Dear honorable Shareholders and Stakeholders,

On behalf of the Board of Commissioners, first and foremost, we would like to express our praise and gratitude to Allah SWT for His protection, allowing PT Jasa Marga (Persero) Tbk to close the year 2024 with positive achievements. Through this report, we, as the Board of Commissioners, would like to present an independent, thorough, and diligent supervisory report, in line with the principles of Good Corporate Governance (GCG), regarding the management of the Company by the Board of Directors throughout 2024 in achieving the targets of the 2024 Corporate Budget Work Plan (RKAP), which are in line with the main objectives of the Company’s Long-Term Plan (RJPP) for 2021-2025. This report serves as a form of accountability from the Board of Commissioners in carrying out its functions and roles, which will strengthen the Company’s competitiveness in maintaining the sustainability of its business.

The Board of Commissioners serves as a critical supervisory and advisory body, supporting the Board of Directors in strategic decision-making processes. The Board of Commissioners seeks to balance considerations between commercial aspects and business growth while ensuring that the implementation of GCG is always prioritized.

Assessment of the Board of Directors’ Performance in Company Management

In 2024, the Board of Commissioners recognized that the challenges faced by the Company have become increasingly dynamic and complex. The constantly changing business environment demands that the Company adjust its strategies to remain relevant amidst these changes. This includes challenges related to regulations, market competition, as well as shifts in public needs and preferences. The Board of Commissioners believes that the Company’s success in responding to these challenges will not only secure its market position but also support sustainable long-term growth.

In response to these challenges, the Board of Commissioners highly appreciates the strategic steps taken by the Board of Directors. These include the revision of the Company’s vision and mission, aimed at aligning the Company’s goals with the prevailing market conditions. This, along with corporate actions in line with the Company’s Long-Term Corporate Plan (RJPP) 2025-2029, provides a solid foundation for better growth. With the adjustment of the vision and mission, the Company is not only able to survive but also seize available opportunities to achieve higher objectives.

In evaluating the performance of the Board of Directors, the Board of Commissioners conducts regular assessments based on the Quarterly Management Reports. This evaluation includes an assessment of the Board of Directors’ compliance with managing the Company under the established Work Plan and Budget (RKAP) and the RJPP. Furthermore, the Board of Commissioners also evaluates the Board of Directors’ ability to follow up on decisions made during Board of Commissioners’ meetings as well as coordination meetings between the Board of Commissioners and the Board of Directors. Follow-up actions on recommendations provided by external auditors are also an important part of this evaluation, ensuring that every step taken aligns with applicable regulations and provisions.

The Board of Commissioners is committed to assessing the performance of the Board of Directors objectively and fairly, by referring to various performance indicators, one of which is the Company’s Core Profit in 2024, amounting Rp3.7 trillion, a 36.0% increase compared to 2023. The assessment results show that the Board of Directors has carried out its duties and responsibilities well.This reflects the Board of Directors’ ability to maintain the integrity and sustainability of the Company’s operations amidst an uncertain situation.

One of the key performance indicators evaluated was the achievement of the Key Performance Indicators (KPI). In 2024, the Board of Directors achieved 100% of the KPI targets, indicating that all set goals were met. The performance evaluation for each member of the Board of Directors was comprehensive and in-depth, considering various relevant performance aspects. The results of this evaluation were then reported to the Dwiwarna A Series shareholders as a form of accountability and transparency in the management of the Company.

Periodic performance assessments of the Board of Directors serve not only as a success measure but also as a means to strengthen communication and cooperation between the Board of Commissioners and the Board of Directors. With the satisfactory results, the Board of Commissioners is optimistic that the Board of Directors will continue its efforts to improve the Company’s performance and take the necessary innovative steps to address future challenges.

Supervisory of the Board of Commissioners in Formulating and Implementing the Company’s Strategy

The Board of Commissioners has the responsibility to ensure that the Company’s strategy is formulated and implemented effectively. Based on the Decree of the Board of Commissioners No. KEP-032/III/2023 which stipulates the division of duties of the Members of the Board of Commissioners, and in accordance with the Decree of the Board of Commissioners Meeting dated January 9, 2024, the Board of Commissioners has established a clear and detailed work program, as well as assigned specific tasks and responsibilities to each member. This is aimed at ensuring that every member of the Board of Commissioners can contribute maximally in overseeing and making decisions related to the Company’s strategic direction. With an organized structure, the Board of Commissioners is committed to fulfilling its function effectively in supporting the Company’s sustainability and growth.

For supervisory and monitoring purposes, the Board of Commissioners regularly holds meetings to monitor and make decisions collectively. These meetings serve as an important forum for discussing strategic issues and evaluating the achievements made. If necessary, the Board of Commissioners also conducts internal meetings, where the Board of Directors is invited to provide explanations or additional information related to issues or proposals that require recommendations and approval from the Board of Commissioners. This collaborative approach not only strengthens communication between both parties but also ensures that every decision made is based on a deep understanding of the situation and challenges faced.

During 2024, the Board of Commissioners held 20 meetings, with an average attendance rate of 85%. This high level of attendance demonstrates the commitment of the Board members to their responsibilities and their dedication to fulfilling their supervisory functions. Additionally, the Board of Commissioners held 15 coordination meetings with the Board of Directors, with an impressive average attendance rate of 91%.

In each meeting, all decisions were made through consensus-based deliberation, and 100% of these decisions have been followed up effectively. This process ensures that all voices are heard, and the decisions made reflect shared interests yang mengutamakan kepentingan Perseroan. Through these forums, the Board of Commissioners provides strategic direction and advice to the Board of Directors in formulating and planning the implementation of strategies, both for the short and long term, including the development of the Company’s Long-Term Corporate Plan (RJPP) 2025-2029. Thus, the Board of Commissioners plays an active role in shaping the future vision and mission of the Company.

The Board of Commissioners is committed to continuous monitoring and evaluation of the implementation of strategies and performance progress. Through in-depth analysis, the Board of Commissioners can provide relevant recommendations for improvements, ensuring that each step taken is aligned with the dynamics of the market and the Company’s internal conditions. This process not only enhances operational efficiency but also ensures that the Company’s long-term objectives are achieved.

To strengthen the monitoring of business processes, the Board of Commissioners also conducts site visits to various regions and subsidiaries. These visits are aimed at reviewing the development of toll road construction projects and evaluating the development of operational businesses and potential new business opportunities. In 2024, the Board of Commissioners conducted 5 (five) times field visits to toll road projects, both those under construction and those already operational. These visits provide direct insights into the challenges and opportunities faced and allow the Board of Commissioners to give more targeted direction based on field information, as one of the reflection on the implementation of the supervisory function from the Board of Commissioners.

Overall, the supervisory conducted by the Board of Commissioners in formulating and implementing the Company’s strategy is an integral part of the implementation of Good Corporate Governance (GCG). Through strong cooperation between the Board of Commissioners and the Board of Directors, as well as active involvement in strategic decision-making, the Board of Commissioners is committed to driving the growth and sustainability of the Company in facing future challenges.

Perspective on the Company’s Business Prospects

The Board of Commissioners believes that in facing upcoming challenges and opportunities, the strategic adjustments and targets set by the Board of Directors in the Company’s Long-Term Plan (RJPP) 2025-2029 and the Company’s Work Plan and Budget (RKAP) 2024 demonstrate a high level of optimism. This strategy aligns with projections for the global and national economy, which are expected to experience stable growth despite various challenges. With a keen eye on market trends and the needs of society, the Board of Directors has formulated steps that not only maintain the Company’s existence but also promote sustainable growth.

Sustained innovation and commitment to value enhancement will be the key factors for the Company to grow sustainably in the future. In this context, the Board of Commissioners sees a strong synergy between the Company’s plans and the government’s programs to improve infrastructure connectivity. This provides ample opportunities for the Company to continue growing, as infrastructure improvement is a priority in the national development agenda. By capitalizing on these opportunities, the Company is expected to strengthen its position in the industry and significantly improve its performance.

Achieving excellent performance in 2024 will serve as a solid foundation for the Company to meet the targets set for the future. This success not only reflects the Board of Directors’ ability to manage the Company’s operations but also demonstrates the effectiveness of the strategies that have been implemented. Furthermore, the Board of Commissioners continues to remind the Board of Directors to strengthen the internal control systems and risk management, under the principles of Good Corporate Governance (GCG), in every decision-making process. With these measures in place, the Company will not only be able to face existing challenges but will also be ready to seize emerging opportunities to achieve its vision and mission.

Perspective on Good Corporate Governance Implementation

The implementation of the Company’s Good Corporate Governance (GCG) principles is conducted with a high level of commitment, according to the Ministry of State-Owned Enterprises (BUMN) Regulation No. PER-2/MBU/03/2023 regarding the Guidelines for Governance and Significant Corporate Activities of State-Owned Enterprises, as well as adhering to the best practices of GCG implementation in the industry. The Board of Commissioners plays an active role in ensuring that every aspect of the Company’s management is conducted with ethical behavior, accountability, transparency, and sustainability, which are essential foundations in building trust with investors and other stakeholders. Through a strong commitment to GCG principles, the Company strives to create a conducive environment for growth and sustainability.

The Board of Commissioners commends the Company’s efforts in periodically assessing the implementation of Good Corporate Governance (GCG) principles through assessments and/or self-assessments, using applicable parameters based on best practices. As in previous years, in 2024, an assessment of the implementation of GCG was also conducted based on the ASEAN Corporate Governance Scorecard (ACGS) parameters by an independent party, and the Company successfully achieved a total score of 104.18 in GCG implementation. This result reflects the Company’s success in integrating GCG principles into every aspect of its business. This achievement not only shows that the Company meets the established standards but also contributes to increasing the trust of investors and other stakeholders, which will serve as a significant added value for the Company in carrying out its operational and strategic activities.

Moreover, the Company has implemented a comprehensive risk management system, under the Ministry of State-Owned Enterprises Regulation No. PER-2/MBU/03/2023. The Company has also developed an effective contingency plan and conducted risk maturity index assessments as an integral part of the Company’s management and the best GCG practices. With these measures, the Board of Commissioners ensures that all potential risks are identified and managed effectively, allowing the Company to operate more efficiently and effectively.

The Board of Commissioners evaluates that the implementation of GCG in the Company has been in line with the established principles, both as a State-Owned Enterprise (BUMN) and as a publicly listed company. This success reflects the dedication and commitment of all parties in implementing GCG, which will ultimately strengthen the Company’s position in facing challenges and seizing opportunities in the future.

Achievement of the Implementation of GCG Principles within the Board of Commissioners in the 2024 Fiscal Year

Within its scope, the Board of Commissioners is committed to performing its supervisory duties and functions effectively in managing the Company. In every step and decision taken, the Board of Commissioners always refers to applicable laws and regulations. By adhering to GCG principles, the Board of Commissioners strives to ensure that all of the Company’s activities are conducted with integrity and responsibility, which ultimately enhances the trust of investors and stakeholders.

Each year, the Board of Commissioners develops a work program, which is reported in the form of the Board of Commissioners’ supervisory report, serving as a tool for evaluating the Board’s performance during the Annual General Meeting of Shareholders (AGMS). This evaluation process is essential to ensure that the Board of Commissioners continues to adapt and improve effectiveness in performing their supervisory duties as well as to account for their performance to the shareholders.

In 2024, the Board of Commissioners completed all the work programs that had been set. All achievements were presented at the AGMS, where the Board reported on the execution of their duties and provided a clear overview of the efforts made to improve the implementation of GCG. This accomplishment demonstrates the dedication and commitment of the Board of Commissioners to ensure that every aspect of the Company’s management is conducted well and aligns with GCG principles. By completing the work program, the Board of Commissioners reaffirms its role as an effective and proactive overseer, focusing not only on compliance but also on enhancing the quality and sustainability of the Company’s operations.

Here are some of the major work programs of the Board of Commissioners:

Proposal of Public Accounting Firm (KAP) for Approval and Appointment by the GMS

The Board of Commissioners has an important responsibility to ensure that the Company’s financial statements are audited by an independent and professional party. In this context, the Board of Commissioners approved the proposal of the Public Accounting Firm (KAP) Amir Abadi Jusuf, Aryanto, Mawar & Partners (a member of the global RSM network), which will audit the Company’s consolidated financial statements and the Micro and Small Business Funding Program (PUMK) report in 2024. This proposal was made after careful consideration of the experience, reputation, and capability of the Public Accounting Firm to conduct high-quality audits. After a comprehensive evaluation process, the proposal was submitted to the General Meeting of Shareholders (GMS) for approval and appointment, with the GMS delegating the authority and power to the Board of Commissioners to determine the appropriate audit fee and/or additional scope of work and other reasonable requirements for the Public Accounting Firm.

Approval and Establishment of the 2024 Company Work Plan and Budget (RKAP)

To ensure that the Company has a clear direction for the coming year, the Board of Commissioners approved and established the 2024 Company Work Plan and Budget (RKAP) through the Board of Commissioners Decree No. Kep 015/I/2024 dated January 30, 2024. The RKAP preparation process involved an in-depth analysis of the previous year’s performance, market projections, and strategic plans that align with the company’s long-term vision. Taking various factors into account, the Board of Commissioners worked with the committees under the Board of Commissioners and the Board of Directors to draft a comprehensive RKAP, which includes goals, work programs, and the necessary budget to achieve the set targets.

The establishment of the RKAP serves as the foundation for the Company’s operations in 2024. The Board of Commissioners emphasized the importance of effectively implementing the RKAP so that every program and activity planned can be conducted properly and contribute positively to the Company’s financial performance.

Supervisory of the Policies and Implementation of Subsidiary Management

One of the main tasks of the Board of Commissioners is to oversee the policies and implementation of subsidiary management. Given the crucial role of subsidiaries in supporting the growth and sustainability of the Company, the Board of Commissioners ensures that all policies implemented align with the overall strategy and vision of the Company. Through careful monitoring, the Board of Commissioners seeks to identify the challenges faced by the subsidiaries and provide the necessary support to address those issues.

By conducting work visits and regular coordination meetings, the Board of Commissioners can obtain direct insights into the current conditions of the subsidiaries. This not only allows the Board to assess the subsidiaries’ performance objectively but also to provide the necessary strategic direction for decision-making. With a proactive supervisory approach, the Board of Commissioners is committed to ensuring that each subsidiary operates optimally and makes a significant contribution to achieving the Company’s objectives.

Guidance on the Implementation of the Company’s Plans and Policies

The Board of Commissioners provides clear and strategic guidance on the implementation of the Company’s plans and policies. This guidance includes various aspects, taking into account the relevance to the existing conditions and challenges, as well as the aspirations of the shareholders and all stakeholders. With this direction, the Board ensures that all actions taken by the Board of Directors align with the Company’s long-term goals.

In this context, the Board of Commissioners focuses on evaluating and supervising the execution of the agreed-upon plans. Through coordination meetings and intensive discussions, the Board can provide constructive feedback and identify potential risks that may arise during the implementation process. Therefore, the Board plays an active role in supporting the Board of Directors to ensure that every policy implemented has a positive impact on the Company’s performance.

Strategic Guidance on Business Sustainability and Enhancing Competitive Advantage

The Board of Commissioners recognizes that business sustainability based on Environmental, Social, and Governance (ESG) principles is a critical aspect in facing the increasingly competitive industry challenges. Therefore, the Board provides strategic guidance focused on developing sustainability policies that align with market trends and societal needs. In this guidance, the Board encourages the Board of Directors to innovate and enhance service quality, so that the Company can maintain its competitiveness and establish a strong foundation for sustainable growth in an increasingly dynamic market.

Strengthening a solid performance foundation relies not only on quality but also on operational efficiency and sustainable resource management. The Board of Commissioners is committed to ensuring that the sustainability strategies implemented provide long-term benefits for the Company and contribute to social and environmental development.

Guidance on Strengthening the Internal Control System

Strengthening the internal control system is one of the main priorities for the Board of Commissioners in performing their supervisory function. The Board realizes that an effective internal control system is crucial for maintaining the integrity of financial statements and ensuring that all company operations are conducted under established policies. Therefore, the Board provides guidance to continuously evaluate and improve the existing system, to identify potential weaknesses and enhance the effectiveness of controls.

The Board also encourages the Board of Directors to involve all levels of the organization in the implementation of internal controls, so that every employee has a clear understanding of the importance of good governance. By fostering a culture of awareness regarding the significance of internal controls, it is hoped that all parties will contribute to maintaining compliance and transparency in the company’s operations.

Guidance on the Effectiveness of the Company’s Risk Management System

The Board of Commissioners pays serious attention to the effectiveness of the Company’s risk management system. In facing uncertainties and risks arising from various factors, the Board emphasizes the need for the implementation of a comprehensive and sustainable risk management system. This guidance includes the development of a framework to identify, analyze, and manage risks that the Company may face, in terms of operations, finances, and reputation.

By involving the Board of Directors in risk management, the Board ensures that each identified risk can be addressed with the appropriate and proactive strategy. Additionally, the Board encourages the Board of Directors to prepare transparent and accurate risk reports, which can serve as the foundation for strategic decision-making. With a systematic approach to risk management, the Company is expected to maintain solid and sustainable performance, while being prepared to face challenges that may arise in the future.

Assessment of the Board of Commissioners Performance in 2024

The performance assessment of the Board of Commissioners is conducted through an in-depth self-assessment process based on the established Key Performance Indicators (KPIs). The results of this evaluation indicate that the Board of Commissioners has achieved the maximum score of 5.0 out of 5.0, reflecting our dedication and commitment to performing our supervisory duties effectively.

Assessment of the Performance of Committees Under the Board of Commissioners in 2024

To support the effectiveness of the supervisory function and conduct their duties and responsibilities, the Board of Commissioners receives support from the Secretariat Team and several committees with vital roles, including the Audit Committee, the Nomination and Remuneration Committee, the Risk and Legal Committee, and a newly formed committee in 2024, the Integrated Governance Committee. The establishment of the Integrated Governance Committee aims to ensure that all aspects of corporate governance are managed comprehensively and integrally. Each committee is tasked with preparing a detailed annual work program, including progress reports on tasks to be presented to the Board of Commissioners quarterly.

These progress reports serve as a reference for performance assessment and the Key Performance Indicators (KPIs) for each committee. In the evaluation conducted by the Board of Commissioners in 2024, all committees have conducted their duties and responsibilities effectively, intensively, and efficiently. The Board of Commissioners appreciates these achievements and assesses that these committees have made significant contributions in enhancing the quality of internal supervisory over the management of the Company. Additionally, the Board of Commissioners encourages all committees to continue to improve their roles continuously, so that the supervisory function can further enhance the integrity and accountability of the Company’s operations in the future.

Changes in the Composition of the Board of Commissioners

In 2024, there were no changes in the composition of the Board of Commissioners. Therefore, the composition of the Company’s Board of Commissioners as of the date of this report is as follows:

Position	Name
President Commissioner	Mohammad Zainal Fatah
Commissioner	M. Roskanedi
Commissioner	Raja Erizman
Independent Commissioner	Chandra Wijaya
Independent Commissioner	Seppalga Ahmad
Independent Commissioner	Marsetio
Independent Commissioner	Abdul Rachman

Appreciation

On behalf of the Board of Commissioners, we extend our deepest gratitude to all stakeholders, including shareholders, the Board of Directors, and all employees, for the support and collaboration provided throughout 2024. The achievements of the Company are inseparable from the dedication and shared commitment in conducting respective duties and responsibilities. We highly appreciate the efforts of the management team in upholding the principles of Good Corporate Governance (GCG) and ensuring transparency and accountability in every decision made. Our appreciation also goes to all committees for their hard work in fulfilling supervisory functions and providing constructive recommendations.

In conclusion, the Board of Commissioners reaffirms its commitment to continuously enhancing its sup functions and supporting the Company’s sustainable growth in the future. With a strong foundation in good governance and solid collaboration among all parties, the Company will be well-equipped to face challenges and seize opportunities in the following years. We hope the spirit of innovation and performance improvement remains steadfast, enabling the Company to continue contributing positively to national development and the welfare of society.