Report of the Board of Commissioners

The Board of Commissioners believes that effective supervision and adaptive strategic policies are the main foundations for the Company’s continued growth and strengthening of its position.

Esteemed Shareholders and Stakeholders,

By the grace and protection of Allah SWT, PT Jasa Marga (Persero) Tbk successfully ended 2025 with solid performance and positive achievements. On this occasion, allow me, on behalf of the Board of Commissioners, to present a report on the implementation of supervisory functions carried out independently, objectively, and based on the principles of Good Corporate Governance (GCG) in the management of the Company by the Board of Directors throughout 2025. This supervision focused on ensuring the achievement of the 2025 Company Work Plan and Budget (RKAP) targets in line with the strategic direction of the 2025–2029 Company Long-Term Plan (RJPP). This report is a manifestation of the Board of Commissioners’ accountability in strengthening the Company’s governance and competitiveness to support business sustainability.

The Board of Commissioners acts as a supervisory and strategic advisory body, providing objective views in the Board of Directors’ decision-making process. In carrying out this function, the Board constantly balances commercial interests and long-term business growth by ensuring that GCG principles serve as the primary foundation for the Company’s strategic policies and decisions.

Assessment of the Board of Directors’ Performance in Company Management

Throughout 2025, the Board of Commissioners observed increasingly complex business dynamics that required continuous adaptation from the Company. Changes in the regulatory landscape, the intensity of competition, and shifts in public needs and preferences were the main factors driving the need to adjust strategies so that the Company remains relevant and competitive. The Board of Commissioners believes that the Company’s ability to respond to these dynamics will be key to strengthening its market position and driving sustainable long-term growth.

In addressing this situation, a resilient, adaptive, innovative, and responsive toll road management business model is essential. This is important considering that toll roads have become the backbone of national connectivity. The Board of Commissioners believes that the Company’s success in responding to these challenges will not only secure its market position and strengthen its internal capacity but also support sustainable long-term growth.

In line with this, the Board of Commissioners highly appreciates the strategic steps taken by the Board of Directors through the realization of a number of the Company’s strategic programs listed in the 2025 RKAP, including in the areas of toll road concession business, toll road operation, optimization of prospective business, and strengthening the Company’s internal capacity. The Board of Commissioners also appreciates the Board of Directors’ strategic steps to realign the business, including reformulating the Company’s Vision and Mission to ensure alignment with market conditions and the 2025-2029 Long- Term Plan (RJPP). This step is believed to be an important foundation for more resilient and adaptive growth, enabling the Company not only to survive but also to take advantage of new opportunities to create sustainable added value.

To assess the Board of Directors’ performance, the Board of Commissioners conducts periodic evaluations of the Quarterly Management Reports. These evaluations include an assessment of all Members of the Board of Directors compliance with the established RKAP and RJPP in managing the Company. In addition, The Board of Commissioners also assesses the capabilities of each member of the Board of Directors ability to follow up on decisions made at Board of Commissioners meetings and to coordinate with the Board of Commissioners at coordination meetings between the Board of Commissioners and the Board of Directors. Follow- up on external auditors’ suggestions and recommendations is also an important part of the evaluation, to ensure that every step taken is in line with applicable regulations and provisions.

The Board of Commissioners is committed to conducting an objective, transparent, and balanced assessment of all Members of the Board of Directors performance, using the Company’s key performance indicators. One important measure in assessing the effectiveness of the Board of Directors’ performance is the achievement of the set Key Performance Indicators (KPIs). In 2025, the Board of Directors, including the President Director, successfully achieved a KPI realisation of 101.36%, indicating that the Company’s main targets had been successfully met. This achievement reflects the consistency of the Board of Directors’ strategic steps in optimising the Company’s business and operational performance in a sustainable manner, amid the dynamics and challenges of the business environment. The evaluation process was conducted comprehensively for each member of the Board of Directors, taking into account various aspects of performance, including business results and operational effectiveness, as well as the implementation of good governance principles. The assessment results were then reported to the Series A Dwiwarna Shareholders as part of the Company’s commitment to transparency and accountability at every stage of management.

For the Board of Commissioners, performance evaluation serves not only as a measure of success but also as a means to strengthen strategic dialogue and productive collaboration with the Board of Directors. With these positive results, the Board of Commissioners expresses its appreciation for the Board of Directors’ performance and believes that the synergy built will be an important asset for the Company to continue innovating, adapting, and growing sustainably amid the ever-evolving dynamics of the industry.

Board of Commissioners Supervision in the Formulation and Implementation of the Company’s Strategy

The Board of Commissioners plays an important role in ensuring that the Company’s strategy is formulated and implemented effectively. Per the Board of Commissioners’ Decree No. KEP-079/VI/2025 dated June 4, 2025, the duties of the Board of Commissioners are divided into 6 (six) areas of supervision and advisory services to the Board of Directors, including:

  1. Toll Road Management Policy and Strategy with Supporting Facilities;
  2. Human Capital Management and Transformation;
  3. Business Development Management;
  4. Operations & Maintenance Management;
  5. Business Management; and
  6. Financial Management and Risk Management.

In connection with the addition of a new directorate decided at the Extraordinary General Meeting of Shareholders (EGMS) on December 17, 2025, until the end of the 2025 financial year, the Board of Commissioners is finalising the Board of Commissioners’ Decision regarding the adjustment of the division of duties and authorities. The decision is planned to be issued in early 2026 as a form of aligning the supervisory structure with the dynamics of the Company’s organisation.

The Board of Commissioners is responsible for ensuring that the Company’s strategies are properly formulated and implemented. Per the Board of Commissioners Decree No. KEP 015/I/2025 dated January 30, 2025, the Board of Commissioners has established a clear and detailed work program and divided the duties and responsibilities of each member. This aims to ensure that each member of the Board of Commissioners can contribute maximally to the supervision and decision-making related to the Company’s strategic direction. With an organized structure, the Board of Commissioners is committed to performing its functions effectively in supporting the Company’s sustainability and growth.

As part of its supervisory function, the Board of Commissioners regularly holds meetings to monitor performance and discuss strategic issues that require special attention. This forum is an important means of collegial decision-making based on comprehensive data and analysis. When necessary, the Board also holds joint meetings with the Board of Directors to obtain in-depth explanations on specific agendas that require the Board of Commissioners’ recommendations or approval. This collaborative approach reflects the spirit of openness and synergy between the Board of Commissioners and the Board of Directors, ensuring that every strategic decision is based on a thorough understanding of the Company’s challenges and opportunities.

During the 2025 period, the Board of Commissioners held 17 (seventeen) Board of Commissioners Meetings, with an attendance rate of 95% among Board of Commissioners members. This high average attendance rate demonstrates the commitment of Board of Commissioners members, including the President Commissioner, to their responsibilities and seriousness in carrying out their supervisory functions. In addition, the Board of Commissioners also held 11 (eleven) Joint Meetings as a regular coordination forum with the Board of Directors, which also had a very good average attendance rate of Board of Commissioners and Board of Directors members, namely 98%.

All decisions at Board of Commissioners Meetings were reached through deliberation to reach consensus, and all decisions were consistently followed up on. This mechanism ensures that each member’s views are considered in a balanced manner, so that the decisions made truly reflect the Company’s best interests. Through these forums, the Board of Commissioners actively provides strategic direction and insight to the Board of Directors, including in the formulation of short- and long-term policies and in preparing the Company’s Long-Term Plan (RJPP) for 2025- 2029. This active role is a tangible manifestation of the Board’s support for the Company’s Vision and Mission.

As part of its supervisory responsibilities, the Board of Commissioners continuously monitors and evaluates the implementation of the Company’s strategies and performance. Through comprehensive analysis, the Board provides recommendations to ensure that every strategic step aligns with market dynamics and internal company conditions. This approach not only improves operational effectiveness but also strengthens the Company’s resilience in achieving its long-term goals.

To strengthen monitoring of business processes, the Board of Commissioners also conducted working visits to various regions and subsidiaries. These visits aimed to review the progress of toll road construction projects, as well as evaluate operational business development and new business potential. In 2025, the Board of Commissioners conducted 6 (six) working visits to toll road projects, both those still under construction and those already in operation. These visits provided direct insight into the challenges and opportunities, enabling the Board of Commissioners to provide more targeted guidance based on field information.

The Board of Commissioners’ supervision of the formulation and implementation of the Company’s strategy is a tangible manifestation of the application of GCG principles. Through synergistic coordination with the Board of Directors, the Board of Commissioners ensures that every strategic policy is implemented consistently, transparently, and with a focus on creating long-term value. Overall, this commitment strengthens the Board of Commissioners’ role in driving sustainable growth, maintaining business resilience, and ensuring the Company remains competitive amid the ever- evolving business environment.

Outlook On the Company’s Business Prospects

The Board of Commissioners views 2026 as a period of solid growth opportunities, supported by a conducive industrial climate, maintained national macroeconomic stability, and the continuation of the Government’s strategic infrastructure development agenda. Indonesia’s prospective economic growth projections, in line with fiscal policies that remain pro-investment, form a foundation that strengthens demand for transportation services and toll road connectivity.

In line with industry dynamics and strategic policy directions, the Company believes that its portfolio strengthening strategy will become increasingly relevant in 2026. The optimization of existing assets, improvement of operational and maintenance performance, and expansion of non-toll road businesses are expected to contribute more steadily to the Company’s revenue. This step is part of Jasa Marga’s long-term strategy to create a balance between expansion and profitability.

In addition, the Board of Commissioners believes that digital transformation will be the Company’s competitive advantage in managing growth in 2026. The implementation of smart technology and an integrated digital operations management system will further improve service quality, operational efficiency, and the accuracy of data-driven decision making. The use of technology also enables the Company to strengthen the overall experience of toll road users, supporting safety, smoothness, and comfort while driving.

From a funding perspective, economic stability and favorable national financial market conditions provide room for Jasa Marga to implement a prudent and sustainable financing strategy. Optimizing the asset recycling scheme and diversifying funding sources are important pillars in maintaining a healthy capital structure and supporting measured business expansion.

Considering all these factors, the Board of Commissioners views the Company’s business prospects in 2026 as being on the right track for sustainable growth. Through a focus on strengthening the portfolio, service innovation, digital transformation, and strategic collaboration with various stakeholders, the Board of Commissioners is optimistic that the Company can continue to play a leading role in national connectivity and provide added value to the Indonesian economy.

Perspective on Corporate Governance Implementation

The Board of Commissioners emphasizes that the Company remains firmly committed to upholding the implementation of Good Corporate Governance (GCG) and consistently conducts GCG assessments. This is carried out not only as a mandate of the Regulation of the Minister of State- Owned Enterprises, but also as one of the efforts to evaluate the effectiveness of GCG implementation within the Company. In conducting the assessment, the Company applies the criteria/parameters of the Financial Services Authority (OJK), the Indonesian General Guidelines on Corporate Governance (PUGKI), and the ASEAN Corporate Governance Scorecard (ACGS), which were implemented in 2025 both through self-assessment and assessments by independent parties. Under the OJK and PUGKI criteria, the Company has predominantly implemented and complied with the existing recommendations. Furthermore, based on the ACGS parameters, the Company successfully achieved a score of 103.46 with the designation “Leadership in Corporate Governance,” an achievement that places our total score above the average of Big Cap public companies and demonstrates that our GCG practices have adopted most international standards.

On the other hand, the Board of Commissioners assessed that the implementation of risk management and internal control has also been integrated with corporate governance. The Enterprise Risk Management (ERM) function is strengthened by a risk-based decision-making approach that ensures every strategic decision considers aspects of risk, opportunity, and business sustainability. The implementation of digital systems such as the Jasamarga Risk Management Information System (JRMIS) and the routine implementation of risk awareness programs demonstrate that risk management has become an integral part of the organization’s work culture.

In terms of integrity, culture, and fraud control, the Board appreciates the Company’s steps to expand the Anti-Bribery Management System (SMAP ISO 37001:2016) certification to various subsidiaries and to strengthen the effectiveness of the Whistleblowing System (WBS). The whistleblowing system has been optimized for security, confidentiality, and complaint follow-up, thereby fostering an open and ethical organizational climate. In addition, periodic activities carried out to enhance awareness of Good Corporate Governance (GCG) have further strengthened ethical awareness and individual responsibility across all levels of the organization.

In the context of governance achievements, the Board of Commissioners extends its appreciation for the Company’s success in receiving awards in the field of GRC (Governance, Risk, and Compliance), which affirms external recognition of the quality of GCG implementation at Jasa Marga. The application of sustainability principles (Environmental, Social, and Governance – ESG) has also been further strengthened through Green Financing policies, energy efficiency initiatives, emissions management, and the development of green rest areas as a manifestation of the Company’s social and environmental responsibility.

Overall, the Board of Commissioners believes that the Board of Directors has demonstrated a strong commitment to building an effective, adaptive, and competitive governance system. The Board encourages the Company to continue strengthening the synergy among GCG, risk management, and ESG as an inseparable whole to create sustainable value. With the strengthening of holistic, integrity-based governance, Jasa Marga is believed to be able to maintain its reputation as a trusted, resilient national infrastructure corporation that delivers broad benefits to all stakeholders.

Achievements of the Board of Commissioners’ Work Program and Implementation of Duties

In carrying out its supervisory mandate, the Board of Commissioners always upholds effectiveness, independence, and compliance with all applicable laws and regulations. Every directive and decision is always based on the application of GCG principles to ensure that the Company is managed with integrity, transparency, and adequate accountability. Through this commitment, the Board of Commissioners strives to strengthen investor and stakeholder confidence in the Company’s performance.

As part of the governance mechanism, the Board of Commissioners prepares an annual work program, the implementation of which is evaluated periodically and documented in the Board of Commissioners’ supervision report. This report is an important instrument for assessing the effectiveness of the supervisory function and a form of accountability of the Board of Commissioners to shareholders, as it is presented at the Annual General Meeting of Shareholders (GMS) Supervisory Board Report. This evaluative process ensures that the Board of Commissioners continues to improve its capacity and responsiveness in carrying out its role.

Throughout 2025, all of the established work programs were successfully implemented by all members of the Board of Commissioners. These achievements were presented at the Annual GMS as part of the supervisory report, including measures to strengthen the GCG implementation across all lines of the Company. This success reflects the dedication of the Board of Commissioners’ to ensuring that the Company’s management aligns with high governance standards. With these achievements, the Board of Commissioners affirms its role as an active, effective, and quality-oriented supervisor focused on the Company’s operational sustainability.

Throughout 2025, the Board of Commissioners has carried out its functions, duties, and responsibilities, which are outlined in several major work programs, including:

  1. Proposal of Public Accounting Firm (KAP) to be Approved and Appointed by the General Meeting of Shareholders (GMS)
    The Board of Commissioners plays a strategic role in ensuring that the Company’s financial statements are audited by independent and professional auditors. In this regard, the Board of Commissioners approved the proposal of Public Accounting Firm Amir Abadi Jusuf, Aryanto, Mawar & Partners (Member of the RSM Global Network) as the auditor of the Company’s consolidated financial statements and the 2025 Micro and Small Business Funding Program (PUMK) report.

    The proposal was made through an in-depth evaluation process that took into account the track record, reputation, and capabilities of the public accounting firm in providing high-quality audit services. After a comprehensive assessment, this recommendation was submitted to the GMS for approval, including the delegation of authority to the Board of Commissioners to determine the amount of audit fees, potential additions to the scope, and other requirements deemed reasonable for the appointed Public Accounting Firm.
  2. Approval and Determination of the 2025 RKAP
    The Board of Commissioners approved and determined the 2025 RKAP through Decree of the Board of Commissioners of PT Jasa Marga (Persero) Tbk Number KEP-015/I/2025 dated January 30, 2025, as part of efforts to ensure that the Company has a clear strategic direction for the coming year. The RKAP was prepared through a comprehensive analysis of the previous year’s performance, market projections, and strategic plans in line with the Company’s long-term objectives.

    In the process, the Board of Commissioners coordinated with the Committees under the Board of Commissioners and the Board of Directors to formulate the RKAP, which includes key objectives, priority work programs, and the necessary budget allocations to achieve the set targets.

    The approved RKAP serves as the main guideline for the Company’s operational management throughout 2025. The Board of Commissioners emphasizes the importance of consistent and effective implementation of the RKAP so that each program runs according to plan and is able to contribute positively to the Company’s performance.
  3. Supervision of Policies and Implementation of Subsidiary Management
    One of the main focuses of the Board of Commissioners is to supervise the policies and implementation of Subsidiary management. Given the strategic role of subsidiaries in supporting the Company’s growth and sustainability, the Board of Commissioners ensures that the policies implemented are in line with the Company’s vision, strategy, and development direction. Through intensive monitoring, the Board of Commissioners seeks to identify challenges faced by subsidiaries and provide the necessary support to resolve them.

    Through regular working visits and coordination meetings, the Board of Commissioners gains a direct understanding of the operational conditions of subsidiaries. This approach enables the Board of Commissioners to assess performance objectively while providing relevant strategic direction in the decision-making process. With proactive supervision, the Board of Commissioners is committed to ensuring that each Subsidiary operates optimally and contributes significantly to the achievement of the Company’s objectives.
  4. Direction on the Implementation of the Company’s Plans and Policies
    The Board of Commissioners provides clear and strategic guidance regarding the implementation of the Company’s plans and policies. This guidance covers various aspects tailored to business dynamics, challenges faced, and the aspirations of shareholders and other stakeholders. With this guidance, the Board of Commissioners ensures that every step taken by the Board of Directors remains in line with the Company’s long-term objectives.

    In its implementation, the Board of Commissioners focuses its supervision on the effectiveness of the implementation of approved plans. Through coordination meetings and intensive discussions, the Board of Commissioners provides constructive input while identifying potential risks that need to be anticipated. With this approach, the Board of Commissioners plays an active role in supporting the Board of Directors so that every policy implemented can have a positive impact on the Company’s performance.
  5. Directions Related to Business Sustainability and Competitiveness Improvement
    The Board of Commissioners understands that sustainability based on Environmental, Social, and Governance (ESG) is an important element in responding to increasingly competitive industry challenges. To that end, the Board of Commissioners provides strategic directions related to the development of sustainability policies that are in line with market trends and community needs. In these guidelines, the Board of Commissioners encourages the Board of Directors to continue innovating and improving service quality so that the Company can maintain its competitiveness and have a strong foundation for sustainable growth amid market dynamics.

    Strengthening the performance foundation is not only supported by quality, but also by operational efficiency and sustainable resource management. The Board of Commissioners is committed to ensuring that the sustainability strategy implemented is able to provide long-term value for the Company while making a positive contribution to social and environmental development.
  6. Directions Related to Strengthening the Internal Control System
    Strengthening the internal control system continues to be a major concern for the Board of Commissioners in carrying out its supervisory function. The Board of Commissioners understands that the quality of this system is crucial in maintaining the integrity of financial reports and operational compliance with applicable policies. To that end, the Board of Commissioners encourages comprehensive evaluation and continuous improvement to detect potential weaknesses and strengthen existing control mechanisms.

    In addition, the Board of Commissioners directs the Board of Directors to ensure that the implementation of internal controls involves all lines of the organization. With a shared understanding of the importance of good governance, every employee is expected to play an active role in maintaining discipline, transparency, and operational compliance. This approach is expected to foster a stronger and more consistent corporate culture in applying internal control principles.
  7. Directions Related to the Effectiveness of the Company’s Risk Management System
    The Board of Commissioners views the strengthening of the risk management system as a crucial element in maintaining the Company’s resilience amid uncertainty. Along with the increasing potential for risk from various aspects, the Board of Commissioners emphasizes the need for structured and sustainable risk management. This directive focuses on developing a framework capable of identifying, assessing, and controlling risks that may affect the Company’s operations, financial performance, and reputation.

    In its implementation, the Board of Commissioners ensures that the Board of Directors is actively involved in the risk management process, so that each finding can be followed up with responsive and targeted strategies. The Board of Commissioners also encourages the presentation of transparent risk reports as a basis for strategic decision making. With a more comprehensive and systematic approach, the Company is expected to have strong resilience and readiness to face various challenges in the future.

Performance Assessment of the Board of Commissioners in 2025

The performance assessment of the Board of Commissioners, including the President Commissioner, is conducted based on the guidelines for self-assessment of the Board of Commissioners’ performance as stipulated in Board of Commissioners Decree No. 125/X/2019 dated October 18, 2019, on the Determination of Revisions to the Self-Assessment System for the Performance of the Board of Commissioners of PT Jasa Marga (Persero) Tbk. The performance evaluation is conducted at the end of each quarter, including at the end of the fourth quarter prior to the close of the financial year for the assessment of the full one-year financial period. The results of the evaluation are submitted to the Series A Dwiwarna Shareholder.

In accordance with the Board of Commissioners’ self- assessment guidelines, the results for 2025 are 5.0 or 100%, in line with the target set for 2025. This score is maintained from the previous year, when the Board of Commissioners aspect scored 5.0 or 100%.

Performance Assessment of Committees Under the Board of Commissioners

The Board of Commissioners oversees committees that assist in carrying out its duties. Each year, the Board of Commissioners assesses the performance of each Committee in accordance with its duties and responsibilities, as defined in each Committee’s charter. The performance assessment procedure for Committees under the Board of Commissioners is carried out by evaluating the annual work program plans and KPIs for each Committee, as agreed with the Board of Commissioners, as well as their actual performance. Meanwhile, the criteria for assessing the performance of the Committees under the Board of Commissioners are based on comparisons of each Committee’s performance against its KPI targets, in accordance with the annual work program for the current fiscal year.

Based on the evaluation conducted by the Board of Commissioners in 2025, all Committees were considered to have carried out their duties and responsibilities optimally, intensively, effectively, and on a sustainable basis, resulting in very strong performance. The Board of Commissioners expresses its appreciation for this achievement and acknowledges that the Committees have made significant contributions in assisting the Board of Commissioners in enhancing the quality of internal oversight over the Company’s management. Accordingly, the Board of Commissioners encourages all Committees to continuously strengthen their roles on an ongoing basis, so that the supervisory function can be further optimized in maintaining the integrity and accountability of the Company’s operations in the future.

Changes in Board of Commissioners’ Composition

In the 2025 financial year, changes were made to the composition of the Company’s Board of Commissioners and Board of Directors pursuant to the resolutions of the Annual General Meeting of Shareholders (AGMS) for the 2024 financial year held on May 7, 2025 and the Extraordinary General Meeting of Shareholders (EGMS) held on December 17, 2025. Accordingly, the composition of the Board of Commissioners as of the end of the 2025 financial year is as follows:

Composition of the Board of Commissioners as of the End of the 2025 Financial Year

Name Position Basis of Initial Appointment
Juri Ardiantoro President Commissioner Decision of the Annual GMS for the 2024 fiscal year on May 7, 2025
Syamsul Bachri Yusuf Commissioner Decision of the Annual GMS for the 2024 fiscal year on May 7, 2025
Nachrowi Ramli Independent Commissioner Decision of the Annual GMS for the 2024 fiscal year on May 7, 2025
Tedi Kurniawan Independent Commissioner Decision of the Extraordinary GMS on December 17, 2025
Rudi Antariksawan Independent Commissioner Decision of the Annual GMS for the 2024 fiscal year on May 7, 2025
Asrorun Ni’am Sholeh Commissioner Decision of the Annual GMS for the 2024 fiscal year on May 7, 2025

All members of the Board of Commissioners possess integrity, competence, and a sufficient reputation in their respective fields, can dedicate adequate time to perform their duties, and have no conflicts of interest or family relationships up to the second degree with other members of the Board of Commissioners and/or the Board of Directors.

Appreciation

On behalf of the Board of Commissioners, allow me to express my highest appreciation to all stakeholders, especially the shareholders, the Board of Directors, and all Jasa Marga employees, for their support, dedication, and solid cooperation throughout 2025. Every achievement made by the Company is the result of commitment, professionalism, and a spirit of togetherness in consistently carrying out their respective roles and responsibilities.

In looking toward a better future, the Board of Commissioners reaffirms its commitment to continue strengthening its strategic oversight function, supporting the implementation of business transformation, and ensuring the Company’s sustainable performance amid the ever-evolving dynamics of the industry. We believe that with a solid governance foundation, harmonious synergy between the Board of Commissioners, the Board of Directors, and all employees, as well as a spirit of continuous innovation, Jasa Marga will continue to grow as a resilient national infrastructure corporation with global competitiveness, delivering added value to all stakeholders and the Indonesian people.

Jakarta, April 28, 2026

On Behalf of the Board of Commissioners