Board Of Directors Charter
PT. Media Nusantara Citra Tbk ( the "Company" )

The Board of Directors is the Company's organ which has a full authorization and responsibility for the management of the Company in the interests of the Company in accordance with the Company's vision, mission and objectives.

Members of the Boards of Directors shall be appointed by the General Meeting of Shareholders ("GMS") for 5 years term of office and may be re-appointed. Articles of Association of the Company shall regulate procedures for the appointment, replacement and dismissal of members of the Board of Directors.

The division of management role and authority among the members of the Board of Directors shall be determined by a GMS resolution. In the event that the GMS does not make any determination, the division of the role and authority of the members of the Board of Directors shall be determined by a resolution of the Board of Directors Meeting.

Role and Authority of the Board of Directors

The Board of Directors are authorized to undertake the management of the Company dan determine any policy and make decision according to its role.

The Board of Directors shall manage the Company's assets according to the prevailing laws and regulation. The Board of Directors prepare annual work plan which includes the Company's annual budget prior the beginning of the next financial year and subject to Board of Commissioners approval.

President Director shall be entitled and authorized to act for and on behalf of the Board of Directors and to represent the Company. In the event that the President of Director is absence due to any reason whatsoever, Vice President Director (if any) shall be entitled to act for and on behalf the Board of Directors and represent the Company, and in the event that Vice President Director is absence due to any reason whatsoever, then 2 (two) members of the Board of Directors shall be entitled and authorized to act and on behalf of the Board of Directors and represent the Company.

The Board of Directors obligated to get the Board of Commissioners or GMS approval with regard to certain legal action according to Articles of Association of the Company or prevailing laws and regulation.

The Board of Directors Responsibilities

The Board of Directors shall be take fully responsible for the management of the Company. The Board of Directors obigated to manage the Company according to its authorities and responsibilities which is set in Articles of Association and the prevailing laws and regulation.

Each member of the Board of Directors shall be fully personally liable for the Company's losses due to his/her fault or negligent in carrying out his/her duties.

The Board of Directors and each member of the Board of Directors obligated to provide an explanation to the Board of Commissioners inquiry.

The Board of Directors Meeting

The Board of Directors meeting may be convened every month on the 20th day or at any time.

The agenda of the Board of Directors meeting :

The Board of Directors Meeting shall be chaired by President Director. In the event that the President of Director is absence due to any reason whatsoever, the Board of Directors Meeting shall be chaired by Vice President Director (if any), and in the event that Vice President Director is absence due to any reason whatsoever, then the Board of Directors Meeting shall be chaired by one of member of the Board of Directors appointed by the Board of Directors meeting.

Any policy and stategic decision shall be resolve by the Board of Directors meeting. The resolution of the Board of Directors meeting shall be consensus deliberation. In the event such resolution can not be achieved, the resolution shall be taken by affirmative votes of more than ½ of the legal casting vote at the meeting. In the event of tie vote, the chairman of the meeting will make a decision.