Director/Executive Director, Indonesia Governance Planning, AGMD

SMBC is accelerating our Asia Centric strategy and promoting the sustainable growth of SMBC Group companies in growing markets in the region. This is a leadership role that is responsible for conducting oversight of SMBC subsidiaries and affiliates with a primary focus on Indonesia in banking and non-banking businesses with an aim to strengthen governance, compliance and internal controls. SMBC Indonesia Group comprises PT Bank SMBC Indonesia Tbk, PT Bank BTPN Syariah, and multi finance company PT Summit Oto Finance.

Responsibilities 

Governance oversight     

• Enhance and design governance frameworks to ensure SMBC shareholder oversight and supervision of subsidiary and affiliates in multi-franchise markets is effective and in line with good corporate governance principles, relevant laws, Bank Indonesia and OJK regulations.  
• Regular review and improvements on key governance documents over corporate organisation such as the articles of association, good corporate governance charter, charters of Board of Commissioners and Board of Directors and their subcommittees, and other policies where suitable to ensure compliance with relevant laws and regulations.
• Governance frameworks include oversight of communication line policy on matters to be approved/consulted/reported to shareholder and Board of Commissioners, including but not limited to management evaluation and remuneration at both SMBCI and its’ subsidiaries, to fulfil financial holding company responsibilities in business and governance areas.
• Formulate strategic initiatives and implement continuous improvement measures to promote and improve effective governance by the Board of Directors as well as the Board of Commissioners, via the Commissioner Office Unit.  This would include ensuring sufficient and timely sharing of key management indicators for both business, risk, compliance, and human capital.  
• Align shareholder expectations with shareholder representatives in investees at BOC level to ensure adequate governance oversight is exercised in the performance of fiduciary duties.  
• Ensure timely reporting and escalation of key matters to Head Office and/or Regional Office in fulfilment of internal procedures.
• Promote high quality of collaboration and communication within department and with Head Office and Regional Office stakeholders. 

Human capital oversight

• Key to governance is ensuring the appropriate skillset is present at both the management and supervisory level.  This role will also assist in collaboration with HR stakeholders on support of Remuneration and Nomination Committee agenda items for senior positions at SMBC Indonesia and its subsidiaries/affiliates. 
• Assistance where required to prepare and conduct training for BOC nominees from SMBC on regulatory requirements or fit and proper test preparation
• Manage workforce movements to the SMBC Indonesia Group, including coordination of OJK approvals, work permits and other applicable regulatory requirements if required. Work closely with Compliance and relevant stakeholders to monitor application progress and, where required, review and prepare documentation for regulatory submissions.

Corporate Actions and Transaction Support

• Review and assistance in preparation of General Meeting of Shareholders resolutions, and Board of Commissioners resolutions, in the role of Commissioners office, and ensuring the appropriate internal SMBC approvals where required.
• Advise Strategic Planning Group in terms of legal and compliance matters on specific initiatives or corporate transactions such as mergers & acquisitions, divestments, share buy backs or acquisitions. 
• For acquisitions, assist in due diligence (“DD”) and pre/post-merger integration (“PMI”) work of investees with Strategic Planning Group

Compliance/Anti-Fraud/AML Oversight

• Working closely with Legal and Compliance Directorate of SMBC Indonesia, to ensure SMBC Indonesia Group remains compliant with relevant laws and relevant regulations.   
• Ensure SMBC AGMD team is updated in a timely manner on updates on relevant laws and regulations, providing relevant, value-added advice and recommendations on impact of changes. 
• Reviewing regularly the policies, processes and procedures that SMBCI group entities use to manage Fraud, AML, Anti-Bribery & Corruption, and e-Comm channels, and other Head Office requirements, making suggestions for improvements and ensuring regular monitoring of compliance metrics. 

Requirements

• Bachelor’s Degree qualifications with minimum 10 years working experience in the Indonesian legal or financial services sector.
• Demonstrated understanding of good corporate governance principles, banking and non- banking OJK regulations, Indonesian corporate law
• Demonstrated leadership in financial services transactions in Indonesia.
• Well-versed in stakeholder management including maturity and ability to engage senior leadership or regulators, to achieve alignment of strategic and sensitive issues, considering differing viewpoints and providing advice / recommended actions.
• Demonstrated capabilities in formulating strategies for mid-term plan, and strong mindset of risk and control to implement effective governance oversight.
• Strong interpersonal and effective cross-cultural communication skills.
• Proficiency in Bahasa Indonesian is preferred as the incumbent will be required to read regulations, correspondences and resolutions in both Bahasa Indonesia and English to ensure consistency and correct interpretations.