The Appointment of Auditor Resolution is a crucial corporate governance document required under Indonesian law for companies appointing external auditors. It is typically prepared annually or when there is a change in auditors, in accordance with Law No. 40 of 2007 on Limited Liability Companies and OJK regulations. The document serves as official record of the appointment, capturing key details such as the audit firm's details, scope of services, term of appointment, and remuneration framework. For public companies, additional regulatory requirements must be addressed in the resolution, including independence declarations and specific OJK compliance statements. The resolution also typically includes authorizations for executing related documents and notifications to relevant authorities.
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1. Title and Date: Formal title of the resolution and date of the meeting
2. Company Details: Full legal name and registration details of the company
3. Meeting Details: Type of meeting (AGM/EGM), venue, time, and quorum information
4. Attendance: List of directors, shareholders, or committee members present
5. Legal Basis: Reference to relevant company constitution articles and laws authorizing the appointment
6. Preamble: Background information including previous auditor details if any
7. Resolution Statement: Formal statement of the resolution to appoint the auditor
8. Auditor Details: Full details of the appointed audit firm, including registration number and address
9. Term and Scope: Period of appointment and scope of audit services
10. Remuneration: Authority to board/committee to fix the auditor's remuneration
11. Authorization: Authorization to specific officers to execute necessary documents
12. Certification: Signature section certifying the resolution's validity
1. Previous Auditor Resignation: Required when there is a change in auditors, including acknowledgment of the previous auditor's resignation
2. Regulatory Compliance Statement: For public companies, statements confirming compliance with OJK regulations
3. Independence Declaration: Statement confirming the appointed auditor's independence, required for public companies
4. Audit Committee Recommendation: For companies with audit committees, including their recommendation for the appointment
5. Special Notices: Any special notices or declarations required by specific industry regulations
1. Appendix A - Auditor's Acceptance Letter: Letter from the audit firm accepting the appointment and confirming their eligibility
2. Appendix B - Auditor's Independence Declaration: Formal declaration of independence from the appointed audit firm
3. Appendix C - Previous Auditor's Resignation Letter: If applicable, the formal resignation letter from the previous auditor
4. Appendix D - Audit Committee Report: If applicable, the formal recommendation report from the audit committee
5. Appendix E - Regulatory Compliance Certificates: Any required certificates or forms demonstrating compliance with regulatory requirements
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