for supervising the Corporate Office Directorate,
Board of Directors, the Board of Commissioners Enterprise Business Directorate, and Human Capital
and their respective families in the Company’s and Groups.
the date(s) those shares were acquired.
4. Corporate Documents Director & CFO:
Maintain all important lists, registries and corporate Responsible in supervising the Finance Department
documents, including resolutions, minutes of GMS, including managing and controlling the Company’s

185
Board of Directors, Board of Commissioners meetings business plan and its execution in relation to budgeting,
within The Company’s domicile and provide treasury, procurement and logistics, accounting activity,
Shareholders’ access to them as required by laws. which includes the preparation of financial statements,

05
5. Corporate Accounts taxes, and financial management, as well as to control
Maintain all corporate accounts and financial documents the activity of the Company’s investor relations, lease
in accordance with accounting standards and provide management and facilities.
Shareholders’ access to them as required by law
and Articles of Association. Director & CSTIO:
6. Integrated Annual Report Responsible for the Transformation Office, IT, in enterprise
Within 5 months of fiscal year end, prepare planning and architecture, data management, IT security,
annual report which at least includes: (a) financial and business process management.
statements that contains the data for the latest
financial year and the financial year immediately Director & CCO - Consumer:
prior to it (including a profit and loss statement, Responsible for supervising the Commercial Department
cash flows, any equity changes, and any other in which includes commercial strategy and development
relevant data); (b) the Company’s activity report; (c) of marketing, sales, analytics, and customer service-
a corporate social responsibility statement; (d) any related plans and activities to drive business growth.
incidents that occurred which may impact on the The CCO is also responsible for making sure that all
Company’s activities; (e) a report from the Board of functions of the Company are aligned to meet its
Commissioners on their supervisory activities over strategic commercial objectives.
the previous financial year; (f) the names of all Board
of Directors, Board of Commissioners members; Director & CCO - Home & Enterprise:
and (g) any salary or honorarium payments made Responsible for coming up with the Company’s corporate
to the members of the Board of Commissioners strategy, building strategic partnership, developing
and Board of Directors. the home business and strategic projects, as well
7. Board of Directors Meetings as developing enterprise and SMEs line of business.
Convene meetings as per prevailing regulations

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Director & CTO: POLICY ON BOARD OF DIRECTORS

Responsible for supervising the Technology Department RESIGNATION
in which includes acquiring new technology and defining
strategy adoption, allocating and managing capex The resignation policy of the Board of Directors is
for company initiatives, planning and optimizing radio regulated in the Company’s Articles of Association
and transport, building capacity and resiliency of and the Board Manual where respective members
core network & IT infrastructure, as well as managing of the Board must submit their resignation through
programs through Program Management Office. formal written notification to the Company. The formal
resignation letter shall be addressed to the NRC. He/
BOARD CHARTER AND MANUAL she shall also submit a copy of the resignation letter
to the Board of Directors and Corporate Secretary.
The Company has a Work Guideline and Code of Furthermore, the Company will then hold a GMS to
Integrated Annual Report 2021

Ethics for the Board of Director as stated in the Board decide on the resignation.
Manual. The Board Manual serves as a guideline for
members of the Board to maintain professional and Aside from the abovementioned voluntary resignation, the
productive work relationships, and to foster efficiency terms of office of Board members shall be automatically
in carrying out their duties. ended upon the following conditions:
1. If he/she is involved in a civil, criminal, monetary
The Board Manual includes the following: crime and/or other dispute in a judiciary institution
1. Criteria and composition. and/or arbitration institution whether in Indonesia
2. Duties and responsibilities. or a foreign country, or an administrative dispute
3. Code of Ethics that includes arrangements for with an authorised government institution including
conflicts of interest, confidentiality of Company any dispute in relation to manpower/industrial
documents and compliance with prevailing regulations. matters.
4. Procedures for procuring meetings include the 2. If he/she passed away.
186

quorum of the meeting and the right to vote. 3. If he/she is not reappointed upon the end of his/
5. Remuneration. her term of office.
6. Distribution of authority. 4. Dismissed by the GMS.
05

5. Declared bankrupt or insolvent by the court.

REQUIREMENTS AND APPOINTMENT 6. No longer qualified by the prevailing legislation
POLICY FOR THE BOARD OF DIRECTORS and regulations.

The appointment of the Company’s Board of Directors is The Board of Commissioners also has the authority
regulated in the Senior Executive Nomination Policy. The to suspend a member of the Board of Directors. The
candidates of the Board as proposed by Shareholders suspended member may not be able to perform his/her
and/or Minority Shareholders are submitted to the obligation to the Company until the end of suspension
Company’s Nominating and Remuneration Committee period, or when revoked by the GMS. Any suspension of
through the Corporate Secretary. the Board of Directors has to be based on Resolutions
of the Board of Commissioners, and notified to said
The Nominating and Remuneration Committee will then member through a written formal letter. The Board
review the nomination proposal during the Nominating of Commissioners shall then convene a GMS to either
and Remuneration Committee Meeting to ensure the revoke or affirm the suspension.
candidates fulfil the requirements, qualifications as well
as having the right background, prior to submission
to the GMS to be approved.

The requirements as well as qualifications of the
Board of Directors members refer to POJK No. 33/
POJK.04/2014 and as required by the Company,
which includes a diversity of skills as well as the total
composition of the Board.

PT XL Axiata Tbk
 Corporate Governance

BOARD OF DIRECTORS MEETING POLICY

In general, meeting policy for the Board consists of the following:

1. Scheduling the meeting is determined by the Corporate Secretary.
2. Board Meeting is chaired by the President
3. Director. In the event that the President Director is not present, each Director appointed by a member of
the present members of the Board may Chairman the meeting.
4. In the event that a Director cannot be present at the Board meeting, he/she may authorize another
Director as proxy. A Director can only be a proxy for one (1) other Director.
5. A Board meeting decision is only valid if at least half of the Board members or their proxies are present
in the meeting.
6. Minutes of meeting must be prepared

Integrated Annual Report 2021

7. As documentation of decisions made at the meeting. The minutes must be prepared by an executive (a
Director or other executive, i.e. Corporate Secretary) who is present at the meeting and appointed by the
Chairman. The Minutes must also be signed by all Directors present at the meeting to ensure its accuracy.
8. The Board may make decisions without calling a Meeting, however the decision must be approved and
signed in one or m ore docum ents through facsim ile, em ail or other m ethods of w ritten com m unications.

BOARD OF DIRECTORS MEETINGS IN 2021

In 2021, the Board of Directors has convened 62 (sixty-two) times in meetings to discuss the following:
1. Discussion on Technology
2. 2021 Company Monthly Performance Review
3. Strategic Discussions

187
4. Discussion on Human Capital
5. Discussion on Network
6. Board Discussions

05
7. Discussion on Commercial
8. Business plan 2021 Discussion
9. Discussion on Finance
10. Discussion on Anti Corruption and Bribery
11. Discussion on Data Privacy

BOD MEETING 2021

No Dated No. Meeting Type Agenda DS YDY AN DAO BP IGD

Strategic Discussion
1 7 Jan 2021 No.01/21 R Discussion on Technology Yes Yes Yes Yes Yes Yes
Internal Policy Discussion

Strategic Discussion
2 12 Jan 2021 No.02/21 R Yes Yes Yes Yes Yes Yes
2021 Company Monthly Performance Review

Strategic Discussion
Scorecard 2020 Result
3 19 Jan 2021 No.03/21 R Yes Yes Yes Yes Yes Yes
Discussion on Technology
Discussion on Network

Strategic Discussion
Discussion on Network
4 26 Jan 2021 No.04/21 R Yes Yes Yes Yes Yes Yes
Regulatory Discussion
Discussion on Technology

Discussion on Technology
5 2 Feb 2021 No.05/21 R Discussion on Commercial Yes Yes Yes Yes Yes Yes
Discussion on Network

6 5 Feb 2021 No.01.S/21 S Discussion on Human Resources Development Yes Yes Yes Yes Yes Yes

HR Discussion
7 9 Feb 2021 No.06/21 R 2021 Company Monthly Performance Review Yes Yes Yes Yes Yes Yes
Discussion on Network

Discussion on Technology
8 16 Feb 2021 No.07/21 R Yes Yes Yes Yes Yes Yes
Discussion on Network

9 23 Feb 2021 No.08/21 R Strategic Discussion Yes Yes Yes No Yes Yes

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

No Dated No. Meeting Type Agenda DS YDY AN DAO BP IGD

10 25 Feb 2021 No.02.S/21 S Policy Discussion Yes Yes Yes Yes Yes Yes

Strategic Discussion
11 2 Mar 2021 No.09/21 R Yes Yes Yes Yes Yes Yes
Discussion on Technology

2021 Company Monthly Performance Review

12 9 Mar 2021 No.10/21 R Discussion on Technology Yes Yes Yes Yes Yes Yes
Strategic Discussion

Discussion on Network
13 16 Mar 2021 No.11/21 R Yes Yes Yes Yes Yes Yes
Profit Allocation Discussion

14 24 Mar 2021 No.12/21 R Discussion on Network Yes Yes Yes Yes Yes Yes

Strategic Discussion
15 30 Mar 2021 No.13/21 R Discussion on Network Yes Yes Yes Yes Yes Yes
Discussion on Technology

16 6 Apr 2021 No.14/21 R Discussion on Network Yes Yes Yes Yes Yes Yes
Integrated Annual Report 2021

17 9 Apr 2021 No. 3.S/21 S Board Discussion Yes Yes Yes Yes Yes Yes

Strategic Discussion
18 13 Apr 2021 No. 15/21 R Yes Yes Yes Yes Yes Yes
2021 Company Monthly Performance Review

Discussion on Network
19 20 Apr 2021 No. 16/21 R Yes Yes Yes Yes Yes Yes
Strategic Discussion

20 27 Apr 2021 No. 17/21 R Discussion on Technology Yes Yes Yes Yes Yes Yes

21 4 May 2021 No. 18/21 R Discussion on Technology Yes Yes Yes Yes Yes Yes

2021 Company Monthly Performance Review

22 11 May 2021 No. 19/21 R Yes Yes Yes Yes Yes Yes
Discussion on Technology

23 May 18, 2021 No. 20/21 R Discussion on Commercial Yes Yes Yes Yes Yes Yes

24 May 21, 2021 No. 04.S/21 S Business Plan 2021 Discussion Yes Yes Yes Yes Yes Yes
188

Strategic Discussion
25 25 May 2021 No. 21/21 R Yes Yes Yes Yes Yes Yes
Discussion on Network

Discussion on Network
26 4 June 2021 No. 05.S/21 S Yes Yes Yes Yes Yes Yes
Financial Discussion
05

Strategic Discussion
27 08 June 2021 No. 22/21 R Discussion on Technology Yes Yes Yes Yes Yes Yes
Regulatory Discussion

Strategic Discussion
28 15 June 2021 No. 23/21 R Yes Yes Yes Yes Yes Yes
2021 Company Monthly Performance Review

Discussion on Network
29 22 June 2021 No. 24/21 R Yes Yes Yes Yes Yes Yes
Discussion on Technology

30 23 June 2021 No. 06.S/21 S Board Discussion Yes Yes Yes Yes Yes Yes

Discussion on Commercial
31 29 June 2021 No. 25/21 R Yes Yes Yes Yes Yes Yes
Discussion on Network

Strategic Discussion
32 02 July 2021 No. 07.S/21 S Yes Yes Yes Yes Yes Yes
Financial Discussion

Strategic Discussion
33 06 July 2021 No. 26/21 R Yes Yes Yes Yes Yes Yes
Discussion on Network

Discussion on Commercial
34 13 July 2021 No. 27/21 R Discussion on Network Yes Yes Yes Yes Yes Yes
2021 Company Monthly Performance Review

Discussion on Commercial
35 21 July 2021 No.28/21 R Yes Yes Yes Yes Yes Yes
Discussion on Network

Discussion on Commercial
36 25 July 2021 No. 08.S/21 S Yes Yes Yes Yes Yes Yes
Discussion on Network

Discussion on Network
37 27 July 2021 No. 29/21 R Discussion on Technology Yes No Yes Yes Yes Yes
Discussion on Commercial

38 27 July 2021 No. 09.S/21 S Discussion on Network Yes No Yes Yes Yes Yes

39 31 July 2021 No. 10.S/21 S Discussion on Commercial Yes Yes Yes Yes Yes Yes

03 August Discussion on Network

40 No. 30/21 R Yes Yes Yes Yes Yes Yes
2021 Discussion on Vaccine Program

2021 Company Monthly Performance Review

10 August
41 No. 31/21 R Transformation Discussion Yes Yes Yes Yes Yes Yes
2021
Discussion on Network

PT XL Axiata Tbk
 Corporate Governance

No Dated No. Meeting Type Agenda DS YDY AN DAO BP IGD

Strategic Discussion
18 August
42 No. 32/21 R Discussion on Business Plan Yes Yes Yes Yes Yes Yes
2021
Discussion on Commercial

24 August
43 No. 33/21 R Discussion on Network Yes Yes Yes Yes Yes Yes
2021

Discussion on Technology
44 02 Sep 2021 No. 34/21 R Yes Yes Yes Yes Yes Yes
Strategic Discussion

Discussion on Business Plan

45 07 Sep 2021 No. 35/21 R Yes Yes Yes Yes Yes Yes
Discussion on Commercial

Discussion on Network
46 14 Sep 2021 No. 36/21 R Discussion on Business Plan Yes Yes Yes Yes Yes Yes
2021 Company Monthly Performance Review

Discussion on Commercial
47 17 Sep 2021 No. 11.S/21 S Yes Yes Yes Yes Yes Yes
Discussion on Business Plan

Integrated Annual Report 2021

48 22 Sep 2021 No. 37/21 R Discussion on Technology Yes Yes Yes Yes Yes Yes

Strategic Discussion
49 28 Sep 2021 No. 38/21 R Yes Yes Yes Yes Yes Yes
Discussion on Network

Discussion on Technology
05 October
50 No. 39/21 R Discussion on Commercial Yes Yes Yes Yes Yes Yes
2021
Discussion on Business Plan

Strategic Discussion
19 October
51 No. 40/21 R Discussion on Network Yes Yes Yes Yes Yes Yes
2021
2021 Company Monthly Performance Review

21 October Discussion on Technology

52 No. 12.S/21 S Yes No Yes Yes Yes Yes
2021 Discussion on Network

22 October
53 No. 41/21 R Discussion on Technology Yes Yes Yes Yes Yes Yes
2021

Discussion on Network
02 November
54 No. 42/21 R Strategic Discussion Yes Yes No Yes Yes Yes
2021
Discussion on Business Plan

189
09 November Discussion on Network
55 No. 43/21 R Yes Yes Yes Yes Yes Yes
2021 2021 Company Monthly Performance Review

16 November

05
56 No. 44/21 R Discussion on ABAC Yes Yes Yes Yes Yes Yes
2021

23 November Discussion on Network

57 No. 45/21 R Yes Yes Yes Yes Yes Yes
2021 HR Discussion

30 November Discussion on Network

58 No. 46/21 R Yes Yes Yes Yes Yes Yes
2021 Strategic Discussion

Discussion on Network
07 December
59 No. 47/21 R Discussion on Commercial Yes Yes Yes Yes Yes Yes
2021
Discussion on Business Plan

14 December Discussion on Commercial

60 No. 48/21 R Yes Yes Yes Yes Yes Yes
2021 2021 Company Monthly Performance Review

21 December Discussion on Commercial

61 No. 49/21 R Yes Yes Yes No Yes Yes
2021 Discussion on Network

24 December
62 No. 14.S/21 S Strategic Discussion Yes No Yes Yes Yes No
2021

Total 2021 Attendance 62/62 58/62 61/62 60/62 62/62 61/62

2021 Attendance Percentage 100% 94% 98% 97% 100% 98%

Circular Resolution Board of Directors 2021

No Circular Resolution Date

1 BOD Segregation of Duties 18 January 2021

2 Restatement Approval for Severance Package Payment/ 29 April 2021
3 Approval for Revised LOA Finance 17 December 2021
TOTAL 3

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

TRAININGS OF THE BOARD OF DIRECTORS

In 2021, the Board of Directors participated in 18 executive trainings with various topics in relations to the
Company’s business activities, as detailed in the following:
Course Name Participant Name Job Title

Executive Influential Communication Budi Pramantika Director & Chief Finance Officer
Executive Influential Communication I Gede Darmayusa Director & Chief Technology Officer
Finance for Non-Financial Managers I Gede Darmayusa Director & Chief Technology Officer
Director & Chief Commercial Officer
Digital transformation day Abhijit Jayant Navalekar
- Home and Enterprise
Director & Chief Commercial Officer
Digital transformation day David Arcelus Oses
Integrated Annual Report 2021

- Consumer
Director & Chief Strategic
Growth Mindset Yessie Dianty Yosetya
Transformation & IT Officer
Director & Chief Strategic
Questions with Andrew Spencer Yessie Dianty Yosetya
Transformation & IT Officer
Anti-Bribery & Anti-Corruption Awareness Training Dian Siswarini President Director & CEO
5G course for executives: 5G overview and key
Dian Siswarini President Director & CEO
technology drivers
5G course for executives: 5G overview and key Director & Chief Strategic
Yessie Dianty Yosetya
technology drivers Transformation & IT Officer
5G course for executives: 5G overview and key Director & Chief Commercial Officer
David Arcelus Oses
technology drivers - Consumer
5G course for executives: 5G overview and key Director & Chief Commercial Officer
190

Abhijit Jayant Navalekar

technology drivers - Home and Enterprise
5G course for executives: 5G overview and key
I Gede Darmayusa Director & Chief Technology Officer
05

technology drivers
5G course for executives: 5G overview and key
Budi Pramantika Director & Chief Finance Officer
technology drivers
5G course for executives: 5G business opportunities Dian Siswarini President Director & CEO
Director & Chief Strategic
5G course for executives: 5G business opportunities Yessie Dianty Yosetya
Transformation & IT Officer
Director & Chief Commercial Officer
5G course for executives: 5G business opportunities David Arcelus Oses
- Consumer
Director & Chief Commercial Officer
5G course for executives: 5G business opportunities Abhijit Jayant Navalekar
- Home and Enterprise
5G course for executives: 5G business opportunities I Gede Darmayusa Director & Chief Technology Officer
5G course for executives: 5G business opportunities Budi Pramantika Director & Chief Finance Officer
Anti-Bribery & Anti-Corruption Awareness Training I Gede Darmayusa Director & Chief Technology Officer
Anti-Bribery & Anti-Corruption Awareness Training Budi Pramantika Director & Chief Finance Officer
Director & Chief Commercial Officer
Anti-Bribery & Anti-Corruption Awareness Training David Arcelus Oses
- Consumer
Director & Chief Strategic
Anti-Bribery & Anti-Corruption Awareness Training Yessie Dianty Yosetya
Transformation & IT Officer
Director & Chief Strategic
Data Privacy Yessie Dianty Yosetya
Transformation & IT Officer
Leadership power hour Dian Siswarini President Director & CEO
Privacy & Security Refresher E-Learning Dian Siswarini President Director & CEO

Anti-Bribery & Anti-Corruption Awareness Training Dian Siswarini President Director & CEO

Director & Chief Strategic

Code of Conduct SCORM Yessie Dianty Yosetya
Transformation & IT Officer

PT XL Axiata Tbk
 Corporate Governance

Course Name Participant Name Job Title

Code of Conduct SCORM Dian Siswarini President Director & CEO

Enterprise Risk Management 2021 Training Dian Siswarini President Director & CEO
Director & Chief Strategic
Enterprise Risk Management 2021 Training Yessie Dianty Yosetya
Transformation & IT Officer
Director & Chief Strategic
ATL ASL Harvard Leadership Program, August 2021 Yessie Dianty Yosetya
Transformation & IT Officer

Dian Siswarini
Training/Workshop Venue Date of Implementation

Harvard: ASL Digital and Disruptive Technologies & Business Harvard Leadership

Integrated Annual Report 2021

May 31, 2021
Analytics – Session 1 with Prof. Karim Program
Harvard: ASL Digital and Disruptive Technologies & Business Harvard Leadership
June 1, 2021
Analytics – Session 2 with Prof. Karim Program
Harvard: ASL Digital and Disruptive Technologies & Business Harvard Leadership
June 21, 2021
Analytics – Session 3 with Prof. Karim Program
Harvard: ASL Digital and Disruptive Technologies & Business Harvard Leadership
June 22, 2021
Analytics – Session 4 with Prof. Karim Program
Board Development Program - Indonesian Economy
Virtual July 28, 2021
Outlook
Pre-Retreat (1st session) - Sector Outlook and TSR Virtual
October 6, 2021
Expectation presented by Navin Killa, Managing Director, UBS
Axiata Pre-Retreat (3rd session) – Economist: Macro & Market
– speaker from Khazanah Nasional Berhad, Nick Khaw:

191
Virtual October 22, 2021
Director & Head, Khazan Research & Mohamed Ridzuan
Mohamed, Director, Khazanah Research

05
Axiata Pre-Retreat (4th session) – Value Creation, presented
Virtual October 26, 2021
by Gopal Vittal, CEO, Bharti Airtel

Yessie Dianty Yosetya

Training/Workshop Venue Date of Implementation

Harvard: ASL Digital and Disruptive Technologies & Business

Virtual May 31, 2021
Analytics – Session 1 with Prof. Karim
arvard: ASL Digital and Disruptive Technologies & Business
Virtual June 1, 2021
Analytics – Session 2 with Prof. Karim
Harvard: ASL Digital and Disruptive Technologies & Business
Virtual June 21, 2021
Analytics – Session 3 with Prof. Karim
arvard: ASL Digital and Disruptive Technologies & Business
Virtual June 22, 2021
Analytics – Session 4 with Prof. Karim
Board Development Program - Indonesian Economy
Virtual July 28, 2021
Outlook

Pre-Retreat (1st session) - Sector Outlook and TSR Virtual

October 6, 2021
Expectation presented by Navin Killa, Managing Director, UBS

Axiata Pre-Retreat (2nd session) – Building an ICT Business

Virtual
presented by Jose Cerdan, CEO TEF Tech / Chief Business October 13, 2021
Solutions Officer

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Axiata Pre-Retreat (3rd session) – Economist: Macro & Market

– speaker from Khazanah Nasional Berhad, Nick Khaw:
Virtual October 22, 2021
Director & Head, Khazanah Research & Mohamed Ridzuan
Mohamed, Director, Khazanah Research
Axiata Pre-Retreat (4th session) – Value Creation, presented
Virtual October 26, 2021
by Gopal Vittal, CEO, Bharti Airtel

I Gede Darmayusa
Training/Workshop Venue Date of Implementation

Harvard: ASL | Countering Complexity through Collaboration |

February 10, 2021
Executive Panel Discussion + Thought Leader Conversation Webex
Harvard: ASL | Digital and Disruptive Technologies & Business
Webex May 31, 2021
Analytics
Integrated Annual Report 2021

Board Development Program - Indonesian Economy

Virtual July 28, 2021
Outlook

Pre-Retreat (1st session) - Sector Outlook and TSR Expectation Virtual

October 6, 2021
presented by Navin Killa, Managing Director, UBS

Axiata Pre-Retreat (3rd session) – Economist: Macro & Market –

speaker from Khazanah Nasional Berhad, Nick Khaw: Director October 22, 2021
Virtual
& Head, Khazanah Research & Mohamed Ridzuan Mohamed,
Director, Khazanah Research
Axiata Pre-Retreat (4th session) – Value Creation, presented by
Virtual October 26, 2021
Gopal Vittal, CEO, Bharti Airtel
192

David Arcelus Oses

Training/Workshop Venue Date of Implementation
05

Board Development Program - Indonesian Economy

Virtual July 28, 2021
Outlook
Pre-Retreat (1st session) - Sector Outlook and TSR Expectation Virtual
October 6, 2021
presented by Navin Killa, Managing Director, UBS
Axiata Pre-Retreat (3rd session) – Economist: Macro & Market –
speaker from Khazanah Nasional Berhad, Nick Khaw: Director
Virtual October 22, 2021
& Head, Khazanah Research & Mohamed Ridzuan Mohamed,
Director, Khazanah Research
Axiata Pre-Retreat (4th session) – Value Creation, presented by
Virtual October 26, 2021
Gopal Vittal, CEO, Bharti Airtel

Budi Pramantika
Training/Workshop Venue Date of Implementation

Board Development Program - Indonesian Economy

Virtual July 28, 2021
Outlook
Harvard Business
ATL ASL Harvard Leadership Program Publishing Corporate September 2021
Learning
Pre-Retreat (1st session) - Sector Outlook and TSR Expectation Virtual
October 6, 2021
presented by Navin Killa, Managing Director, UBS
Axiata Pre-Retreat (2nd session) – Building an ICT Business
Virtual
presented by Jose Cerdan, CEO TEF Tech / Chief Business October 13, 2021
Solutions Officer

PT XL Axiata Tbk
 Corporate Governance

Axiata Pre-Retreat (3rd session) – Economist: Macro & Market –

speaker from Khazanah Nasional Berhad, Nick Khaw: Director
Virtual October 22, 2021
& Head, Khazanah Research & Mohamed Ridzuan Mohamed,
Director, Khazanah Research
Axiata Pre-Retreat (4th session) – Value Creation, presented by
Virtual October 26, 2021
Gopal Vittal, CEO, Bharti Airtel

Abhijit Jayant Navalekar

Training/Workshop Venue Date of Implementation

Board Development Program - Indonesian Economy Outlook Virtual July 28, 2021
Axiata Pre-Retreat (2nd session) – Building an ICT Business
Virtual
presented by Jose Cerdan, CEO TEF Tech / Chief Business October 13, 2021
Solutions Officer

Integrated Annual Report 2021

Axiata Pre-Retreat (3rd session) – Economist: Macro & Market –
speaker from Khazanah Nasional Berhad, Nick Khaw: Director
Virtual October 22, 2021
& Head, Khazanah Research & Mohamed Ridzuan Mohamed,
Director, Khazanah Research
Axiata Pre-Retreat (4th session) – Value Creation, presented by
Virtual October 26, 2021
Gopal Vittal, CEO, Bharti Airtel

BOARD INDUCTION PROGRAM Self-Assessment

In 2021, the Company conducted a self assessment
The Company has an Induction Program for every newly of the Board of Directors which included Board
appointed member of the Board of Commissioners Effectiveness, peer- to-peer assessment with fellow
and Board of Directors. The Induction Program is members of the Board and Cross Board Assessments

193
organized by the Corporate Secretary in the form of with each member of the Board of Commissioners.
presentation on the Company’s fundamental matters The assessment includes understanding the roles,
as follows: duties and responsibilities as well as evaluating the

05
1. The Company’s strategy, which includes business Company’s GCG. The assessment results will be
plans, branding, and technology and networks. used as recommendations for the Company’s GCG
2. Presentation of Governance includes: improvements and as one of the basic considerations
a. Duties, responsibilities and authorities as members of the respective Board member to be reappointed.
of the Board of Directors and/or the Board of
Commissioners. Assessor
b. Policies related to governance. The party carrying out the Assessment is PT Deloitte
Konsultan Indonesia, Member of Deloitte Touche
POLICY ON THE PERFORMANCE Tohmatsu Limited.
ASSESSMENT OF THE BOARD OF
DIRECTORS Assessment Method
The Assessment Method is carried out through a
By the Nominating and Remuneration questionnaire by the Board of Directors that must be
Committee filled in by each member of the Board of Commissioners.
Performance assessment of each member of the Board
of Directors is carried out by the Nominating and Rating result
Remuneration Committee based on the achievement of The Board of Commissioners and Board of Directors of
the Key Performance Indicator (KPI) with the Company’s the Company as organs of the Company have carried
achievements and certain targets (if any). out their duties and responsibilities in accordance
with applicable regulations including the Articles of
In a collegial manner the performance of the Board Association
is reported in the GMS. The GMS then provides full
release and discharge (acquit et de charge) to the
Board of Directors for the management of the company
during Year.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

PERFORMANCE ASSESSMENT FOR POLICY OF LOANS FOR MEMBERS OF

COMMITTEES UNDER THE BOARD OF THE BOARD OF COMMISSIONERS AND
DIRECTORS DIRECTORS

The Board of Directors, in carrying out its duties, is The Company’s Remuneration Policy for Senior
assisted by Information Technology Committee, Risk Executive forbids personal loan to members of the
Management and Business Continuity Committee, Ethics Board of Directors and the Board of commissioners.
and Integrity Committee, Human Capital Committee,
Gift, Donation and Sponsorship Committee. Share Ownership and Transactions of Members of
the Board of Commissioners and Directors
The Board considers the Committee has carried out
their duties properly and optimally in 2021. The criteria Based on the Policy on Share Ownership by the Board
Integrated Annual Report 2021

for this assessment is based on submitted periodic of Commissioners and Directors enacted by the Board
reports, inputs and recommendations on matters of Directors on 16 August 2016, each member of the
within the scope of duties and the implementation Board of Commissioners and Directors must periodically
of the duties of the Committee, and as disclosed in disclose the share ownership of the Company or other
this Integrated Annual Report. company by his/herself or his/her families through a
Special Register of Shareholder which is distributed
SUCCESSION POLICY OF THE BOARD OF and kept by the Corporate Secretary Division.
DIRECTORS
In accordance with the Policy on Share Ownership by
The Company’s Director Succession Policy stipulates that the Board of Commissioners and Directors, every sale
candidates will get a series of self-development related and purchase of the Company’s shares by each member
to their work and personal development through training of the Board of Commissioners and Directors must
as well as a team working system to solve certain issues. be notified to the Corporate Secretary to be further
194

reported to the Financial Services Authority (OJK)

The Company’s Nominating and Remuneration Committee as stipulated in the Regulation No.11/POJK.04/2017
has an important role in nominating the Director Regarding Ownership Reports or Any Change in Public
05

candidate. A Director can also appoint an internal Company Share Ownership.

employee as successor including internal employees
included in the Company’s Talent Pool. Candidates for SHARE OWNERSHIP BY MEMBERS OF
the Director’s succession will be reviewed periodically THE BOARD OF COMMISSIONERS AND
through an internal panel system and an independent DIRECTORS
third party assessment to assess their competence.
As of December 31, 2021, share ownership of members
Appointment of a candidate Director will refer to the of the Board of Commissioners and Directors is as
procedure and provisions stipulated in the Nomination disclosed in the Company Profile Chapter of this
Policy by taking into account the prevailing legislation Integrated Annual Report on page 83.
and regulations on the appointment of a Director.

PT XL Axiata Tbk
 Corporate Governance

INFORMATION
TECHNOLOGY COMMITTEE

Integrated Annual Report 2021

195
05
The Information Technology Committee (“IT Committee”) In achieving these objectives, the Information Technology
was established by the Board of Directors in September Committee has the following duties and responsibilities:
2012 to support the Company’s business plans and 1. Discussing and evaluating strategic Roadmap on
strategic roadmap particularly in the scope of information information technology to support the vision in
technology. creating the Company’s values, including to audit
of selection of technology and trade-offs aligned
Duties and Responsibilities with the overall Company strategy, Network and
The IT Committee is mandated to ensure the alignment IT Master Plan, including and not limited to:
of the information technology strategic plan with a. IT Architecture (Applications, Data, Infrastructure)
the Company’s business plan in accordance with the b. IT strategic plans
prevailing legislation and regulations. 2. Discussing innovation projects from the information
technology perspectives,presenting the potential
The IT Committee shall ensure that every resolution of creation of value and relevant risks prior to the
and recommendation by the Committee will comply submission to the relevant Director for approval.
the following aspects: 3. Discussing and reviewing future technology
1. Able to deliver future information technology and innovation and to report the assessment results
digitalisation in order to compete in the industry on the potential impact of disruption to the network
and gain profit for the Company. and/or IT Roadmap, as well as the overall strategy
2. Align with the Company’s strategic roadmap, of the Company.
especially on information technology investment. 4. Compiling requests for solutions from business
units/ stakeholders, and to ensure the alignment
with the overall strategy of the Company.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Committee Charter As of December 31, 2021, the membership of IT

In performing its duties, the IT Committee has a Working Committee is as follows:
Guidelines (Terms of Reference) that regulates, among 1. Yessie Dianty Yosetya, Chairman
others, the duties and authorities of the Committee 2. Dian Siswarini, Member
as well as the policy of the Committee Meetings. 3. David Arcelus Oses, Member
4. Budi Pramantika, Member
Statement of Independence 5. Abhijit Jayant Navalekar, Member
The IT Committee carries out professional and independent 6. I Gede Darmayusa, Member
duties and responsibilities, without any interference
from any parties and shall align with the prevailing Profiles of Committee members can be found in the
laws and regulations. Board of Directors Profile in the Company Profile
chapter of Annual Report on page 76.
Integrated Annual Report 2021

Committee Members
The membership tenure of the IT Committee follows Trainings in 2021
the tenure of the Board of Director unless resolved In 2021, members of the Committee participated in
otherwise in the Board of Directors decision. various training sessions to support their duties. Details
of the training sessions can be found in the Training
of The Board of Directors on page 190.

Meeting Policy and Attendance

In 2021, the IT Committee held 9 (nine) meetings, with details as follows:

Yessie David Abhijit

Dian I Gede Budi
No Date Agenda Siswarini
Dianty Arcelus
Darmayusa Pramantika
Jayant
Yosetya Oses Navalekar
196

02 March 1. Project Charters Ratification

2021 2. AI and Hyper Automation
1 Yes Yes Yes Yes Yes Yes
05

16:10 – 3. Double the Productivity

17:15 4. Trusted Service Provider
1. Project Charters Re-
Ratification
31 March 2. AI and Hyper Automation
2021 3. Trusted Service Provider –
2 Yes Yes Yes No Yes Yes
09:00 – NPS Update
10:32 4. 90% Sales through Owned
Channel by 2025
5. Double the Productivity
22 Apr 1. AI and Hyper Automation
2021 2. 90% Sales through Owned
3 Yes Yes No No Yes Yes
09:30 – Channel by 2025
11:00 3. Double the Productivity
10 June
1. AI and Hyper Automation
2021
4 2. Double the Productivity Yes Yes Yes Yes Yes Yes
14:00 –
3. 90% Sales via Own Channel
15:15

PT XL Axiata Tbk
 Corporate Governance

Yessie David Abhijit

Dian I Gede Budi
No Date Agenda Siswarini
Dianty Arcelus
Darmayusa Pramantika
Jayant
Yosetya Oses Navalekar

1. Action Log
12 July 2. Real Time Analytics & Data
2021 Monetization
5 Yes Yes Yes Yes Yes Yes
15:00 – 3. Double the Productivity
16:06 4. AI and Hyper Automation
Update
1. Action Log
2. DT-4.2 AI and Hyper
Automation Update
13 Aug
3. DT-5.1 Strengthen Cyber
2021
6 Security Protection Yes Yes Yes Yes Yes Yes

Integrated Annual Report 2021

10:00 –
4. DT-3.2 Capacity System
11:29
Upgrade and Qvantel Update
5. DT-4.1 Double productivity
and zero manual process
1. Action Log
23 Sep
2. DT-2 Big Data analytics and
2021
7 Data Monetization Yes Yes Yes Yes Yes Yes
11:00 –
3. DT-4.1 Double productivity
12:10
and zero manual process
1. Action points update
27 Oct 2. DT4-2 Hyper automation
2021 3. DT3-2 Capacity System
8 Yes Yes Yes Yes Yes Yes
15:00 – Upgrade
16:10 4. DT5-1 Strengthen end to end
cyber security protection

197
1. Action points update
2. Robust MyXL Axisnet:

05
02 Dec synthetic monitoring, A/B
9 10.00 – testing No Yes Yes Yes Yes No
11.00 3. Enabling Real-Time Analytics
4. ChatBot Intelligence: Reborn
Maya
(8/9) (9/9) (8/9) (7/9) (9/9) (8/9)
Total Attendance
89% 100% 89% 78% 100% 89%

Committee Activity Report 2021
Throughout 2021, the IT Committee has implemented all of its duties and responsibilities. Specifically, the
Committee has implemented the Transformation program in 2021, including but not limited to:
1. Becoming a trustworthy digital provider with data and privacy governance that complied to global standards.
2. Increase sales from digital channels, to be 90% by 2025.
3. Doubling the productivity with the implementation of artificial intelligence and digital automation.
4. Periodical supervision on the implementation of said program.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

RISK MANAGEMENT AND

BUSINESS CONTINUITY
COMMITTEE
The Risk Management and Business Continuity b. To support and promote Business Continuity
Committee (“RBCC”) was established by the Board Management culture into every process and
of Directors on 7 May 2013, pursuant to the Decree business activity of the Company.
of BOD Meeting No. 47/20 dated 24 November 2017. c. To review and approve the adequacy of the
Business Continuity Management framework,
Duties and Responsibilities methodology, and procedures.
Since November 2020, the scope of work for the d. To set, monitor, and evaluate the effectiveness of
Committee has been extended to supervising the Business Continuity Management implementation
effectiveness of Risk Management, implementation of within all Divisions to support the Company
Continuity Management and Compliance, including strategy.
but not limited to the Compliance of Anti- Bribery 3. Reporting:
Integrated Annual Report 2021

Anti-Corruption policy in the Company. To ensure that ad-hoc/periodical reports on risk

The Committee’s duties are as follows : management implementation and/or Business
1. Duties related with Risk Management and Compliance : Continuity implementation and/ or Compliance
a. Duties and responsibilities include areas implementation are submitted correctly and in
of Enterprise Risk Management (including timely manner in compliance with the prevailing
Business Continuity and Crisis Management), rules or provisions to the Board Risk and Compliance
and Telecommunication Regulatory Compliance, Committee and/ or Board of Audit Committee
which includes but not limited to requirements and/or Board of Commissioners and/or Regulators.
imposed by capital markets authority, Central
Bank (e.g., AMLA, etc.), Local Authorities (e.g., Committee Charter
site permits, health, and safety. The Committee has a Working Charter (RBCC Terms of
b. To ensure the Company adopts sound and Reference) used as the basis of the Committee’s work
effective policies, procedures, and practices with latest adjustments that have been approved by
198

for all its Risk and Compliance functions as well Decree of BOD No. 47/20 dated 24 November 2020.
as adequate testing to improve its resilience
and preparedness for any eventualities. Statement of Independence
05

c. To review and recommend the risk management The Committee carries out its professional and
and compliance methodologies, policies (including duties and responsibilities independently, without
framework), and risk tolerance levels for the any interference from any party and complies with
appropriate authority’s approval in accordance prevailing legislations and regulations.
with the Company’s Limits of Authority.
d. To review and assess the adequacy of the Committee Members
governing policies, framework, and structure As of December 31, 2021, membership of the Committee
in place for managing risk and compliance as consists of:
well as the extent to which these are operating 1. Abhijit Jayant Navalekar, Chair
effectively. 2. Dian Siswarini, Member
e. To ensure adequate infrastructure, resources, 3. Budi Pramantika, Member
and systems are in place for effective risk and 4. Yessie Dianty Yosetya, Member
compliance management. These include ensuring 5. David Arcelus Oses, Member
that the staff responsible for implementing risk 6. I Gede Darmayusa, Member
and compliance management systems perform 7. Mochamad Hira Kurnia, Member
their responsibilities independently of the risk- 8. Marwan Oemar Baasir, Member
taking activities. 9. Yofie, Member
f. To ensure that all governance instruments are
reviewed and updated continuously to reflect Profiles for Abhijit Jayant Navalekar, Dian Siswarini,
changes in the operating environment. Yessie Dianty Yosetya, David Arcelus Oses, Budi
2. Duties related with Business Continuity Management : Pramantika, I Gede Darmayusa can be found in
a. To set strategic objectives and BusinessSustainability Chapter 3 of this Integrated Annual Report under
Management Policy of the Company to ensure Profiles of the Board of Directors on page 76, and
business continuity in extraordinary events or Profile for Mochamad Hira Kurnia can be found in this
crises, including the third party that directly chapter of the Annual Report under the Nominating
involves in the effectiveness of Business Continuity and Remuneration Committee profiles on page 169.
Management.

PT XL Axiata Tbk
 Corporate Governance

Marwan Oemar Baasir Yofie

Member Secretary
52 years old, Indonesian 39 years old, Indonesian

Basis of Appointment Basis of Appointment

Decree of BOD No. 47/20 dated 24 November 2020. Decree of BOD No. 47/20 dated 24 November 2020.

Concurrent Positions Concurrent Positions
Mr. Baasir holds no concurrent position in other Mr. Yofie holds no concurrent position in other
Committees both in the Company or outside of the Committees both in the Company or outside of the
Company. Company.

Integrated Annual Report 2021

Educational Background Educational Background
He has a Master of Law from Universitas Gadjah He has an MBA from University of Technology, Sydney,
Mada, Bachelors’ Degree in Electronic Engineering and a Bachelor’s Degree in Economics from Universitas
from Institut Sains dan Teknologi (ISTN). Indonesia.

Professional Experience Professional Experience

In the Company: In the Company:
1. Chief of Corporate Affairs (2020 – present) 1. Strategic Project Leader (November 2016 – August 2018)
2. Group Head of Regulatory & Government Relation 2. Group Head Risk and Compliance (July 2020 –
(2014-2020) present)
3. Head of Regulatory & Government Relation (2012- 3. Head Strategic Project (September 2018 – June 2020)
2014)

199
PT Renoir Consulting Indonesia:
PT Bakrie Telecom Tbk: 1. Management Consultant (October 2011 – October 2016)
1. Executive Vice President External Relation &

05
Business Development (2011-2012)
2. Vice President Business Development (2008 – 2011). Trainings in 2021:
In 2021, Mr. Yofie participated in various training in
Trainings in 2021 support of his role as member of Risk Management and
In 2021, Mr. Baasir participated in various training in Business Continuity Committee. Those trainings are:
support of his role as member of Risk Management and
Business Continuity Committee. Those trainings are: Date of
Training/Workshop Venue
Implementation

Date of Implementing Governance, Risk, and

Training/Workshop Venue Compliance (with CGRCP Certification)
Implementation Online June 22-23, 2021
by Center for Risk Management and
Executive Influental Training Center XL Sustainability
February 8, 2021
Communication AXIATA TOWER
ISO 37001 Anti Bribery Management
5G Course for Executives: System (ABMS) Foundation by August 19-20,
Online
5G Overview and Key Microsoft Teams August 24, 2021 Professional Evaluation and Certification 2021
Technology Drivers Board (PECB)

5G Course for Executives: 5G September 16, GRC Summit 2021 – Agility amid a chaotic
Microsoft Teams world by Center for Risk Management and Online August 26, 2021
Business Opportunities 2021
Sustainability
Leadership power hour Zoom Meeting December 7, 2021
Protection of personal data and its
urgency in maintaining privacy rights
for companies operating in Indonesia Online August 31, 2021
by Center for Risk Management and
Sustainability

Corruption Risk Assessment Training by September 13,

Online
Trident Integrity Solutions Sdn Bhd 2021

ESG-Risk Management for Enterprise

September 30,
Workshop by the Business Council for Online
2021
Sustainable Development (BCSD) Malaysia

Strengthening Business Relationships:

Creating Strategic Alliances and Building September 10 –
Online
Trust (Online) by Harvard Professional October 1, 2021
Development

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Meeting Policy and Attendance

The Committee’s Meeting Policy is regulated under the RBCC Terms of Reference, and meets at least once
in four months. In 2021, the RBCC convened in 5 (five) meetings with all members attending 100% of the
meetings. More detail on the RBCC meetings can be seen below:

Attandance

No. Date Agenda Abhijit

Dian
Yessie David
Budi I Gede
Rudy Mochamad Marwan
Yofie
Jayant Dianty Arcelus Afandi* Hira O.
Siswarini Pramantika Darmayusa (R&C)
Navalekar Yosetya Oses Previous Kurnia** Baasir***
Member Member Member Secretary
Chairman Member Member Member Member Member

Ratification
from
previous
RBCC MOM
Integrated Annual Report 2021

Matters
Arising from
previous Not yet
13 January Meeting serves
1 Yes Yes Yes Yes Yes Yes Yes Yes Yes
2021 as RBCC
Agenda Member
Alignment
Risk
Management
&
Compliance
Update
Ratification
from
previous
RBCC MOM
200

No
Matters
longer
Arising from
07 April serves
2 previous Yes Yes Yes Yes Yes Yes Yes Yes Yes
2021 as
Meeting
05

RBCC
Risk Member
Management
&
Compliance
Update
Ratification
from
previous
RBCC MOM
No
Matters
longer
Arising from
07 July serves
3 previous Yes Yes Yes Yes Yes Yes Yes Yes Yes
2021 as
Meeting
RBCC
Risk Member
Management
&
Compliance
Update

PT XL Axiata Tbk
 Corporate Governance

Attandance

No. Date Agenda Abhijit

Dian
Yessie David
Budi I Gede
Rudy Mochamad Marwan
Yofie
Jayant Dianty Arcelus Afandi* Hira O.
Siswarini Pramantika Darmayusa (R&C)
Navalekar Yosetya Oses Previous Kurnia** Baasir***
Member Member Member Secretary
Chairman Member Member Member Member Member

Ratification
from
previous
RBCC MOM
No
Matters
longer
Arising from
0October serves
4.a previous Yes Yes Yes Yes Yes Yes Yes Yes Yes
6, 2021 as
Meeting
RBCC
Risk Member
Management

Integrated Annual Report 2021

&
Compliance
Update
No
longer
26 serves
2021 SORMIC
4.b November Yes Yes Yes Yes Yes Yes as Yes Yes Yes
Result
2021 RBCC
Member

Total Attendance during 2021 5/5 5/5 5/5 5/5 5/5 5/5 1/1 4/4 5/5 5/5

Percentage of attendance
100% 100% 100% 100% 100% 100% 100% 100% 100% 100%
during 2021

* resigned from the position of Chief Human Capital Officer effectively 1 March 2021.
** joined as Chief Human Capital Officer since 1 March 2021
*** Joined as Chief Corporate Affairs since 1 November 2020

201
Committee Activity Report 2021

05
Forming a Risk Management and Business Continuity Committee has the purpose to oversee the implementation
of the Company’s risk management, business continuity, as well as compliance.

This Committee is aided by the Risk Management & Compliance division in consolidating and escalating against
identified risks by business owners, including strategic risk, operational risk, financial risk, and compliance risk.

Consolidated risks will be discussed in the RBCC meeting to validate the Company’s key risks and oversee its
mitigations in a quarterly manner.

This committee also oversees the implementation of activities relating to business continuity that has been planned,
as well as evaluating various initiatives in order to improve the compliance level of the Company, especially in
regards to Anti-Corruption and Bribery practices.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

HUMAN CAPITAL
COMMITTEE
The Human Capital Committee (“HC Committee”) was 7. Corporate Culture
established by the Company’s Board of Directors on The Committee proposes initiatives to support the
12 July 2019. implementation of the companywide Corporate
Culture program.
Duties and Responsibilities 8. HC Policies
HC Committee is responsible for the following matters: The Committee proposes the new HR policies or
1. Organization Development change and/or revise the existing ones to adjust and
The Committee evaluates the business changes and align with the changes of business and organization
its impact to the organization structure, propose practices. HR policy must need approval from the
partial changes and/or conduct an organization Board of Directors.
development process to cope with the business 9. Other HC Matters
changes. The proposal shall be thoroughly analyzed The Committee discusses any other HC matters
Integrated Annual Report 2021

in terms of costs, risks, and benefits that have an not listed above as long as it is related to employee
impact on the entire organization productivity and requiring the views of the members
2. Manpower Planning (MPP) of the Board, including but not limited to: industrial
The Committee evaluates the current MPP in the relations, Employer Value Proposition (“EVP”),
Company and its productivity and proposes any employee engagement, and talent acquisition.
initiatives to increase labour productivity and
efficiency to achieve business results through Committee Charter
efficiency and/or retrenchment of resources. HC Committee has a Working Charter (HC Committee
This includes Permanent/Contract employees and Terms of Reference) used as the basis of the Committee’s
Outsource/ Manage Resources. The Committee shall work with latest adjustment signed on 28 June 2019.
evaluate and propose any strategy or initiatives to
outsource one or more jobs/functions within the Statement of Independence
departments both for labour or service supply. The HC Committee carries out its professional and duties and
202

proposal shall be thoroughly analysed in terms of responsibilities independently, without any interference
costs, risks, and benefits that have an impact on from any parties and complying with the prevailing
the entire organization. legislations and regulations.
05

3. Employee Reward and Benefits

The Committee proposes initiatives on employee Committee Members
rewards and benefits programs to enhance employee The membership tenure of HC Committee follows the
motivation as well as the company’s retention tenure of the Board of Directors unless determined
capability. otherwise by the decision of the Board. The basis of
4. Performance Management appointment is the Decree of BOD No.20/19 dated
The Committee discusses the performance 18 June 2019.
management activities to further operationalize
the top-down decision from the Board of Directors As of December 31, 2021, the membership of HC
meeting regarding the organization performance Committee is as follows:
and how it cascades into each department. 1. Mochamad Hira Kurnia, Committee Chairman
5. Talents Management 2. Dian Siswarini, Member
The Committee proposes a Talents Management 3. Budi Pramantika, Member
Program which includes the identification, development 4. Yessie Dianty Yosetya, Member
and retention to mitigate labour competition in 5. David Arcelus Oses, Member
the market. 6. Abhijit Jayant Navalekar, Member
6. Learning and Development 7. I Gede Darmayusa, Member
The Committee discusses the learning intervention
plan for employees to equip the employees with Profiles of Committee members can be found in the
critical capability for achieving business plans. Profile of the Board of Directors in Chapter 3 of this
Annual Report on page 76. Profile for Mochamad Hira
Kurnia can be found in this chapter of the Annual Report
under the Nominating and Remuneration Committee
profiles on page 169.

PT XL Axiata Tbk
 Corporate Governance

Trainings in 2021:
In 2021, members of the Committee participated in various training sessions to support their duties. Details
of the training sessions can be found in the Training of The Board of Directors on page 190.

Meeting Policy and Attendance

The Committee’s Meeting Policy is regulated under the HC Committee Terms of Reference, and meets at
least once a month.

As of December 31, 2021, the Committee has held 7 (seven) meetings with details as follows:
Date Agenda Attendance (%)

February 16, 2021 • Performance Review Cycle 2 2020 100%

Integrated Annual Report 2021

• OM & Omnibus Law
• Retention
March 18, 2021 • Vision 100%
• Talent
• HC Policy
• Omnibus Law
April 29, 2021 • Vision & Culture 100%
• Organization Update
• Performance Update
• Retention
July 30, 021 100%
• Organization Update
• Organization Capability Insource/Outsource

September 6, 2021 • Performance Review Cycle 1 2021 100%

203
• Employee Branding
October 22, 2021 • Hybrid Working 100%
• Organization Capability Insource/Outsource

05
• Hybrid NWOW
• MSA Organization
December 13, 2021 100%
• MPP & Convergence
• Talent
Total Attendance 100%

Committee Activity Report 2021

In 2021, the Committee mostly focused on the impact of the ratification of Omnibus Law, preparation of the
Company’s vision and mission for the years 2021 - 2023, MPP initiatives, organisational transformation, and
adjustment to hybrid working, as well as implementation of Performance Management System.

The discussions consisted of updating of organisational structure in a few divisions, presenting the impact of
Omnibus Law for the Company, the new Company vision and mission, as well as decision making on hybrid
working that was to be implemented by the Company.

Other discussions focused on organisational transformation to a convergence organisation and efforts in

optimising processes in the company, as well as reviewing organisational capabilities in regards to the positions
that can be absorbed as insource or outsource.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

GIFT, DONATION
AND SPONSORSHIP
COMMITTEE
Integrated Annual Report 2021
204
05

The Gift, Donation and Sponsorship Committee 4. The Company practices a “No Gift” Policy where
(“GDSC”) of the Company was established through gifts provided or received must be treated as
the Decree of BOD No. 33/20 dated 18 August 2020, an exception, and approved in accordance with
and reports to the Board of Directors. the LOA.

The GDS Committee was established as a management Committee Charter

committee to approve GDS Transactions in accordance The GDSC has a Charter in the form of Terms of
with the approved Limits of Authority (“LOA”). The Reference as working guideline and basis effectively
GDSC also deliberates and updates matters pertaining since the Approval of the Board of Directors No.51/20
to the giving and receiving of gifts, entertainment, dated 22 December 2020.
corporate hospitality, donations, sponsorships and
Corporate Social Responsibility (“CSR”) activities Committee Members
(collectively known as GDS) to the Board of Directors As of December 31, 2021, the Company’s GDSC consists
and the BRCC of the Company. of a Committee Chair and three Committee members
as follows:
Duties and Responsibilities 1. Budi Pramantika, Committee Chairman
1. Review, deliberate, challenge and approve GDS 2. David Arcelus Oses, Member
transactions in accordance with GDS policy and 3. Mochamad Hira Kurnia, Member
LOA to maintain a high level of integrity. 4. Marwan Oemar Baasir, Member
2. Provide quarterly reporting of the types, status 5. Yofie, Member
and alerts, if any of the GDS transactions to the
Board of Directors and BRCC for notation. Profiles of the Committee members can be found in
3. GDSC of the Company provides quarterly reporting of the Profile of the Board of Directors in the Company
the status and relevant information or risk exposure Profile chapter of this Annual Report on page 76 - 81.
of the GDS transactions to the BRCC or notation
and monitoring.

PT XL Axiata Tbk
 Corporate Governance

Trainings in 2021:
In 2021, members of the Committee participated in various training sessions to support their duties. Details
of the training sessions can be found in the Training of The Board of Directors on page 190.

Meeting Policy and Attendance

The Committee’s Meeting Policy is regulated under the Charter, and meets quarterly or as needed, as well
as providing quarterly reports to the Board.

Integrated Annual Report 2021

In 2021, the GDS Committee held 14 meetings, attended by 100% of its members. The details of the meetings
are as follows:

Attendance

Mochamad David Arcelus Marwan O.

No. Date Agenda Budi Yofie*
Hira Kurnia Oses Baasir
Pramantika Core
Core Non-Core Non-Core
Chairman Member
Member Member Member

1.a 18 January Ratification of Previous

2021 Minutes of Meeting
Update on GDS TOR &
Yes Yes Yes Yes Yes
LOA
GDS Transactions

205
Requests
1.b 1 February Ratification of Previous
2021 Minutes of Meeting

05
Update on GDS TOR &
Yes Yes Yes Yes Yes
LOA
GDS Transactions
Requests
2.a 22 Ratification of Previous
February Minutes of Meeting
2021
Matters of Arising from
Previous Meeting
Update on VITAL system
Yes Yes Yes Yes Yes
Update on Group
Proposed BAMS and
GDS LOA
GDS Transactions
Requests
2.b 8 March Ratification of Previous
2021 Minutes of Meeting
Yes Yes Yes Yes Yes
GDS Transactions
Requests

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Attendance

Mochamad David Arcelus Marwan O.

No. Date Agenda Budi Yofie*
Hira Kurnia Oses Baasir
Pramantika Core
Core Non-Core Non-Core
Chairman Member
Member Member Member

3.a 15 March Ratification of Previous

2021 Minutes of Meeting
Matters of Arising from
Previous Meeting Yes Yes Yes Yes Yes
BAMS Policy
GDS Transactions
Requests
Integrated Annual Report 2021

3.b 13 April Ratification of Previous

2021 Minutes of Meeting
Yes Yes Yes Yes Yes
GDS Transactions
Requests
4.a 29 April Ratification of Previous
2021 Minutes of Meeting
Yes Yes Yes Yes Yes
GDS Transactions
Requests
4.b 7 May GDS Transactions
Yes Yes Yes Yes Yes
2021 Requests
5 7 June Ratification of Previous
2021 Minutes of Meeting
GDS Update Yes Yes Yes Yes Yes
206

GDS Transactions
Requests
05

6 13 July Ratification of Previous

2021 Minutes of Meeting
GDS/BAMS Governance
Yes Yes Yes Yes Yes
Update
GDS Transactions
Requests
7 26 August Ratification of Previous
2021 Minutes of Meeting
Matters of Arising from
Previous Meeting
Yes Yes Yes Yes Yes
GDS/BAMS Governance
Update
GDS Transactions
Requests

PT XL Axiata Tbk
 Corporate Governance

Attendance

Mochamad David Arcelus Marwan O.

No. Date Agenda Budi Yofie*
Hira Kurnia Oses Baasir
Pramantika Core
Core Non-Core Non-Core
Chairman Member
Member Member Member

8.a 14 Ratification of Previous

September Minutes of Meeting
2021
Matters of Arising from
Previous Meeting
Specific CSR request
BAMS Procedure Yes Yes Yes Yes Yes
Update

Integrated Annual Report 2021

Whitelist and GDS
Procedure Update
GDS Transactions
Requests
8.b 28 GDS LOA
September
GDS Procedure Update
2021 Yes Yes Yes Yes No
GDS Transactions
Requests
9 18 October Ratification of Previous
2021 Minutes of Meeting
Matters of Arising from
Previous Meeting
Yes Yes Yes Yes No
GDS Individual

207
Verification Procedure
GDS Transactions

05
Requests
Total Attendance 2021 14/14 14/14 14/14 14/14 12/14
Percentage of Attendance 2021 100% 100% 100% 100% 86%
* Serving as Core Member since 9 February 2021
** The quorum of the GDSC shall consist of all 3 (three) core and permanent members

Committee Activity Report 2021

In 2021, GDS Committee evaluated every Gifts, Donations, and Sponsorship (GDS) transactions in the Company.
GDS committee upholds and complies to the Corporate Values of ITS XL in their decision making process for
the provision and receiving of GDS.

Furthermore, GDS Committee also ensures the implementation of modifications and adjustments that have
been agreed upon that are needed for the processes, procedures, and other matters related to GDS.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

ETHICS AND
INTEGRITY
COMMITTEE
Integrated Annual Report 2021
208

The Ethics and Integrity Committee was established permanent member must review and approve all
on 30 June 2020 to assist the Board of Directors in reports prior to lodging it with Authorities.
performing their supervisory duties to prevent, detect 7. Communicate Ethics & Integrity Committee’s
05

and respond on fraud and/or misconduct matters. decision through Ethics & Integrity Coordinator
on consequence management to the employee
Duties and Responsibilities and the relevant Board of Directors, Chief and
Group Head.
Investigation Function 8. Consider whether additional controls are required
1. Deliberate on allegations of reported misconduct to prevent further recurrences, if so, to inform
and determine next course of action the relevant division/department for follow up
2. Agree on the investigation terms of reference, action to be taken.
including the manner, in which investigation should be 9. Share reported matters through GH Internal Audit
undertaken and the appropriate parties conducting with the Board Audit Committee, as well as consider
the investigation other matters referred by the Committee to determine
3. Review the investigation report and determine whether if they warrant investigations.
the findings support consequence management
to be meted out or further warrants an inquiry Ethics & Integrity Function
4. Establish a focal point for monitoring inquiry arising 1. Report to BRCC through the Group Head Risk &
from defalcation and ensure compliance with the Compliance on a quarterly basis.
appropriate guidelines. 2. Establish, oversee and make recommendations
5. Deliberate on the findings and recommendations of the through the Group Head Risk & Compliance to
inquiry and determine the appropriate consequence the BRCC on the ABAC compliance & integrity
management for the reported misconduct framework, including any subsequent revision(s).
6. Decide whether further action should be pursued 3. Approve and oversee the implementation of the
against the employee for matters involving monetary ABAC program, including key policies and procedures
loss for example lodging a report with the authorities, and any subsequent revision(s)
restitution and or filing a criminal/civil case. The 4. Monitor the ABAC compliance & integrity works
CEO, Head of Legal, Ethics & Integrity Committee that are in progress.

PT XL Axiata Tbk
 Corporate Governance

5. Address compliance & integrity issues as they arise.

6. Monitor and provide regular update through the Group Head Risk & Compliance to the BRCC and all ABAC
compliance & integrity related matters which includes:
a. The number of cases reported
b. Numbers of investigation conducted
c. Numbers of cases where actions are not required
d. Next steps, and
e. Status of the implementations of recommendations and next steps suggested by the investigation
team, compliance & integrity department and internal audit division

Integrated Annual Report 2021

7. Assess/review material transactions (based on threshold established in the Limits of Authority, policies
and procedures) where bribery and corruption risk are significant.
8. Communicate related ethics & integrity communication to all employees.

Committee Charter
The Committee has a charter or Terms of Reference signed by the President Director & CEO of the Company.

Committee Members
The Committee consists of a chair and two members, with the President Director & CEO as Chair, the Director
& CFO and the Chief Human Capital Officer as members. As of December 31, 2021, the composition of the
Committee are as follows:
1. Dian Siswarini: Chairman
2. Budi Pramantika: Member

209
3. Mochamad Hira Kurnia: Member

Profiles of the Committee members can be found in the Board of Directors in the Company Profile chapter

05
of this Annual Report on page 76 and 77. Profile of Mochamad Hira Kurnia can be found in this chapter of the
Annual Report under the Nominating and Remuneration Committee profiles on page 169.

Trainings in 2021:
In 2021, members of the Committee participated in various training sessions to support their duties. Details
of the training sessions can be found on page 152 and 190.

Meetings in 2021
Attendance List
Date Agenda
DS BP RA1) MHK2)
February 23, 2021 Case Update and Disciplinary Action Decision v v v -
March 1, 2021 Case Update and Disciplinary Action Decision v v - v
June 11, 2021 Case Update and Disciplinary Action Decision v v - v
July 1, 2021 Case Update and Disciplinary Action Decision Circular
November 18, 2021 Case Update Circular

Attendance Rate 100% 100% 100% 100%

1)
Rudy Afandi effectively resigned as Chief of Human Resources Officer by 28 February 2021
2)
Mochamad Hira Kurnia effectively appointed as Chief Human Resources Officer by 1 March 2021

Committee Activity Report in 2021

The Ethics and Integrity had deliberated on fraud investigation results and imposed disciplinary actions based
on prevailing company regulations and code of ethics. During 2021, the employees who violated the code of
ethics have received disciplinary action in accordance with prevailing company regulations.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

CORPORATE
SECRETARY
PROFILE OF THE CORPORATE SECRETARY
Integrated Annual Report 2021

Ranty Astari Rachman

Corporate Secretary
38 years old, Indonesian
210

Legal Basis of Appointment

The Board of Directors’ approval as stated in the BOD 3. Hukumonline Webinar: Due Process of Law and
minutes of meeting dated 31 March 2020. Legal Efforts Against KPPU’s Decision after
05

the Job Creation Act, 30 June 2021

Professional Experience 4. UNDP ADB Webinar – Easier Capital Raising with
P
​ rior to becoming the Company’s Corporate Secretary, Ms. Green and Sustainable Labelling, 23 June 2021
Rahman served as Head of Public Affairs & Government 5. Socialising of POJK 3/POJK.04/2021, 18 March
Relations at PT Trinusa Travelindo (Traveloka) from 2021
March 2019 – March 2020, VP Corporate Secretary 6. Socialising of ACGS Assessment IDX, February
& CSR at PT Citilink Indonesia from 2016-2019, VP 25, 2021
Corporate Secretary at PT Garuda Indonesia (Persero) 7. ICSA-OJK Socialisation for New Public Companies,
Tbk from 2008 – 2015, Member of the GCG Committee 5 April 2021
at PT Garuda Indonesia Maintenance Facility from 2013- 8. ICSA Academy Webinar- Duties and Functions of
2015, and an Associate at Lexindo Consulting from the Board of Directors, Board of Commissioners,
2006-2008. Nominating and Remuneration and Audit
Committees, and Corporate Secretary, 29
Educational Background April 2021
Bachelor’s Degree in Law from Universitas Padjajaran, 9. The Company’s Development Program “Agile
2005. Mindset”, 22-23 February 2021
10. Speaker for Hukumonline Webinar 2021 – Work
Trainings in 2021 Guidance for Fresh Graduate of Law major: In-
1. POJK Webinar on Annual Report for Public Companies House Counsel Profession, 24-25 March 2021
(POJK No. 29/2016 & SEOJK No. 30/2016) as well 11. Introducing ESG Aspect as One of the Supporters
as Sharing Session with PT ABM Investama Tbk as of Sustainable Business, 19 November 2021
first runner up of the Annual Report Award (ARA) 12. Governance for Obtaining BOD, BOC, and
2018 - Non Financial Private Listed on February Shareholders Approval Workshop, July 2021
25, 2021.
2. Workshop for Independent Commissioner, BAC,
and NRC XL Axiata, June 4, 2021

PT XL Axiata Tbk
 Corporate Governance

IMPLEMENTATION OF DUTIES AND RESPONSIBILITIES IN 2021

The duties and responsibilities of the Company’s Corporate Secretary are in accordance with OJK Regulation
No. 35/POJK.04/2014 on Corporate Secretary of Issuer or Public Company, as stipulated in the Charter of
Corporate Secretary approved by the Board of Directors dated 16 August 2016.

Duties and
Implementation of Duties and Responsibilities in 2021
Responsibilities

Management 1. At the end of 2020, the Corporate Secretary has determined the schedule for meetings and
of Board of Routine Agenda of the Meetings of the Board of Commissioners and joint meetings of the
Directors, Board Board of Commissioners and the Board of Directors for the year ending in 2021 as stipulated
of Commissioners, in the Articles of Association.
and Committee 2. Held weekly meetings of the Board of Directors and the Board of Directors and/or

Integrated Annual Report 2021

Meetings Commissioners outside of the routinely scheduled meetings.
3. Assisted in the holding of routine meetings of Committees under the Board of
Commissioners.
4. Conducted administrative processes such as data renewal in the Diligent Board application
used by each members of the Board of Commissioners, Board of Directors, and Committees
in terms of:
a. Accessing invitations and locations of meetings;
b. Accessing and studying meeting materials;
c. Evaluating the plans for minutes of meetings;
d. Providing review digitally;
e. Providing circular decisions by digital signature;
f. Digital voting; and
g. Accessing the messenger facility in the application.
5. Preparing and documenting the minutes of each meeting.
6. Distributing summaries of important decisions taken during and in the meeting to related
business lines to be followed up.

211
7. Held a Strategy Retreat for the Board of Directors, Board of Commissioners, as well as Chiefs
at the Ritz-Carlton Bali in November 2021 to discuss the Company’s business strategies and
plan for the upcoming year.

05
At the end of 2021, the Company held:
1. 17 Board of Commissioners meetings, consisting of:
a. 4 regular meetings of the Board of Commissioners
b. 7 Special meetings of the Board of Commissioners, and
c. 6 joint meetings between the Board of Commissioners and Board of Directors.
2. 62 Board of Directors meetings, in which 13 of them were Board of Directors special
meetings;
3. 5 Nominating and Remunerations Committee meetings;
4. 6 Circular Resolutions of the Board of Commissioners; and
5. 3 Circular Resolutions of the Board of Directors

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Duties and
Implementation of Duties and Responsibilities in 2021
Responsibilities

Holding electronic Corporate Secretary was responsible for holding the Company’s GMS in 2021 held 1 (one) time,
General Meeting which was the Annual GMS (AGMS) on April 23, 2021. This GMS was held electronically (e-GMS)
of Shareholders according to POJK regulation No. 15/POJK.04/2020 on the Planning and Holding of General
(e-GMS) Meeting of Shareholders of Public Companies and POJK No. 16/POJK.04/2020 on the Holding
of Electronic General Meeting of Shareholders of Public Companies.

The Corporate Secretary was the first public company Corporate Secretary in Indonesia to hold
GMS electronically (e-GMS), and has become the benchmark for other public companies, this
e-GMS innovation has received acknowledgement and award from stock market institution (IDX
Channel) in the IDX Channel Anugerah Inovasi Indonesia (Indonesian Innovation Award) for the
Sustainability Category - Good Corporate Governance.

The responsibilities of the Corporate Secretary in e-GMS include among others:

Integrated Annual Report 2021

1. Notifying plan of e-GMS to the Financial Services Authority, including reporting of

Announcement, Invitation, Summary of the Minutes of Meetings, and Minutes of Meetings
to the Financial Services Authority, Indonesian Stock Exchange, and announcement to
Shareholders and/or Public according to the Plans and Holding of General Meeting of
Shareholders juncto POJK No. 16/POJK.04/Tahun 2020 on the Holding of Electronic General
Meeting of Shareholders;
2. Preparing online e-GMS registration system for Shareholders;
3. Preparing and ensuring the availability of Meeting material for the interest of Shareholders,
through QR Code or upon electronic registration including making it available on the
Company’s website;
4. Prepare the availability of electronic voting (e-Voting), including providing e-Voting access to
Shareholders registering online to attend e-GMS;
5. Prepare conference media for electronic meeting;
6. Prepare meeting access to be attended electronically by Shareholders and/or Power of
Shareholders, members of the Board of Directors, Board of Commissioners, and members of
the Committee under the Board of Commissioners;
212

7. Coordinate with Notary and Security Administration Bureau as an independent party

assigned to help the holding of Meeting according to prevailing regulations;
8. Coordinating with KSEI in the e-GMS through eASY.KSEI from KSEI;
05

9. Updating all Meeting materials from Announcement to Minutes of Meeting in the Company’s
website, in order for the public and stakeholders to access;
10. Provide e-GMS recording to the Notary and Public.
Conflict of Interest The Corporate Secretary aids and monitors the independence of resolutions by the Company’s
Management and Organs and Committees. As stipulated in the Legislation on Limited Liabilities Company and the
Prevention of Company’s Articles of Associations, parties with conflicts of interest must provide a statement
Insider Trading and cannot take part in the discussions and/or resolutions. The Corporate Secretary maintains
the process in every matter brought up to the meetings of the Board of Directors, Board of
Commissioners, and/or the Company’s Committees. This process is also well documented in the
Minutes of Meetings should there be a conflict of interest in one of the parties involved.

In order to avoid transactions that potentially have conflicts of interest, the Corporate Secretary
also implements OJK Regulation No. 42/POJK.04./2020 on Affiliated Transactions and Conflict
of Interest. Since mid-2021 the Corporate Secretary has also socialised this to internal units
conducting frequent transactions. As part of mentoring those units, the Corporate Secretary
has also prepared the Standar Operasional Prosedur (SOP) for the Affiliated Transaction Capital
Market Report.

Furthermore, to prevent any conflict of interest, the Corporate Secretary periodically

documents Stock Ownership Statement Letter and Concurrent Positions Statement Letter by
each of the members of the Board of Directors and the Board of Commissioners on 30 June
2021 and December 31, 2021. Throughout 2021, the Corporate Secretary has also prevented
Insider Trading through internal announcement on Blackout Period that prevents the Company’s
employees to trade the Company’s shares in a certain period prior to the the announcement
to the public on Corporate Act taken by the Company that can affect the decisions of
shareholders, in which this Corporate Act was related to one of the acquisitions made by the
Company.

The Corporate Secretary ensured there were no violations of the Capital Market Regulations
applicable in Indonesia. In 2021, there was no fine nor administrative sanction on violations or
any kind of non-compliance of Capital Market regulations.

PT XL Axiata Tbk
 Corporate Governance

Duties and
Implementation of Duties and Responsibilities in 2021
Responsibilities

Corporate Action In 2021, the Corporate Secretary played an active role in helping the Company's Corporate Act
including in ensuring compliance to the prevailing Stock Market Regulations, among others:
1. Holding of Annual Meeting of Shareholders electronically;
2. Disbursement of Dividend for the Year 2020;
3. Implementation of Capital Increase Without Pre-emptive Rights (LTI Program 2016-2020
Grant Cycle 3);
4. Transfer of shares of the Company’s subsidiary PT Princeton Digital Group Data Centres;
5. Increased in Authorised Capital, Issued Capital, and Paid-Up Capital of the Company’s
subsidiary PT Princeton Digital Group Data Centres;
6. Disclosure of information related to Changes in the Company’s Business Activities;
7. Execution of Sale and Purchase including Transfer of Telecommunication Infrastructure
Assets;
8. Additional Changes to the Company's Business Activities;

Integrated Annual Report 2021

9. Transfer of Shares of the Company's Subsidiaries;
10. Limited Review Plan for 2021 Semi-Annual Financial Statements;
11. Plan to acquire public listed company’s shares including to publish the announcement of
negotiation (PT Link Net Tbk)
12. Transfer of the Company's Shares by the Company's Shareholders (by Axiata Investments
(Indonesia) Sdn. Bhd. with Ferrymount Investments Limited);
13. Affiliated transactions by PT XL Axiata Tbk with PT Axiata Digital Labs Indonesia.
14. Plan to sell the telecommunication towers including the potential an affiliated party
transaction
Management of Record Management System (RMS) is a function led by the Corporate Secretary that plays a
the Company’s role in managing as well as storing all of the Company’s important documents.
Documents
In 2021, RMS team made integration with Icertis for various contractual documents in the
Company. In the same year, the RMS team also made plans on the use of ELO e-office, as one of
the platforms that would help automatic numbering of documents.

213
Furthermore, in 2021, the RMS team has implemented an audit of ISO 27001 implementation,
which is the application of the international management system standard for information
security. Based on audit findings, the RMS team as well as the Corporate Secretary were

05
deemed successful in performing their functions for there was no violations based on audit
findings.

In 2021, initiated the single registration systems to improve the company’s registration records
and filing documents.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Duties and
Implementation of Duties and Responsibilities in 2021
Responsibilities

Implementation The Corporate Secretary has performed their duty in reporting and information transparency
of Reporting through the Company’s website and the Indonesian Stock Exchange website (through IDXNet
Obligations e-Reporting system).
Related to the
Capital Market Throughout 2021, the Corporate Secretary had implemented their reporting and information
transparency obligations to regulators and the public, among others::
1. Monthly Regular Report related to the Monthly Regular Report on Share Registration;
2. Regular Monthly Report regarding Debt in Foreign Currency;
3. Quarterly Regular Reports related to the Submission of the Company's Financial Statements;
4. Quarterly Regular Reports;
5. Annual Regular Report related to the Submission of the Company's Integrated Annual Report;
6. Annual Regular Report related to Public Expose;
7. Annual Regular Report related to Submission of Sustainability Reports;
Integrated Annual Report 2021

8. Annual Regular Report related to the Annual Rating Results Report; as well as
9. Incidental Reports related to other Disclosure of Information, among which are:
a. Changes in the Composition of the Board of Directors and the Board of Commissioners;
b. Changes in the Internal Audit Committee;
c. Material Information or Facts Report on the Resignation of Member of the Company's
Commissioners;
d. Information on Payment of Coupon Interest and/or Sukuk Ijarah;
e. Application for Additional Share Listing for the LTI Program 2016-2020 Grant Cycle III PT
XL Axiata Tbk;
f. Material Fact Information Report on the Implementation Plan for Capital Increase Without
Pre-emptive Rights (“PMTHMETD”);
g. Material Fact Information Report Increase in Authorised Capital, Issued Capital, and Paid
Up Subsidiaries of the Company;
h. Reports of Information or Material Facts on the Transfer of Shares of the Company's
Subsidiaries;
i. Appointment of Securities Administration Bureau for Annual GMS on April 23, 2021;
214

j. Evaluation Report on the Implementation of the Provision of Audit Services on Annual

Historical Financial Information by Certified Public Accountant or Public Accountant’s
Office;
05

k. Appointment/Change of Public Accounting Firm and/or Public Accountant;

l. Material Information or Facts Report on the Changes to the Company's Articles of
Association;
m. Material Information or Facts Report Notification of Limited Review Plan for 2021 Mid-
Annual Financial Statements;
n. Material Information or Facts Report Announcement of the Negotiation of the Public
Company Acquisition Plan;
o. Material Information or Facts Report Information on the Company's Share Sale Plan by the
Company's Shareholders;
p. Material Information or Facts Report Notification of Limited Review Plan on the Financial
Statements Quarter III Year 2021.
Reporting The Corporate Secretary is also responsible for reporting to the Indonesian Investment
Regarding Foreign Coordinating Board (“BKPM”). The Company as a foreign investment company (“PMA”) submits
Investment and fulfils its obligations to regulations related to foreign investment companies. One of which
is making periodical reports electronically regarding investment activity reports as stipulated in
Article 15 of Law Number 25 of 2007 concerning Investment reported in Quarter I, Quarter II,
Quarter III, and Quarter IV periods in 2020. This submission is also carried out in a timely manner
with delivery techniques that are in accordance with applicable regulations, which is the BKPM
Regulation Number 7 Year 2018.
Implementation of The Corporate Secretary also ensures that the Company continuously implements Good
Good Corporate Corporate Governance principles. In 2021, the Corporate Secretary made a few policies to
Governance align the Company with various regulations from the government. Those policies included the
creation of SOP Affiliated Transaction Capital Market Report to manage the mechanism of
affiliated transactions by the Company, renewing the Limit of Authorities (“LOA”) Non-Financial
Corporate Secretary to manage limitations or the scope of work of the Corporate Secretary, as
well as drafting the Corporate Secretary Manual to detail the work of the Corporate Secretary.

PT XL Axiata Tbk
 Corporate Governance

INVESTOR
RELATIONS

Integrated Annual Report 2021

Indar Singh Dhaliwal*)
Investor Relations
34 years old, Malaysian
*)
Indar Singh Dhaliwal effectively resigned from
the Company on February 25, 2022

Legal Basis of Appointment The Company’s Investor Relations team provides

Indar Singh Dhaliwal served as Head of Investor Relations. accurate and relevant information in a timely manner
He joined the Company in March 2015, and worked proactively to the investment communities to assist
in the Company until 24 February 2022. them in making investment decisions. This was done
through providing quarterly financial report as well

215
Professional Experience as a clear and concise presentation along with
Prior to joining the Company, he worked at CLSA conferences with the Board of Directors to present
Securities Malaysia as Equity Research Analyst where the Main Summary, answer questions and provide the

05
he was responsible to provide a wide scope of research latest information per quarter. When needed, further
from various industries including telecommunications information is provided to all parties to ensure that
for various institutions. the investment communities can always keep up with
the development of strategic and financial activities,
Educational Background as well as operations of the Company. The Investor
Mr. Dhaliwal graduated from Monash University, Australia Relations team of the Company is the key that connects
with a Bachelor of Commerce and a double major in the Company with capital market players.
Accounting & Finance in 2009.
Investor Relations Activities 2021
Investor Relations Activities Date Activities Locatopm
The implementation of Good Corporate Governance
2 Feb 2021 Mandiri Investment Forum Virtual
involves Investor Relations with the aim to provide
15 Feb 2021 FY2020 Investor Conference Jakarta, Indonesia
transparent and updated information on the activities
27 Apr 2021 1Q 2021 Investor Conference Jakarta, Indonesia
of the Company to investors and shareholders. The
16 Jun 2021 UBS OneASEAN Conference Virtual
Company is committed to communicate its strategies
5 Aug 2021 1H 2021 Investor Conference Jakarta, Indonesia
and business activities clearly to its stakeholders. In
order to achieve this goal, the Company actively and Credit Suisse Indonesia Corporate
12 Aug 2021 Virtual
Daty
continuously conducts Investor Relations programs
9 Nov 2021 9M 2021 Investor Confereence Jakarta, Indonesia
all year round.
20th Morgan Stanley Asia Pacific
17 Nov 2021 Virtual
Summit
Despite the challenges of 2021 with COVID-19 pandemic 8 Des 2021 Axiata Analyst & Investor Day 2021 Virtual
that still affected in-person meetings, the Company
managed to hold virtual meetings and conference
calls. Throughout the year, the Investor Relations
team was able to hold over 250 virtual meetings
with shareholders, investors, and analysts..

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

INTERNAL
AUDIT

The Company has an Internal Audit Division as required by OJK Regulation No.56/
POJK.04/ 2015 on the Establishment and Guidelines for the Internal Audit Charter
("POJK 56/POJK.04/2015").
GROUP HEAD OF INTERNAL AUDIT

According to the Internal Audit Charter, Group Head Internal Audit is appointed and dismissed by the President
Director with approval from the Board of Commissioners. In the event where the current Group Head Internal
Audit is negligent and unable to fulfill his/her responsibilities stipulated in the Internal Audit Charter, the
President Director may propose replacing him/her with approval from the Board of Commissioners.
Integrated Annual Report 2021
216
05

Vierna Suryaningsih
Group Head Internal Audit
44 years old, Indonesian

Legal Basis of Appointment Senior Assistant Vice President at PT Bank Danamon

Ms. Suryaningsih was appointed as Group Head of Indonesia Tbk, Assistant Manager at Internal Audit
Internal Audit by the President Director, effectively Services (IAS) PricewaterhouseCoopers, Internal Audit
on 6 August 2020, with approval from the Board of Manager at PT John Hancock Financial Services and
Commissioners on 24 July 2020. Senior Associate at Assurance and Business Advisory
Services (ABAS) PricewaterhouseCoopers.
Professional Experience
Prior to serving as Group Head Internal Audit, Ms. Educational Background
Suryaningsih held various senior positions in insurance She has a bachelor’s degree in Accounting from
and other companies in the Financial Services industry, Universitas Gajah Mada. She is also an Indonesian
among which are Management Task Executioner at Certified Public Accountant (CPA), Certified Internal
DPLK AXA Mandiri Financial Services, Chief Risk Officer Auditor (CIA), Chartered Accountant (CA), Fellow
at PT AXA Mandiri Financial Services, Vice President Life Management Insurance (FLMI), Qualified Chief
- Head of Internal Audit at PT AXA Mandiri Financial Risk Officer (QCRO), and is Certified in Pension Fund,
Services, Head of Internal Audit at PT Prudential Certified in Banking Risk Management Level 2 and
Life Assurance Indonesia, Head of Support Audit – Certified Analytics Auditor – Basic.

PT XL Axiata Tbk
 Corporate Governance

INTERNAL AUDIT IN THE COMPANY’S DUTIES AND RESPONSIBILITIES OF

STRUCTURE INTERNAL AUDIT

As per the Internal Audit Charter, the Internal Audit The duties and responsibilities of the Internal Audit
Division reports directly to the President Director refer to OJK regulations as well as the Institute of
and functionally to the Board Audit Committee. As Internal Auditors standard and code of ethics. The
of December 31, 2021, Internal Audit Division of XL Internal Audit functions and responsibilities shall be
Axiata has a total of 14 (fourteen) personnel who carried out and implemented with the principles of
held the following positions: independence.

Position Total Personnel

The following are the Internal Audit’s main duties and
responsibilities:
Group Head Internal Audit 1

Integrated Annual Report 2021

1. Develop an annual audit plan with a risk-based
Internal Auditor 8 approach in the fields of finance, accounting,
Investigator 4 operations, human resources, marketing, information
technology, and other activities.
Data Analyst 1
2. Implement an annual audit plan as approved, including
Total 14 any special assignments at the request of the
President Director and the Board of Commissioners.
Certifications 3. Provide recommendations for improvements and
As of December 31, 2021, the Internal Audit Division objective information about the activities examined
has been supported by personnels having the following at all levels of management.
certifications: 4. Provide and submit audit reports to the President
Director, Board of Commissioners through the Audit
Total
Committee, and other related parties.

217
Certifications 5. Monitor and evaluate the adequacy of follow-up
Personnel
actions implemented by the auditee, and report
Certified Internal Auditor (CIA) 1
its completion status to President Director and

05
Certified Information System Auditor the Board of Commissioners through the Audit
2
(CISA)
Committee.
Certified Public Accountant (CPA) 1 6. Maintain the professionalism of Internal Auditors
Chartered Accountant (CA) 2 through continuous education programs such as
certification programs to complement the knowledge
Certified Fraud Examiner (CFE) 2
and skills of internal auditors that are relevant with
Certified in Governance of Enterprise the Company’s complexity and business.
1
IT (CGEIT)
7. Work closely with the Audit Committee and serves
Certified Information Security Manager as secretariat to the Audit Committee
1
(CISM)
8. Develop a program to evaluate the quality of
Certified Data Centre Professional internal audit activities.
1
(CDCP)
Certified ISMS ISO 27001 Lead Auditor 1 INTERNAL AUDIT CHARTER
Certified Analytics Auditor 4
Qualified Chief Risk Officer 1
The Company has an Internal Audit Charter as a
guideline for Internal Audit with the latest revision in
Indonesian Certificate in Banking Risk &
1 accordance with OJK Regulation No.56/POJK.04/2015
Regulation Level 3
established by the President Director with the approval
Indonesian Certificate in Banking Risk &
1 of the Board of Commissioners with the latest update
Regulation Level 2
on April 26, 2021.
Indonesian Certificate in Banking Risk &
1
Regulation Level 1
Microsoft Certified: Data Analyst
2
Associate

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

MEETINGS AND ACTIVITIES OF INTERNAL AUDIT IN 2021

In 2021, the Internal Audit Division completed 16 (sixteen) In 2021, Internal Audit Division took a more proactive
audit programs and 3 (three) special reviews as of approach by organising socialisation and workshops
December 31, 2021. in order to increase risk awareness in the Company,
as well as to support continuous improvement of
In 2021, Internal Audit Division has audited areas related business processes.
to Value-Added Service, IT User Access Management,
Related Party Transaction, Expense Management, SAP Internal Audit Division regularly holds an internal division
S/4 HANA Post-implementation Review, Direct Channel meeting on a weekly basis to discuss the progress of
Management & XLC Operations, Lease Management, ongoing audit engagement, as well as to track and
ISO 27001, Procurement, Cyber Security, Traditional follow-up Management action items. Internal Audit
Integrated Annual Report 2021

Channel, Revenue Assurance, ISO 20000, ISO 9001, Division continues to explore potential business process
dan ISO 22301. Furthermore, the Internal Audit division improvement, continuous auditing approaches, and
has reviewed the ABAC Self Declaration & Compliance, to further enhance data analytics capability.
Data Privacy, and Contract Management.

Internal Audit Division continuously improves its internal

structure, process and work quality by utilising data
analytics and expanding the audit system and equipment
for its audit activities.
218
05

PT XL Axiata Tbk
 Corporate Governance

INTERNAL
CONTROL

Internal Control in the Company aims to support performance objectives, to increase

the value for stakeholders, ensure effectiveness and efficiency of operations, and the
reliability of financial reporting, the feasibility of operational and financial controls, as
well as compliance with prevailing legislation and regulations.

CONFORMITY TO INTERNATIONAL COMPANY’S COMMITMENT ON THE

STANDARDS IMPLEMENTATION OF INTERNAL
CONTROL SYSTEM

Integrated Annual Report 2021

The Company has adopted the concept of three lines
of defense in line with the framework of the Committee Management is responsible for the implementation
of the Sponsoring Organizations of the Treadway of reliable and effective internal control system and
Commission (“COSO”) - Internal Control Framework. is obliged to improve effective risk culture and shall
ensure internal control system has been embedded on
The implementations of Internal Control in the Company every level of the organization. Evaluation on internal
according to COSO are as follows: control implementation includes changes in internal
1. Control Environment and external conditions impacting the achievement
The Board of Commissioners and the Board of of Company’s targets. Monitoring activity is focused
Directors have established a set of standards, on the Company’s key risks, as part of its routine
procedures, and structures that provide the basis for activities, including periodic evaluations to detect
carrying out internal control across the Company. and prevent unknowingly accepted new risk.
2. Risk Assessment

219
The Company continues to assess the risks that have Internal Audit Division is evaluating and playing an
an impact on the Company’s business activities. active role in improving the effectiveness of internal
The results of the assessment are documented control system on an ongoing basis with regard to

05
in the key risk register and reviewed regularly. the implementation of the company’s operations to
3. Control Activities achieve the goals set by the company.
The Company applies the four-eyes principle in
carrying out critical activities, where the duties The evaluation results are submitted to Management
and responsibilities of each officer and supervisor for follow up and the implementation will be monitored
are regulated in related policies and procedures. to ensure the internal control system is effective.
4. I n f o r m a t i o n a n d C o m m u n i c a t i o n
The Company has a means / media of communication
and information exchange available to support all
parties in the Company in carrying out their roles.
5. Monitoring Activities
The Board of Directors, Senior Management and
Internal Audit continuously monitor the effectiveness
of overall implementation of internal control. The
monitoring of the Company’s key risks has been
prioritized and has become part of operational
activities, including periodic evaluations.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

RISK
MANAGEMENT

The Company has adopted

ISO 31000 Framework
as the guideline and
principles in developing
and implementing its Risk
Management.

The objective of the risk

Integrated Annual Report 2021

management framework
is to ensure risk
management is embedded
within the Company’s
governance, business and
operations activities, as
well as culture.

Risk management
begins with determining
the context of the
220

element that requires

risk management. The RISK MANAGEMENT SYSTEM
Company then identifies,
05

analyses and evaluates The Company’s Enterprise Risk risk management and compliance
Management Oversight Structure framework, and monitoring its
the potential risks. After
follows the Three Lines model that effectiveness.
each risk is identified, it aims to manage and mitigate risks
will then be followed by through the effective organisation 3. 3 rd Line – Internal Audit
actions adjusted to the of risk, control, and oversight function responsible in providing
risk. Each of the working responsibilities. This in turn will independent assurance on
processes must be limit the possibility of “gaps” while governance, risk management
avoiding duplication of coverage. and internal control process.
monitored and reviewed
to ensure effectiveness. 1. 1st Line – Business unit and The Board of Directors is committed
operations owners who are and responsible for the effectiveness
responsible for identifying, of implementation and maintenance
assessing and managing risks of risk management.
related to the scope of work
and responsibilities. To help carry out its functions, the
Board of Directors established a Risk
2. 2nd Line – Risk and Compliance Management and Business Continuity
Management and other second Committee (RBCC) responsible
line compliance functions to ensure adoption of sound and
(Regulatory, Corporate Secretary, effective policies, procedures and
Health and Safety, Cyber practices for all of the Company’s
Security) that are responsible Risk and Compliance functions.
for implementing the Company’s

PT XL Axiata Tbk
 Corporate Governance

The roles and responsibilities of the Committee can be RISK TYPES AND MANAGEMENT
found in the Risk Management and Business Continuity
Committee on page 198. Strategic Risks
Risk aligned to the strategic objectives and aligned
The Board of Commissioners oversee the design, with the company’s mission. The company establishes
implementation, and monitoring of the risk management. a top risk assessment process by understanding
The Board of Commissioners has also set up a Board organisational strategy, creating a top risk profile and
of Risk and Compliance Committee to supervise the mitigating action plan, and continuously identifying
implementation of the risk management process and strategic risks.
evaluate the effectiveness of risk and compliance
management in the Company. Operations Risks
The risk comprises the effective and efficient use of

Integrated Annual Report 2021

RISK MANAGEMENT PROCESS resources and may disrupt the day-to-day business
operations. Also, it refers to risk resulting from inadequate
The Company’s risk management process is facilitated or failed internal processes, people, systems, or external
by the Risk and Compliance Division. This division is events. Risk owner-managed respective operations
responsible for the development of risk management risk supported by RCSA system to identify, monitor,
framework and methodologies, as well as facilitating analyse and mitigate issues before they become a
the implementation of risk management systems. problem.

The Company applies Risk and Control Self- Assessment Financial Risks
(RCSA) technique for its Risk Management, where the The risk comprises the stability of the company’s financial
risk owners (business owners) self-identify the risks positions given its exposure to various treasury risks
that may have an impact on their business objectives and other financial risks, including liquidity risk, currency
and provide a mitigation plan to prevent or control risk, and interest rate risk. The company monitors and

221
the risk. mitigates the effects of relevant financial risk.

The Risk and Compliance Division facilitates RCSA Regulatory Compliance Risks

05
through a meeting and discussion with the Management Regulatory compliance risks are managed by ensuring
to provide input and feedback on identified risks, that all of the company’s operations comply with
as well as monitor the status of risk management prevailing regulations. Effective regulatory compliance
and report on the result of applying its mitigation management can enable the company to mitigate the
plans. compliance risk and achieve a competitive advantage
that is pivotal to enabling the continued growth and
success of the company’s business. Risk and Compliance
Division coordinates with regulation owners to identify
regulatory requirements and design an effective and
efficient compliance management system, including
ensuring the implementation of prevailing regulations
within relevant units.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Business Continuity Risks OVERVIEW ON THE EFFECTIVENESS OF

The company establishes a Business Continuity THE COMPANY’S RISK MANAGEMENT
Management (BCM) coordinated by the Risk and
Compliance Division to maintain long-term business Adequate Risk
continuity, focusing on averting prolonged disruptions The Risk and Compliance division assessed the
through systematic and immediate restoration/recovery implementation and operationalisation of the risk
of business and its operations within the specified management system involving all internal stakeholders,
time. The scope of the Business Continuity Plan (BCP) including business units and supporting functions within
includes the continuity of service for the customers, the company. Evaluation result consulted with RBCC
the safety of its employees and their families, and and BRCC. Based on the evaluation, Management
minimising the company’s losses. believes that the company’s risk management system
was adequate in achieving the company’s business
Integrated Annual Report 2021

Risk Rating Matrix objectives while complying with relevant laws.

The Company has developed a Risk Rating Matrix Management will continue in identifying, analysing,
based on its Risk Assessment Guideline, to evaluate the evaluating, monitoring and managing the significant
significance or scale of the risk and the effectiveness risks faced by the Companies
of existing control, if there is any.
STATEMENT FROM THE BOARD OF
The risk rating matrix provides a foundation in the DIRECTORS ON THE ADEQUACY OF THE
assessment of identified risks so that management at COMPANY’S RISK MANAGEMENT
every level can ensure the risk management actions and
resources are appropriately directed across business 1. The Board of Directors confirms that the Company’s’
and functions. risk management are adequate and have been
operating effectively, in all material aspects, for
The Company has also determined its level of risk the financial year ended December 31, 2021 and
222

appetite and risk tolerance based on this Risk Rating up to the date of this Declaration and that the
Matrix. The risk appetite and risk tolerance is monitored systems are adequate and effective in achieving
by the management and formally reviewed as part of the Company’s business objectives while complying
05

the Company’s strategy and planning process. This with relevant laws.
also takes into consideration whether the risk appetite 2. The Board of Directors confirms that there is
remains appropriate in delivering its goals from both a continuous process in identifying, analysing,
internal and external as well as constraints. Any risk evaluating, monitoring and managing the significant
that exceeds the appetite level must have a response risks faced by the Company, and that during the
plan. It is then communicated to the respective Director year under review the weaknesses noted in risk
/ Chief and reported in the RBCC meeting to get an management had been appropriately remediated
approval on the mitigation plan. and managed
3. The Board also affirms their responsibilities and
commitments to continuously maintain and review
the adequacy, effectiveness and integrity of the
Company’s risk management systems in anticipation
of changes in the business environment that may
impede the achievement of the Company’s business
objectives and to safeguard shareholders’ investment,
the Companies’ assets and reputation.

PT XL Axiata Tbk
 Corporate Governance

LITIGATIONS AND
CONTINGENCIES

Following the audit of corporate legal team of XL Axiata on current litigation encountered by the Company,
no material qualification and substantive cases that required reporting in this Integrated Annual Report.

Integrated Annual Report 2021

223
05

ADMINISTRATIVE
SANCTIONS
As of December 31, 2021, the Company did not render or accept any administrative sanctions for the Company,
or any of the Company’s organs from any authorities.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

CODE OF
ETHICS

CODE OF ETHICS APPLICATION OF CODE OF

The Code of Ethics PRINCIPLES ETHICS
is an integral
part of Company The Company’s Code of Ethics covers The Code of Ethics applies without
Regulations. The Code the following principles: exception to all of the Company’s
1. Equal Treatment executives and employees. The Code of
of Ethics is required
The non-discriminatory treatment Ethics oblige all employees to comply
as the Company’s to employees in a sound work and conduct key responsibility, which
commitment in environment with integrity without includes:
enhancing the exception. 1. Developing a clean and conducive
Integrated Annual Report 2021

integrity of each of its 2. Healthy Partnership internal working environment for

employees in applying Build a sound business partnership all employees.
with third parties to comply with the 2. Developing trustworthy experience
the best practices
Company’s policies and prevailing for all customers.
of good corporate regulations. 3. Developing clean business
governance. The Code 3. Anti-Corruption Culture partnership with third parties by
of Ethics regulates the Avoid conflict of interest, refuse following all Company’s procedures
behavior and ethical gratification as well as applying and policy.
procedures in carrying the principles of anti-corruption,
collusion and nepotism. SANCTIONS FOR
out Company’s
4. Commitment To Customer VIOLATIONS
business activities by Keeping the commitment to the
upholding professional customers by building an attitude All employees are required to comply
224

value. of “Trustworthy” and providing with the Code. Any violation of the
appropriate solutions. Code of Ethics, applicable business
ethics or legislation, shall be considered
05

DISSEMINATION OF CODE as intolerable behavior and be

OF ETHICS subjected to disciplinary action. It
may result in punishment, official
The Company’s Code of Ethics is warning, demotion or termination of
available and can be easily accessed employment. The Board of Directors
by all employees on XLWorld as the is responsible for ensuring that this
Company’s internal system. The Code of standard is implemented throughout
Ethics is being socialized to Employees the Company’s operational activities.
when they first join the Company
and can be seen through the official CODE OF ETHICS
website (https://www.xlaxiata.co.id). VIOLATIONS AND
In addition, the Company routinely SANCTIONS IN 2021
distributes The Integrity Fulfillment
Statement emphasizing working Throughout 2021, there was no
ethics with anti-corruption, collusion violation of the Code of Ethics within
and nepotism. This Statement must the Company. This indicates that the
be signed by each Employee and Code of Ethics was carried out by
documented by the Company by the all of the Company’s organs.
Human Capital Department.

In December 2021, the Company has

distributed The Integrity Fulfillment
Statement and signed by all employees.

PT XL Axiata Tbk
 Corporate Governance

EMPLOYEE AND/OR
MANAGEMENT STOCK
OPTION PROGRAMS
Since 2016, The Company has implemented the 2016- The 2016-2020 LTI Program aims to:
2020 Long Term Incentive Program (“2016-2020 LTI 1. Improve the long term performance of the Company;
Program”) as a continuation from the previous 2010 2. Maintain excellent management and employees
- 2015 Long Term Incentive Program (“2010-2015 and award XL Axiata management and employees
LTI Program”). for their performance;
3. Improve the loyalty of the management and
The 2016-2020 LTI Program has been approved by employees so that they have sense of belonging
the Board of Commissioners on 10 December 2015 as for the Company;
well as approved by the GMS on March 10, 2016. The 4. Motivate the management and employees to

Integrated Annual Report 2021

latest Amendment and Restatement of 2016-2020 improve their performance; and
LTI Program based on Extraordinary General Meeting 5. Provide additional value for the Company to
of Shareholders 30 September 2019 has approved attract prospective management and employees
the changes of Long Term Incentive Program 2016 with the skills that the Company needs.
– 2020 in a form of the followings :
1. 2016-2020 LTI Program Grant Cycle 1A, 1B, 2 and The 2016 – 2020 LTI Program has 5 (five) Grant Cycle,
3: with every Grant Cycle, the eligible LTI Participants
a. The Company’s shares without option right will receive written notice on the rights to receive
through the issuance of shares without Preemptive incentive along with the estimated numbers of incentive.
Rights which were granted to employees and
management of the Company from the General The incentive will be further vested (vesting period)
Manager level (and its equivalence) to the Board in the third year after each Grant Cycle. In the first
of Directors level. implementation in 2016, the LTI Program 2016 - 2020

225
b. Cash, which will be granted to employees of Grant 1, the employees were provided with 2 (two)
the Company from the Staff level to Manager grants whereby Grant 1A was vested after year two
level (and its equivalence). just as the initial Grant Cycle and Grant 1B would be

05
2. 2016-2020 LTI Program Grant 4 and 5: vested in accordance to the normal vesting cycle in
Only Directors will be awarded in the form of cash year three. The given number of incentives will be
consideration and the Company’s performance determined based on the Company’s performance
will be measured based on Return on Invested value and the eligible LTI Participants themselves.
Capital (“ROIC”). The amount incentive will be earned may be different
from the estimated amount, as informed on each
Grant Cycle.

The 2016-2020 LTI Program for employees has been

completed in 2021, namely for the LTI Grant Cycle 3.
The next LTI 2016-2020 Program will only be applicable
to members of the Board of Directors.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

WHISTLEBLOWING
SYSTEM

REPORTING VIOLATIONS PROTECTION FOR WHISTLEBLOWERS

Shall employees (including direct-contracts and The Company shall protect and maintain the secrecy
outsourcings) or third/external parties find any behaviour/ of whistleblower, and ensure their safety from any
actions that are suspected of violating the law and/ possible threat resulting from the reports in which
or the Company’s Code of Ethics, these parties can covering the following protection:
report it through the SPEAK UP channel. Reporting 1. Identity of Reporter;
can be done by accessing the web-based reporting 2. Confidentiality of report content;
system at https://axiatagroup.integrityline.com 3. Threat, intimidation or other threatening behaviour
Integrated Annual Report 2021

by the reported party.

Reports lodged in the official SPEAK UP channel will
be received by the Administrator of the SPEAK UP WHISTLEBLOWING CASE AND FOLLOW
channel, which consists of the Group Head Internal UP IN 2021
Audit and the Investigation Unit – a function under
the Internal Audit Division. Shall any report require a In 2021, there were 28 (twenty-eight) complaints
further investigation process, the appointed investigator received through whistleblowing channels (Speak
may come from the Company, Axiata Group Berhad, Up Channel) or directly reported to the Investigation
or external parties. If the reported party is proven Unit. Out of these reports received, 22 (twenty-two)
to have committed an unlawful act or an act that of the reports were classified as violations. Of the
violates the code of ethics, then the reported party 22 (twenty-two) reports of violations, 9 (nine) have
will be dealt with in accordance with the Company been resolved, 7 (seven) are still in reporting, and 6
Regulations as well as prevailing laws and regulations. (six) are still under investigation.
226
05

ANTI-BRIBERY AND ANTI

CORRUPTION POLICY

In line with the value of uncompromising integrity, one of the core values of “ITS XL”, The Company has
published an Anti-Bribery and Anti Corruption Policy. This policy marks a commitment to carry out business
of high integrity.

The purposes of the policy are as follows:
1. Ensuring compliance to Company policies and all prevailing laws and regulations.
2. Providing information and guidelines for all stakeholders to assess situations or conditions that are deemed
to be improper, unethical or relating to bribery and corruption.
3. Creating awareness and educating all stakeholders regarding the Company’s core values, and expected
conduct.

This policy is applicable for all stakeholders and not limited to the Commissioners, Directors, employees,
distributors, agents, vendors, consultants and other third parties.

PT XL Axiata Tbk
 Corporate Governance

GOOD CORPORATE
GOVERNANCE
IMPLEMENTATION

Implementation of Corporate Governance Referring to Provisions of OJK Regulation No. 21/POJK.04/2015 on

the Implementation of Public Company Governance Guidelines and OJK Circular Letter No. 32/SEOJK.04/2015
on Guidelines for Public Company Governance.

Relationship Between Public Company and Shareholders in Ensuring the Rights of Shareholders

Integrated Annual Report 2021

Principle Recommendation Explanation of OJK Recommendations Fulfill

Principle 1 The Public Every issued share with voting right has one vote Based on the Article
Enhancing the Company has a (one share one vote). The Shareholders may use 11 (18) of the Articles
Value of General way or technical their voting rights during the decision-making of Association, each
Meeting of procedure for process, in particular to decision with voting share has one vote
Shareholders both open and mechanism. However, both open and closed for the holder in the
(GMS). closed voting voting mechanism has not been specifically General Meeting of
that prioritize regulated. Shareholders.
independency
and interest of The Public Company is recommended to have
Shareholders. voting procedure in decision making of GMS
agenda. The voting procedure must maintain
shareholders’ independency or freedom. As
an example, an open voting mechanism is
implemented by raising hand in accordance

227
with option as offered by the GMS chairman.
AS for close voting mechanism is conducted in
any decision that required confidentiality or by

05
request from Shareholders through voting card or
electronic voting.

All members of the The presence of all members of the Board of All members of the
Board of Directors Directors and the Board of Commissioners of Board of Directors
and the Board of the public company aim so that each member and the Board of
Commissioners of of the Board of Directors and the Board of Commissioners of XL
Public Company Commissioners can pay attention to explain, and Axiata were present in
attend the Annual directly answer the issues or questions raised by the Company’s AGMS
GMS. shareholders related the GMS agenda. dated April 23, 2021.
The Summary of Based on Article 34 paragraph (2) of the All information on XL
Minutes of GMS Financial Services Authority Regulation No.32/ Axiata GMS Summary
is available in the POJK.04/2014 on the Plan and Implementation is available at the
Public Company’s of the General Meeting of Shareholders of Company’s website
website at least for Public Company, The Public Company must (www.xlaxiata.co.id).
one (1) year. make summary of GMS Minutes in Indonesian
and foreign language (minimum in English), and
announced to the public within two (2) working
days after the GMS, one of which is through
the Public Company Website. The availability of
summary of GMS Minutes in the Public Company
Website provides an opportunity for shareholders
who are not present, to easily obtain important
information in GMS implementation. Therefore,
the provision on the minimum period of
availability of GMS Minutes summary on the
Website are intended to provide sufficient time
for shareholders to obtain such information.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Principle Recommendation Explanation of OJK Recommendations Fulfill

Principle 2 Public Company Communication between Public Company and The Company has a
Enhancing has communication shareholders or investors is intended so that Company Integrated
the Quality of policy with the the shareholders or investors obtain clarity of Communication
Communication Shareholder and information that has been published to the public, Policy ratified on 10
between Public Investor. such as periodic reports, information disclosure, October 2018 that
Company with business condition or prospect and performance, stipulates regulations
Shareholder or as well as implementation of public company of communication
Investor. governance. In addition, the shareholders or with shareholders,
investors can also submit input and opinion stakeholders including
to the management of Public Company. The employees on the
communication policy with shareholders or Company’s Material
investors shows the commitment of the Public information.
Company in carrying out communication
with shareholders or investors. This policy
Integrated Annual Report 2021

can include strategies, programs, and timing

of communication implementation, as well as
guideline that support shareholders or investors
to participate in the communication.
The Public Disclosure of communication policy is a form The Company’s
Company discloses of transparency on the commitment of the Integrated
the Communication Public Company in providing equality to all Communication Policy
Policy of Public shareholders or investors for the implementation is available on the
Company with of communication. Company’s official
shareholders website
or investors in The disclosure of information also aims (www.xlaxiata.co.id)
Website. to increase the participation and role of
shareholders or investors in the implementation of
the Public Company communication program.
228

Function and Roles of the Board of Commissioners

05

Principle Recommendation Explanation of OJK Recommendations Fulfill

Principle 3 Determination of the The members of the Board of Commissioners The total members of the
Strenghten the total members may affect the effectiveness of the Board of Board of Commissioners
membership of the Board of Commissioners duties. Determination of total of the Company have
composition of Commissioners members of the Board of Commissioners of a been adjusted to the
the Board of took into account on Public Company must refer to the provisions of Company’s needs. Each
Commissioners. the condition the prevailing law in which at least consists of candidate for the Board
of the Public two (2) people based on the provisions of the of Commissioners must
Company. Financial Services Authority Regulation No.33/ first be thoroughly and
POJK.04/2014 on The Board of Directors and properly examined by
Commissioners of Issuer or Public Company. the Nominating and
In addition, it is also necessary to consider Remuneration Committee
the condition of the Public Company which of the Company.
includes among other, the characteristic,
capacity and size, as well as achievement of
target and fulfilment of different business needs
among the Public Companies. However, too
many members of the Board of Commissioners
has the potential to disturb the effectiveness
on the implementation function of the Board of
Commissioners.

PT XL Axiata Tbk
 Corporate Governance

Principle Recommendation Explanation of OJK Recommendations Fulfill

Determination on The composition of the Board of Each member of Board

the composition Commissioners is a combination of of Commissioners has
of members of characteristics from both organ and diverse expertise to
the Board of individual perspective according to the maximize the supervisory
Commissioners need of respective Public Company. These duties of the Board
considered on characteristics can be reflected in the of Commissioners in
diversity of expertise, determination of expertise, knowledge and accordance with the
knowledge, and experience required in the implementation of Company’s business
required experience. supervisory and advisory duty by the Board scope.
of Commissioners of the Public Company. The
composition that has considered the need Information pertaining
of the Public Company is a positive thing, with the background
especially related to decision making related as well as skill of each
with supervisory function as carried out by member of XL Axiata

Integrated Annual Report 2021

considering various broader aspects. Board of Commissioners is
available in the Company’s
website (www.xlaxiata.
co.id).
Principle 4 The Board of The Board of Commissioners’ Self Assessment In 2021, the Company
Enhancing Commissioners has policy is a guideline as a form of collegial conducted assessment
the Quality of Self Assessment accountability for evaluating the performance on the BOC and BOD
Implementation Policy to evaluate of the Board of Commissioners. Self- internally which includes
on Duties and the performance assessment is carried out by each member Board Effectiveness,
Responsibilities of the Board of to assess the collegial performance of the peer-to-peer assessment
of The Board of Commissioners. Board of Commissioners, and not to assess with fellow members of
Commissioner the individual performance of each member the BOC and Cross Board
of the Board of Commissioners. With this Self Assessments with each
Assessment, it is expected that each member member of the BOD.
of the Board of Commissioners can contribute The assessment includes

229
in improving the performance of the Board of understanding the roles,
Commissioners on an ongoing basis. duties, and responsibilities
as well as evaluating the

05
This policy can include the assessment activity Company’s GCG. The
as carried out along with the purpose and assessment result will be
objective, periodic period of implementation, used as recommendation
and benchmark or assessment criteria being for the Company’s
used in accordance with the recommendations GCG improvement as
from the Remuneration and Nomination well as one of basic
function of Public Company as required by considerations of
OJK Regulation on the Remuneration and the BOC to be
Nomination Committee of Issuer or Public reappointed.
Company.
The Self Assessment The disclosure of Self Assessment Policy on Discloure on Self
Policy to evaluate performance of the Board of Commissioners Assessment is available
the performance is conducted not only to comply with in this Integrated Annual
of the Board of transparency aspect as form of accountability Report in Chapter
Commissioners is of its duties but also to provide assurance to Corporate Governance.
disclosed in the the Shareholders or investors on efforts that
Annual Report of need to be done in improving the performance
Public Company. of the Board of Commissioners. Upon the
availability of disclosure, the Shareholders
or investors acknowledge the check and
balance mechanism towards the Board of
Commissioners.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Principle Recommendation Explanation of OJK Recommendations Fulfill

The Board of The resignation policy of member of the Policy on the

Commissioners has Board of Commissioners being involved in resignation of Board of
policy on resignation financial crime is a policy that can increase the Commissioners members
of member of stakeholders’ trust in the Public Company, so if involved in financial
the Board of that corporate integrity will be maintained. This crimes is included in the
Commissioner when policy is needed to help the legal process and Board Manual.
involved in financial so that the legal process does not interfere
crime. the course of business activities. In addition,
in terms of morality, this policy builds an
ethical culture within the Public Company.
This policy can be included in the Code or the
Code of Ethics that applies to the Board of
Commissioners.
Integrated Annual Report 2021

Furthermore, being involved in financial

crimes shall means the convicted status
from the authorities of respective member
of the Board of Commissioners. The financial
crimes are manipulation and various forms of
embezzlement in financial service activities
as well as Money Laundering Criminal
Action as referred to Law Number 8 of 2010
on Prevention and Eradication of Money
Laundering Crimes.
The Board of Based on the provision of the Financial Services The Company has in
Commissioners Authority Regulation No. 34/POJK.04/2014 place the Succession
or Committee on the Nomination and Remuneration Policy which is used
that perform the Committee of Issuer or Public Company, the and as reference to the
Remuneration and committee that carries out the nomination nomination process of the
230

Nomination function function has the duty to formulate policies and Board of Directors.
formulate the criteria needed in the nomination process of
succession policy prospective members of the Board of Directors.
in the nomination One policy that can support the nomination
05

process of member process as intended is the succession policy of

of the Board of members of the Board of Directors. The policy
Directors. on succession aims to maintain the continuity
of the regeneration process or regeneration of
leadership in the company in order to maintain
business continuity and the company’s long-
term goals.

PT XL Axiata Tbk
 Corporate Governance

Principle Recommendation Explanation of OJK Recommendations Fulfill

Prinsip 5 Determination of As the Company’s organ that authorized in The composition of the
Memperkuat total members of the managing the Company, the determination Board of Commissioners
Keanggotaan Board of Directors of total members of the Board of Directors of the Company is
dan Komposisi took into account on has significant impact to the Company’s adjusted based on the
Direksi the condition of the performance. Thus, the determination of need of the Company.
Public Company. the total members of the Board of Directors
must be done through careful consideration Each candidate for the
and refer to the provisions of the applicable Board of Commissioners
regulation, whereby based on Financial must first be thoroughly
Services Authority Regulation No.33/ and properly examined
POJK.04/2014 on the Baord of Directors and by the Nominating and
Board of Commissioners of Public Company, Remuneration Committee
shall at least consists of 2 (two) people. In of the Company.
addition, the determination of total members

Integrated Annual Report 2021

of the Board of Directors must be based on the
need to achieve the objectives and purpose
of public company and being adjusted to the
conditions of the public company including
the characteristic, capacity and size of the
public company and effectivess of the decision-
making by the Board of Directors.
Determination on Similar with the Board of Commissioners, Each member of the
the composition the composition diversity of members of Company’s Board of
of members of the the Board of Directors is a combination of Directors has diverse
Board of Directors required characteristic from both organ and expertise to maximize
has considered on individual perspective according to the needs the management duties
diversity of expertise, of respective Public Company. of the Board of Directors
knowledge and in accordance with the
required experience. The combination is determined in view Company’s business

231
of expertise, knowledge and experience scope.
in accordance with segregation of tasks
and functions of the Board of Directors in Information pertaining
achieving the purpose of the Public Company. with the background

05
Thus, consideration of the combination of as well as skill of each
characteristics will have an impact on the member of XL Axiata
accuracy of the collegial nomination and Board of Directors is
appointment of individual member of the available in the Company’s
Board of Directors or Directors. website (www.xlaxiata.
co.id).
Member of the The Financial Report is a management Currently, the Director
Board of Directors in accountability report for resources of the Company in
charge of accounting management owned by the Public Company, charge for accounting
or finance has which must be compiled and presented or finance is held by Mr.
expertise and/ in accordance with Financial Accounting Budi Pramantika who has
or knowledge in Standards in Indonesia as well as related the following educational
accounting field. OJK regulations, including regulation in the background: A Master of
Capital Market sector which regulates the Business Administration
presentation and disclosure of Public Company from IPMI International
Financial Statement. Based on the laws and Business School, Jakarta,
regulations in the Capital Market sector that Indonesia (2004), and
regulates the responsibility of the Board of Bachelor of Accounting
Directors for the Financial Report, the Board of from University of
Directors is jointly responsible for the Financial Indonesia, Depok,
Report, signed by the President Director and Indonesia (1997).
member of the Board of Directors in charge of
accounting or finance.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Principle Recommendation Explanation of OJK Recommendations Fulfill

Principle 6 The Board of Similar with the Board of Commissioners, the In 2021 the Company
Enhancing Directors has Self Board of Directors’ Self Assessment policy conducted assessment
the Quality of Assessment Policy is a guideline as a form of accountability to on the BOC and BOD
Implementation to evaluate the evaluate collegial performance of the Board of internally which includes
on Duties and performance of the Directors. Board Effectiveness,
Responsibilities Board of Directors. peer-to-peer assessment
of The Board of The self assessment is conducted by each with fellow members of
Directors. member of the Board of Directors to assess the BOC and Cross Board
the collegial performance of the Board of Assessments with each
Directrors, and not to assess the individual member of the BOD.
performance of each member of the Board The assessment includes
of Directors. It is expected that each member understanding the roles,
of the Board of Directors can contribute to duties and responsibilities
improve the performance of the Board of as well as evaluating the
Integrated Annual Report 2021

Directors on an ongoing basis. Company’s GCG. The

assessment result will be
This policy can include the assessment activity used as recommendation
as carried out along with the purpose and for the Company’s
objective, periodic period of implementation, GCG improvement as
and benchmark or assessment criteria being well as one of basic
used in accordance with the recommendations considerations of the BOC
from the Remuneration and Nomination to be reappointed.
function of Public Company as required by
OJK Regulation No. 34/POJK.04/2014 on the
Remuneration and Nomination Committee of
Issuer or Public Company.
The Self Assessment The disclosure of Self Assessment Policy Discloure on Self
Policy to evaluate the on performance of the Board of Directors Assessment is available
performance of the is conducted not only to comply with in this Annual Report
232

Board of Directors transparency aspect as form of accountability in Chapter Corporate

is disclosed in the of its duties but also to provide assurance to Governance.
Annual Report of the Shareholders or investors on efforts that
Public Company. need to be done in improving the performance
05

of the Board of Commissioners. Upon the

availability of disclosure, the Shareholders or
investors acknowledge the check and balance
mechanism towards the Board of Directors.
The Board of The resignation policy of the Board of Directors Policy on the resignation
Directors has policy involved in financial crimes is a policy that can of Board of Directors
on resignation of increase the stakeholders’ trust in the Public members if involved in
member of the Board Company, so that corporate integrity will be financial crimes
of Commissioner maintained. This policy is needed to help the is included in the Board
when involved in legal process and so that the legal process Manual.
financial crime. does not interfere with the course of business
activities. In addition, in terms of morality, this
policy will build an ethical culture within the
Public Company. This policy can be incuded in
the Guideline or the Code of Ethics that applies
to the Board of Directors.

PT XL Axiata Tbk
 Corporate Governance

Stakeholders Participation

Principle Recommendation Explanation of OJK Recommendations Fulfill

Principle 7 The Public A person with inside information is prohibited Policy to avoid
Enhancing Company has Policy from conducting a Securities transaction by using Insider Trading is
Governance to prevent Insider inside information as stipulated under the Capital accommodated under
Aspect Through Trading. Market Law. Public company can minimize the the Company’s Blackout
Stakeholders occurrence of insider trading through prevention Policy.
Participation. policies, for example by firmly separating
between confidential and public data as well as
distributing the duties and responsibilities on
information management in proportional and
efficient manner.

Integrated Annual Report 2021

Public Company has The anti corruption policy is to ensure that Included under the
anti corruption and the business activities of the Public Company Company’s Code of
fraud policy. are legally carried out with prudent manner Ethics, Corporate
and in accordance with the principles of good Governance Manual and
governance. The policy can be part of the XL Axiata Anti-Bribery
code of ethics, or as a stand-alone policy. The and Anti-Corruption
policy can include, among others, programs and Policy.
procedures carried out in overcoming corruption
practices, kickbacks, fraud, bribery and /or
gratuities in a public company. The scope of the
policy must describe the prevention of the Public
Company from all corrupt practices, either giving
or receiving from other parties.
The Public The Policy on vendor or supplier selection The Company has a
Company has are useful to ensure that the Public Company Procurement Policy that
policy on vendor or can obtain the requiresd goods or services at regulates the selection

233
supplier selection competitive prices and good quality. While the of suppliers or vendors
and capability policy of increasing the capability of supplier or as well as application
improvement. vendor is useful for ensuring the efficient and of vendor management

05
effective supply chain. The capability of supplier in order to ensure
or vendor to supply/fulfill the goods or services the legality of the
needed by the company will affect the quality of Company’s suppliers.
the company’s output. Thus, the implementation
of this policy can guarantee the supply continuity
in terms of quantity and quality as required by
the Public Company. The scope of this policy
includes criteria in selecting supplier or vendor,
transparent procurement mechanism, effort to
improve supplier or vendor capability, and fulfill
the right relating to supplier or vendor.
The Public The policy on fulfillment of creditor rights is used The Company is not
Company has policy as a guideline in providing loan to creditor. The engaged in lending and
on fulfillment of purpose of the policy is to maintain the fulfillment borrowing.
creditor rights. of right and maintain creditor trust in the Public The policy in regard
Company. The policy includes consideration to the fulfillment
in making agreement, as well as follow-up in of creditor rights is
fulfilling the obligation of the Public Company to included in the Credit
creditor. Agreement made
between the Bank
as Creditors and the
Company as a Debtor.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Corporate Governance

Principle Recommendation Explanation of OJK Recommendations Fulfill

The Company has A well-developed Whistleblowing system policy The Company has a
the Whistleblowing will provide certainty of protection to witness or Whistleblowing System
System. reporter for an indication of violation committed as disclosed in this
by employees or management of the Public Annual Report Chapter
Company. The implementation of the policy Corporate Governance.
will have an impact on establishing a culture of
good corporate governance. The Whistleblowing
system policy includes, among others, type of
violations that can be reported through the
Whistleblowing system, complaint procedure,
protection and guarantee of the confidentiality
of the reporter, handling procedure for
received complaints, parties that managing the
complaints, and the results and follow-up of
Integrated Annual Report 2021

complaints handling.
The Public Company Long-term incentive is a given incentive based The Company has a
has a long-term long-term performance achievement. The policy on long-term
incentive policy long-term incentive plan has the rationale that incentives to Board
for the Board of the long-term performance of the company is of Directors members
Directors and reflected in the growth of shares value or other and employees in the
employees. long-term target of the company. Long-term form of the 2016-2020
incentive shall have the benefit to maintain Long-term
loyalty and provide motivation to the The Board Incentive Program.
of Directors and employees to improve their
performance or productivity which will have an
impact on improving the company’s performance
in the long run. The availability of a long-term
incentive policy is an actual commitment
by the Public Company to encourage the
234

implementation of long-term incentive to the

Board of Directors and Employees with terms,
procedures and forms being adjusted to the
05

long-term objectives of the Public Company. The

policy can include, amongst other, the purpose
of objective in providing the long-term incentive,
terms and procedures in providing the incentive,
and condition as well as risks that must be
considered by the Public Company in providing
the incentives. This policy can also be included in
the existing public company remuneration policy.

PT XL Axiata Tbk
 Corporate Governance

Disclosure

Principle Recommendation Explanation of OJK Recommendations Fulfill

Principle 8 The Public Company The use of information technology can be useful as In addition to the
Enhancing utilizes technology a medium for information disclosure. The disclosure official website, the
the Disclosure information wider of information is not only information disclosure Company also has
Implementation. than the Website as a that has been regulated in legislation, but also channels to
media for information other information related to the Public Company, deliver information,
disclosure. upon consideration is useful to shareholders or including Facebook
investors. Upon the use of wider of information (myXL), Youtube
technology than the Website, the company (xploration), Twitter
is expected to improve the effectiveness of (@xlaxiata tbk),
information dissemination. Nevertheless, the use of Instagram (@
information technology is carried out while taking xlaxiata tbk) and

Integrated Annual Report 2021

into account the benefit and costs of the Company. LINE (@myXL).
The Annual Report The Capital Market Regulation that regulates the As disclosed in
of Public Company submission of annual reports of Public Company this Annual Report
disclose the ultimate has regulated the obligation to disclose information Chapter Corporate
benefit owner in regarding shareholders wth 5% (five percent) or Data.
Public Company more shares of the Public Company, as well as the
share ownership at obligation to disclose information about directly
least 5% (five or indirectly main and contolling shareholders of
percent), other than Public Company up to the owner of the last benefit
final beneficial in the ownership of the shares. In this Governance
owner disclosures in Guideline, it is recommended to disclose the
ownership shares of ultimate benefit owner of the shares of the Public
the Public Company Company at least 5% (five percent), in addition
through main and to disclosing the owner of the final benefit of
controlling share ownership by the main and controlling
shareholder. shareholders.

235
05

Building The XL Axiata of Tomorrow - Converged Digital Telco

Integrated Annual Report 2021
236
06 Sustainability Report

PT XL Axiata Tbk
 Sustainability Report

SUSTAINABILITY
REPORT
Integrated Annual Report 2021
237
06

Despite a
challenging year,
the Company
managed to finish
ahead and became
the first Converged
Operator in
Indonesia

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Sustainability Report

INFORMATION
ON THE REPORT
Integrated Annual Report 2021
238
06

2021 XL Axiata Sustainability Report is the second report As an integral part of the Company’s Annual Report,
the Company publishes since the enactment of OJK this report is being published annually. It contains
Regulation No. 51/POJK.03/2017 on Implementation of XL Axiata’s plans, strategies, and sustainability
Sustainable Finance for Financial Service Institutions, performance achievement as a holding company
Issuers, and Public Companies. This regulation requires without subsidiaries, covering economic, environmental,
public companies to publish a Sustainability Report and social performance along with its impacts, within
as of January 1, 2020. Nevertheless, before the a period from January 1—December 31, 2021. [GRI
regulation was being implemented, the Company 102-45, 102-50, 102-52]
has been voluntarily publishing Sustainability Reports
since 2013. Hence, this would be the ninth report the To assist stakeholders with analyzing Company’s
Company publishes. The last report before this one performance trend, quantitative data within the report
was published on March 30, 2021. [GRI 102-51] is presented using comparability principle for at least
three consecutive years. To meet validity principle,
restatement of information presented in the previous
report due to changes in measurement methods will
be accompanied with a remark of “restated”. [GRI
102-48]

PT XL Axiata Tbk
 Sustainability Report

XL Axiata’s commitment to
sustainability is dynamically
outlined in the following four pillars:

XL AXIATA’S COMMITMENT BUILDING

TO SUSTAINABILITY PROSPERITY
To Establish a Digital
The sustainability of the Earth is Ecosystem

part of our responsibilities, not To design innovative

Integrated Annual Report 2021

programs to bridge digital
only in the interest of the next gap by taking into account
generation but also for the sake of economic, environmental,
and social aspects.
a healthy environment where we
can run a business well. We also
acknowledge our role to encourage
the government in accomplishing NURTURING
PEOPLE
its sustainability goals (SDGs/
To Prepare Future
Sustainable Development Goals).
Leaders
For this reason, XL Axiata ascertains
To contribute to the
a sustainability road map as a development of new

239
leaders of Indonesia and
reference framework in determining to improve their internal
competency.
plans, designing strategies, and

06
implementing activities.

PROCESS
EXCELLENCE
Process & Governance of
Digitalization

To optimize and streamline

processes through
technological innovation in
order to increase business’
efficiency and sustainability.

PLANET &
SOCIETY
Environmental
Management

To improve services and

optimize local potentials
through social coverage
to manage environmental
impacts.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Sustainability Report

SUSTAINABILITY
STRATEGY

SUSTAINABILITY STRATEGY

01 02
NURTURING PEOPLE

BUILDING PROSPERITY Not only encouraging Indonesia’s

advance through digital infrastructure
Integrated Annual Report 2021

XL Axiata contributes to the development, XL Axiata is also

people’s prosperity by committed to developing
building the economy and human resources in the
people’s standard of living. digital era.

PLANET AND SOCIETY

PROCESS EXCELLENCE
XL Axiata consistently
Good governance practices
implements environmentally
in the Company’s operational
and community friendly
activities supports XL Axiata as
strategies and operational
a strong company that continues to
240

activities, as these are two factors

grow.
that determine business growth.

03 04
06

PT XL Axiata Tbk
 Sustainability Report

DETERMINATION OF MATERIALITY

Determination of Report Content and Scope. This section presents data on XL Axiata’s sustainability
performance as a company, given that XL Axiata currently does not have a subsidiary. In defining
the report content, we have applied the four steps required by the GRI Standards, namely:

Integrated Annual Report 2021

Identifying
material
aspects and Prioritizing the
boundaries aspects
(Identification identified in the
step) previous step
(Priority step)

241
06
Reviewing the
Validating these
reports after
material aspects
publication in
(Validation step)
order to improve
the quality of
the next year’s
report (Review
step).

The process of determining the content of the Report was carried out with due observance of the basic
principles of GRI, namely: stakeholder inclusiveness; sustainability context and completeness. The selected
topics presented in the report have been screened for materiality testing through focused group discussion
mechanism with XL Axiata stakeholders. The prioritized topics are topics that are were relevant topics with
significant impact on stakeholders, business continuity, and sustainability issues.

Building The XL Axiata of Tomorrow - Converged Digital Telco

 Sustainability Report

2021 MATERIAL TOPICS

AND BOUNDARIES

Topic Boundaries
Number of [GRI 102-46]
Material Topic Why This Topic is Material
GRI Standards
[GRI 102-47] [GRI 103-1]
Disclosure Within XL Outside
Axiata XL Axiata

Economic Topics

Economic Illustrating Company’s achievement and

201-1, 201-3, ✓ ✓
Integrated Annual Report 2021

Performance performance for the year

Illustrating Company’s commitment to
Market Presence 202-1 ✓ ✓
normative rights in remuneration
Indirect Economic Illustrating the benefits of Company’s
203-1, 203-2 ✓ ✓
Impact presence for the communities
Illustrating Company’s commitment to
Procurement
the presence and development of local 204-1 ✓ ✓
Practices
suppliers

Environmental Topics

Illustrating Company’s concerns over the

302-1, 302-3,
Energy management of energy and its scarce ✓
302-4
availability
Illustrating Company’s commitment to
242

Water using water wisely on account of its scarce 303-5 ✓

availability
Illustrating Company’s concerns over
06

305-1, 305-2,
Emission greenhouse gas emission and its ✓ ✓
305-4, 305-5
tremendous impacts on climate change

Social Topics

Illustrating Company’s commitment to the 401-1, 401-2,

Employment ✓
importance of employee/HR management 401-3
Occupational Health Illustrating Company’s commitment to
403-1, 403-9 ✓
and Safety providing safe and comfortable workplace
Trainings and Illustrating Company’s commitment to
404-1, 404-3 ✓
Education improving employees’ competency

PT XL Axiata Tbk
 Sustainability Report

SELECT
MATERIALITY
MATRIX

SELECT MATERIALITY MATRIX

5,00
3

4,50 9 10

Integrated Annual Report 2021

1
8
64 5 2
4,00 7

3,50
Important to Stakeholders

3,00

2,50

243
2,00

06
1,50

1,00

0,50

0,00
0,00 0,50 1,00 1,50 2,00 2,50 3,00 3,50 4,00 4,50 5,00

Important to the Company

Notes: : Hight Medium Low

Building The XL Axiata of Tomorrow - Converged Digital Telco

 DISCLAIMER
Integrated Annual Report 2021

DISCLAIMER – FORWARD-LOOKING STATEMENTS:

XL Axiata may, in this document, make certain statements that are not historical facts and
relate to analyses and other information which are based on forecasts of future results
and estimates of amounts not yet determinable. These statements may also relate to
our future prospects, developments and business strategies. Words such as “believe”,
“anticipate”, “expect”, “intend”, “seek”, “will”, “plan”, “could”, “may”, “endeavour”, “target”,
“forecast” and “project” and similar expressions are intended to identify such forward-
244

looking statements, but are not the exclusive means of identifying such statements. By
their very nature, forward-looking statements involve inherent risks and uncertainties,
both general and specific, and there are risks that the predictions, forecasts, projections
06

and other forward-looking statements will not be achieved. If one or more of these risks
materialise, or should underlying assumptions prove incorrect, our actual results may
differ materially from those anticipated. Forward- looking statements apply only as of
the date on which they are made, and we do not undertake any obligation to update or
revise any of them, whether as a result of new information, future events or otherwise.

PT XL Axiata Tbk
 Sustainability Report

Integrated Annual Report 2021

245
06

Building The XL Axiata of Tomorrow - Converged Digital Telco

 08 246 Integrated Annual Report 2021 Audited Report

PT XL Axiata Tbk
 Audited Report

AUDITED
REPORT
Integrated Annual Report 2021
247
08

Build The XL of Tomorrow Converged Digital Telco

2021
Building
The XL Axiata
of Tomorrow
Converged Digital Telco
 PT XL Axiata Tbk
Financial Statements
for the years ended
31 December 2021 & 2020

Description:
Full Financial Statements
is available in this QR Code, please click here
20 Integrated
Annual
21 Report

Building
The XL Axiata
of Tomorrow
Converged
Digital Telco

PT XL Axiata Tbk
XL Axiata Tower
Jl. H. R. Rasuna Said X5. Kav. 11–12
Kuningan Timur, Setiabudi, South
Jakarta, Jakarta 12950 - Indonesia
Tel. (62-21) 576 1881
Fax. (62-21) 576 1880

www.xlaxiata.co.id