PT. Tapian Nadenggan, Hanau Mill and Its Supply Bases. Hanau Mill: Kecamatan Hanau, Kabupaten Seruyan, Kalimantan Tengah, IDN

2 nd Annual Surveillance for PT. Tapian Nadenggan, Hanau Mill and Its Supply Bases RSPO20009 RSPO Membership number: 1-0019-05-000-00 Audited Address: Hanau Mill: Kecamatan Hanau, Kabupaten Seruyan, Kalimantan Tengah, IDN Its Supply Bases: Hanau Estate: Kecamatan Hanau, Kabupaten Seruyan, Kalimantan Tengah, IDN Tasik Mas Estate: Kecamatan Hanau, Kabupaten Seruyan, Kalimantan Tengah, IDN Tanjung Paring Estate: Kecamatan Batu Ampar, Kabupaten Seruyan, Kalimantan Tengah, IDN Langadang Estate: Kecamatan Batu Ampar, Kabupaten Seruyan, Kalimantan Tengah, IDN Date of audit: 25/09/2014 COMMERCIAL- IN CONFIDENCE I The contents of this report must not be disclosed to a third party without the agreement of the SAI Global Client Doc ID: 3843 / Issue Date May 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 1 of 153

Table of contents Page Executive Overview 4 Abbreviations Used 5 1.0 SCOPE OF THE ASSESSMENT 7 1.1 Introduction 7 1.2 Audit Objective 7 1.3 Scope of Certification 8 1.4 Location of Mill and Estates 8 1.5 Description of Supply Base 10 1.6 Date of Plantings 11 1.7 Area of Plantation 11 1.8 Approximate tonnage offered for certification (CPO and PK) 12 1.9 Other certificates held 15 1.10 Organizational information/contact person 15 1.11 Timebound plan for other management unis 15 1.12 Partial Certification Requirements 19 1.13 Date of Issue of Certificate dan Date of Previous Assessment 20 2.0 AUDIT PROCESS 20 2.1 Certification Body 20 2.2 Audit Methodology 21 2.3 Qualification of the Lead Auditor and Audit Team Members 22 2.4 Stakeholder Consultation 23 2.5 Date of Next Surveillance Visit 24 3.0 AUDIT FINDINGS 24 3.1 Action taken on previous audit issues 24 3.2 Claim and use of certification mark and or logo 24 3.3 Description of audit findings 25 3.3.1 RSPO Principle and Criteria 25 3.3.2 RSPO Supply Chain 129 3.3.2.1 RSPO Supply Chain Standard Module E Mass Balance 129 3.3.2.2 RSPO Supply Chain System 133 3.4 Recommendation 134 3.5 Environmental and social risk for this scope of certification for planning of 134 the surveillance audit 3.6 Acknowledgement of Internal Responsibility and Formal Sign-off of Assessment Findings 134 List of Tables Page 1 Mill and Estates GPS Locations 8 2 Hanau Mill Estimated FFB Production of the Supply Bases 2015 10 3 Estates Age Profiles of Planted Palms 2014 11 4 Estates Area Planted 2014 11 5 Land Use Summaries 2014 12 6 FFB Production Trend 2011-2013 12 7 Total CPO and PK Production 2014 and Estimate Production of 2015 13 8 Actual Production of Certified CPO and PK, Actual volume since date of last reporting period 13 Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 2 of 153

Table of contents Page 9 Estimated Production of Certified CPO and PK 14 10 Other Certificates Held by Mill and Estates 15 11 RSPO Certification Time Bound Plan 16 12 List of internal and external stakeholder 23 List of Figures Page 1 Map of Mill and Estates 9 List of Appendices Page A Audit Plan 135 B Previous nonconformities, corrective actions and status 137 C Nonconformities, Corrective Actions and Observations Summary 150 D Stakeholder s issues and comment 151 E Definition of, and action required with respect to audit findings 153 Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 3 of 153

Executive Overview This is second (2 nd ) annual surveillance audit visit on 22-25 September 2014 against the new Generic RSPO Principles and Criteria for Sustainable Palm Oil Production, May 2013 and RSPO Supply Chain Certification Standard, CPO Mill, Module E Mass Balance, November 2011. PT. Tapian Nadenggan (subsidiary of SMART Group), Hanau Mill operations comprising one (1) Palm Oil Mill and FFB supply bases comprising four (4) oil palm estates owned by PT. Tapian Nadenggan. There were also supply base from independent third party that excluded from the scope of certification. The audit concluded that PT. Tapian Nadenggan, Hanau Mill and its supply bases operation were found complies with the requirements of the Generic RSPO Principles and Criteria for Sustainable Palm Oil Production, May 2013 and RSPO Supply Chain Certification Standard, CPO Mill: Module E Mass Balance, November 2011. The estimate figures of production offered for certification 2014 are: Estimated tonnage of certified CPO produced Estimated tonnage of certified PK produced : 88,369 MT : 21,855 MT Therefore PT. Tapian Nadenggan, Hanau Mill and supply bases can continues to be certified as RSPO Mass Balance Model CPO and PK producer. Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 4 of 153

Abbreviations Used AAA AMDAL BHL BKM BLH BOD BPN CEO CO COD CPO CSR D&L EFB FFB GAR GPS HCV HGB HGU HNAE HNAM HPH IDR IMT IPM ISO IUP KCP KUD kwh LD LNGE LOTO MAA MCAR MSDS MT NGO OHS OIA P2K3 PK PKB PKWT POM POME PP PPE Agronomy Advisory Audit Environmental and Social Impact Analysis (Analisis Dampak Lingkungan) Daily basis paid workers (Buruh Harian Lepas) Log book of group leader activity (Buku Kegiatan Mandor) Local Agency of Environmental (Badan Lingkungan Hidup) Biological Oxygen Demand National Land Agency (Badan Pertanahan Nasional) Chief Executive Officer Carbon Monoxide Chemical Oxygen Demand Crude Palm Oil Corporate Social Responsibility Document and Legal Empty fruit bunches Fresh Fruit Bunch Golden Agri-Resources Limited Global Positioning High Conservation Value Building Use Title (Hak Guna Bagunan) Land Use Title (Hak Guna Usaha) Hanau Estate Hanau Mill Forest Authority Concession (Hak Penguasaan Hutan) Indonesian Rupiah PT. Ivo Mas Tunggal Integrated Pest Management International Standards Organisation Plantation Operation Permit (Izin Usaha Perkebunan) Kernel Crushing Plant Village Unit Cooperatives (Koperasi Unit Desa) Kilo Watt Hour Lethal Dosage Langadang Estate Lock out tag out Mill Advisory Audit Management Committee Agronomy and Research Material Safety Data Sheet Metric Ton Non Government Organisation Occupational Health and Safety Operation Internal Audit Safety Commitee Palm Kernel Mutual Working Agreement (Perjanjian Kerja Bersama) Contracted worker (Pekerja Waktu Tertentu) Palm Oil Mill Palm Oil Mill Effluent Company Regulation (Peraturan Perusahaan) Personal Protective Equipment Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 5 of 153

PSM RABQSA RKL RPL RSPO SA SCCS SHM SIA SKU SMD SMARTRI SOP SPM TLV TMSE TPRE TSS VPA WWTP Sinar Mas Estate (Perkebunan Sinar Mas) Quality Society of Australia Environmental Management Plan (Rencana Pengelolaan Lingkungan) Environmental Monitoring Plan (Rencana Pemantauan Lingkungan) Roundtable on Sustainable Palm Oil Social Accountability Supply Chain Certification System Land Own Title (Sertifikat Hak Milik) Social Impact Assessment Permanent worker (Satuan Kerja Unit) Senior Managing Director SMART Research Institute Standard Operation Procedure Independent Worker Union (Serikat Pekerja Mandiri) Threshold Limit Value Tasik Mas Estate Tanjung Paring Estate Total Suspended Solid Vice President of Agronomy Waste Water Treatment Plant Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 6 of 153

1.0 SCOPE OF THE ASSESSMENT 1.1 Introduction SAI Global conducted annual surveillance audit of PT. Tapian Nadenggan (subsidiary of SMART Group), Hanau Mill and its supply bases on 22/09/2014 to 25/09/2014. The purpose of this audit report is to summarise the degree of compliance with the relevant criteria, as defined on the cover page of this report, based on the evidence obtained during the audit of your organisation. SAI Global audits are carried out within the requirements of SAI Global procedures which also reflected the requirements and guidance provided in the international standards relating to audit practice such as ISO/IEC 17021, ISO 19011, RSPO Certification System, relevant RSPO Supply Chain Certification System and other normative criteria. SAI Global Auditors are assigned to audits according to industry, standard or technical competencies appropriate to the organisation being audited. Details of such experience and competency are maintained in our records. The audit team is detailed in the attached audit record. In addition to the information contained in this audit report, SAI Global maintains files for each client. These files contain details of organisation size and personnel as well as evidence collected during preliminary and subsequent audit activities (Documentation Review and Scope) relevant to the application for initial and continuing certification of your organisation. Details of your primary contact persons and their contact details and site addresses are also maintained. Please take care to advise us of any change that may affect the application/certification or may assist us to keep your contact information up to date, as required by SAI Global Terms and Conditions. Please note that this report is subject to independent review and approval. Should changes to the outcomes of this report be necessary as a result of the review, a revised report will be issued and will supersede this report. 1.2 Audit Objective This is 2 nd annual surveillance audit. The purpose of this audit was to determine continuing compliance of your organization s management system with the audit criteria new Generic RSPO Principles and Criteria for Sustainable Palm Oil Production, Mau 2013 and RSPO Supply Chain Certification Standard, CPO Mill, Module E Mass Balance, November 2011 and its effectiveness in achieving continual improvement and system objectives. Also to verify the volume of certified and uncertified FFB entering the mill and volume sales of RSPO certified producers. Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 7 of 153

1.3 Scope of certification The scope of certification is the CPO and PK production from one (1) Palm Oil Mill and FFB supply bases comprising four (4) oil palm estates owned by PT. Tapian Nadenggan. A. Palm Oil Mill Hanau Mill (HNAM), PT. Tapian Nadenggan Address : Kecamatan Hanau, Kabupaten Seruyan, Central Kalimantan, Indonesia Mill Capacity : 80 MT/hour B. FFB Suply Bases (1) Hanau Estate (HNAE), PT. Tapian Nadenggan Address : Kecamatan Hanau, Kabupaten Seruyan, Central Kalimantan, Indonesia (2) Tasik Mas Estate (TMSE), PT. Tapian Nadenggan Address : Kecamatan Hanau, Kabupaten Seruyan, Central Kalimantan, Indonesia (3) Tanjung Paring Estate (TPRE), PT. Tapian Nadenggan Address : Kecamatan Batu Ampar, Kabupaten Seruyan, Central Kalimantan, Indonesia (4) Langadang Estate (LNGE), PT. Tapian Nadenggan Address : Kecamatan Batu Ampar, Kabupaten Seruyan, Central Kalimantan, Indonesia 1.4 Location of mill and estates PT. Tapian Nadenggan mill and estates are located in Central Kalimantan Province. The geographical coordinate of the mill and estates are shown on Table 1. Table 1: Mill and Estates GPS Locations MILL AND ESTATE EASTING RTHING Hanau Mill 112 6' 35" 2 21' 39" Hanau Estate 112 6' 33" 2 24' 41" Tasik Mas Estate 112 5' 34" 2 20' 29" Tanjung Paring Estate 112 7' 57" 2 16' 49" Langadang Estate 112 6' 28" 2 14' 5" Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 8 of 153

1.5 Description of supply base The FFB sources are four (4) oil palm estates owned by PT. Tapian Nadenggan. There are also one (1) estate, Medang Sari Estate, owned by PT. Satya Kisma Usaha (subsidiary of SMART Group) and other third party which excluded from certification. Medang Sari Estate, PT. Satya Kisma Usaha is planned to be audited in 2015 based on time-bound plan. The areas and FFB production of the plantations are shown on Table 2. Table 2: Hanau Mill Estimated FFB Production of the Supply Bases 2015 ESTATE TOTAL AREA (HA) PLANTED AREA (HA) FFB (TON/YEAR) Hanau Estate, PT. Tapian Nadenggan Tasik Mas Estate, PT. Tapian Nadenggan Tanjung Paring Estate, PT. Tapian Nadenggan Langadang Estate, PT. Tapian Nadenggan Medang Sari Estate, PT. Satya Kisma Usaha 4,890.00 4,199.05 103,073 5,045.48 4,285.87 110,308 4,717.06 3,966.12 106,993 2,409.57 2,039.96 59,711 4,605.00 2,411.23 63,234 ITRX, PT. Indo Truba Timur 1,470.00 1,200.00 21,000 Lestari Unggul Jaya Estate, PT. Prima Sentosa Pratama Putra Sentra Karya Manunggal Estate, PT. Sentra Karya Manunggal Buana Tunas Sejahtera Estate, PT. Buana Tunas Sejahtera Source: PT. Tapian Nadenggan, September 2014 257.79 238.78 6,816 104.32 97.69 2,344 146.39 141.27 3,673 Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 10 of 153

1.6 Date of plantings Table 3: Estates Age Profiles of Planted Palms 2014 YEAR HNAE (HA) TMSE (HA) TPRE (HA) LNGE (HA) SUM (HA) % OF PLANTED AREA Mature 1995 179.61 179.61 1.24 1996 2,398. 03 652.81 3,050.84 21.05 1997 1,621.41 2,262.59 378.20 4,262.20 29.41 1998 1,161.39 559.36 1,720.75 11.87 1999 209.08 1.706.13 1,915.21 13.22 2000 129.85 129.85 0.90 2004 903.55 903.55 6.24 2005 597.60 348.65 946.25 6.53 2006 657.91 657.91 4.54 2007 724.83 724.83 5.00 Sub Total 4,199.05 4,285.87 3,966.12 2,039.96 14,491.00 100.00 Immature Total Planted Area Nil - - - - - - 4,199.05 4,285.87 3,966.12 2,039.96 14,491.00 100.00 Source: PT. Tapian Nadenggan, September 2014 1.7 Area of plantation The areas details for organisation owned estates are shown on Table 4 and 5. Table 4: Estates Area Planted 2014 ESTATE MATURE (HA) IMMATURE (HA) HNAE 4,199.05 - TMSE 4,285.87 - TPRE 3,966.12 - LNGE 2,039.96 - TOTAL PLANTED AREA 14,491.00 - Source: PT. Tapian Nadenggan, September 2014 Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 11 of 153

Table 5: Land Use Summaries 2014 AREA HECTARES Mature area 14,491.00 Immature area - Total area planted 14,491.00 Emplacement, Mill, Road, etc 591.77 River, peat and swamp 665.02 Enclave (community land) 1,314.32 Total leased area 17,062,11 HCV area (in planted and non-planted area) 1,358.762 Source: PT. Tapian Nadenggan,September 2014 1.8 Approximate tonnages offered for certification (CPO and PK) Approximate tonnages offered for certification is estimated based on the organisation last three years actual FFB production from HNAE, TMSE, TPRE and LNGE; also last year CPO and PK, OER and KER of Hanau Mill. Taken into consideration also that for year 2014, Hanau Mill also processed FFB from independent FFB suppliers. Table 6: FFB Production Trend 2011-2013 Estate HNAE Year Actual FFB Production (MT) 2011 99,912.49 2012 111,483.76 2013 100,238.00 2011 104,489.00 TMSE 2012 124,954.98 2013 111,637.41 2011 78,472.08 TPRE 2012 100,771.26 2013 96,513.06 2011 40,245.13 LNGE 2012 58,079.42 Source: PT. Tapian Nadenggan, September 2014 2013 52,915.52 Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 12 of 153

Supply Bases Table 7: Hanau Mill Total CPO and PK Production 2014 and Estimate Production of 2015 FFB Processed (MT) CPO Production (MT) OER (%) PK Production (MT) KER (%) 2014 HNAE 109,123 25,046 22.96 6,512 5,96 TMSE 124,690 28,623 22.96 7,443 5,96 TPRE 104,576 24,019 22.96 6,242 5,96 LNGE 53,083 12,189 22.96 3,168 5,96 TOTAL 391,472 89,878 22.96 23,365 5,96 2015 HNAE 104,194 24,225 23.25 5,991 5,75 TMSE 121,569 28,265 23.25 6,990 5,75 TPRE 99,019 23,022 23.25 5,694 5,75 LNGE 55,304 7,783 23.25 3,180 5,75 TOTAL 380,085 88,370 23.25 21,855 5,75 Source: PT. Tapian Nadenggan, Desember 2014 Table 8: Actual Production of Certified CPO and PK, Actual volume since date of last reporting period Month Total FFB (Ton) CPO Produced (Ton) PK Produced (Ton) Certified Non certified Certified Non certified Certified Non certified 2013 September 28,863 4,342 6,046 1,428 1,626 384 October 32,272 7,755 7,578 1,821 1,833 440 November 32,613 7,338 7,417 1,669 1,948 438 December 33,992 8,105 7,859 1,874 2,045 488 2014 January 34,177 8,893 7,840 2,040 2,021 2,464 February 31,428 8,741 7,511 2,089 1,817 2,316 March 35,134 9,526 8,077 2,190 2,231 3,173 April 36,943 11,007 8,431 2,512 2,224 2,655 May 34,661 9,163 7,834 2,071 2,022 2,769 June 34,824 8,531 7,849 1,923 1,993 2,732 July 26,924 4,740 6,123 1,078 1,671 2,006 Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 13 of 153

Month Total FFB (Ton) CPO Produced (Ton) PK Produced (Ton) Certified Non certified Certified Non certified Certified Non certified August 34,826 8,438 8,042 1,949 2,121 2,265 Total 394,657 96,579 90,610 22,644 23,554 1,770 Source: PT. Tapian Nadenggan, Desember 2014 Table 9: Estimated Production of Certified CPO and PK Month Total FFB (Ton) CPO Produced (Ton) PK Produced (Ton) Certified Non certified Certified Non certified Certified Non certified 2014 September 31,074 8,332 7,225 1,937 1,787 479 October 30,987 8,220 7,204 1,911 1,782 473 November 30,371 8,039 7,061 1,869 1,746 462 December 32,853 8,397 7,638 1,952 1,889 483 2015 January 25,250 9,519 5,870 2,213 1,452 547 February 25,375 8,366 5,900 1,945 1,459 481 March 29,060 8,873 6,756 2,063 1,671 510 April 29,337 8,583 6,821 1,996 1,687 494 May 35,186 8,722 8,181 2,028 2,023 502 June 35,476 8,190 8,248 1,904 2,040 471 July 35,288 8,073 8,204 1,877 2,029 464 August 39,826 8,265 9,259 1,922 2,290 475 Total 380,085 101,579 88,369 23,617 21,855 5,841 Source: PT. Tapian Nadenggan, September 2014 Estimated tonnage of CPO produced Estimated tonnage of PK produced : 111,986 MT : 27,696 MT Based on the above figures, the estimated of certified CPO and PK offered for certification are: Estimated tonnage of certified CPO produced : 88,369 MT Estimated tonnage of certified PK produced : 21,855 MT Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 14 of 153

1.9 Other certificates held Table 10: Certificates Held by Mill and Estates MILL/ESTATE OTHER CERTIFICATION HELD HNAM Source: PT. Tapian Nadenggan, September 2014 Green Level of PROPER (Compliance assessment from Ministry of Environment), period 2012 2013 ISCC by GutCert, Germany, Certification number: EU-ISCC- Cert_DE104-07781213, Expired date: 31 July 2014 1.10 Organizational information/contact person PT. SMART Tbk Sinar Mas Land Plaza, Tower 2, 4 th floor Jl. MH. Thamrin No. 51 Kav. 22, Jakarta 10350 Phone : (+62-21) 3181388 Fax : (62-21) 3181389 CP: Mr. Ismu Zulfikar Head of Environment Health and Safety Department Email: ismu.zulfikar@sinarmas-agri.com 1.11 Time bound plan for other management units PT. SMART Tbk is committed to RSPO certification of all its Management Units located in North Sumatera, Jambi, Bangka, South Kalimantan, Central Kalimantan, and East Kalimantan. Time bound plan has been developed to achieve the RSPO certification for all its Management Units by 2015. The time bound plan is realistic and challenging. The plan is detailed on Table 5. Time Bound Plan for several Management Units was revised in 2014: Several mill and it supply bases has been audited for stage 2 audit in year 2013 however until 31 December 2013 was not yet been certified. Several mill and it supply bases has been audited for stage 1 audit in year 2013 and stage 2 audit in year 2014. Changes in time bound plan decided by top management in regard preparedness of unit certification to face the certification audit. SAI Global accepted the reason of the revision. Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 15 of 153

1.12 Partial Certification Requirements In general there were no new issues regarding partial certification requirements in management units which have not been certified since last SAI Global audit. One issue regarding report Mitigation Plan and Mitigation Action on Oil Palm Plantation in Peat Lands of Central and West Kalimantan is still in process for RSPO approval. Meeting with RSPO and growers including PT. SMART Tbk. called RSPO Biodiversity HCV Working Group is conducted on 17-19 June 2013 to discuss the issue. Communication between GAR and RSPO was still in process, last communication was performed on 4 September 2014. Further it was noted that Sustainability Division of Head Office has performed internal audit to all Management Units regularly. The last RSPO internal audit was conducted on 14 17 April 2014. Action plan to all nonconformities has been established by each Management Units and corrective action taken was verified by Sustainability Division of Head Office. SAI Global concluded that partial certification requirements have been fulfilled. The other issues were remained the same as mentioned in our previous 1 st ASA report: The British Standards Institution (BSI) has been engaged to verify the SOP and implementation against the National Interpretation of RSPO Principles and Criteria for Sustainable Palm Oil Production, Republic of Indonesia, May 2008 across all of SMART operation, i.e. PT. SMART Tbk. in South Kalimantan (15-16 June 2012), PT. Leidong West Indonesia in Bangka (3-6 May 2011), PT. Tapian Nadenggan in Central and East Kalimantan (19-23 December 2011), PT. Kresna Duta Agroindo in East Kalimantan and Jambi (8-12 August 2011 and 19-21 July 2011) and PT. Satya Kisma Usaha in Jambi (28 March 1 April 2011). The verification was conducted in 2011. The assessment team were among other: Technical Expert of Ecology and Wildlife Management, Technical Expert of Social Aspects and Technical Expert of Environmental Management System. SOP and documents verified were among others: AMDAL (Environmental and Social Impact Analysis), report of RKL RPL implementation, SOP of HCV Assessment, SOP of Peat Conservation, SOP of Community Engagement, SOP of New Planting Procedure. Some of the verification reports were issued in February and March 2012. According to verification report: No replacement of primary forest or any area identified as containing HCVs or required to maintain or enhance HCVs in accordance with RSPO criterion 7.3. There were new planting in several areas and new planting procedure has been implemented. Land disputes were found in PT. Tapian Nadenggan and PT. Kresna Duta Agroindo. These cases have been followed up and closed out. No labour dispute. Minor nonconformities were found in legal compliance, e.g. environmental monitoring was not conducted inline with RKL RPL document in PT. Tapian Nadenggan and PT. Kresna Duta Agroindo. Action plan has been established and action taken is verified during internal audit. Action plan to all nonconformities has been established and communicated to each organisation. Nonconformities have been corrected and its correction was verified during Environment Department visit to each Unit Management. Tanjung Pura University (UNTAN), Faculty of Agriculture, West Kalimantan and Palangka Raya University, Faculty of Agriculture, has been engaged to conduct the social research. The research study was conducted in 2011 to 8 organisations across of GAR and SMART operation. Report of research study was finished on June 28, 2011. The report concluded that: Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 19 of 153

Criterion 2.3: Land acquisition did not diminish the legal rights or customary rights of other users without their free, prior and informed consent. However, the negotiation process was not well recorded in writing. Criterion 7.3: Land preparation for plantation development was not carried out in primary forest but in secondary forest, degraded land, shrub land, former logging sites or forest concessions, land previously cleared by natural fire and land left by shifting cultivators. Criterion 7.5: New plantings were conducted with prior approval from the local people. Criterion 7.6: Identification and evaluation of land ownership based on legal and traditional land rights were already conducted. Compensation payment was discussed in negotiations between the organization and traditional land owners witnessed by local government representatives. The presence of the organization in the rural area creates positive impacts on surrounding areas, such as creating new jobs for the local community, increasing the local community s income, increasing the circulation of cash in the rural market and stimulating the growth of businesses. CSR: The organization had conducted various activities with their CSR projects in the sectors of infrastructure, health, education, disaster relief and local economy empowerment. The report of research study is published in GAR website. GAR and PT. SMART Tbk. established Social and Community Engagement Policy on November 10, 2011. The policy was established to ensure that operations of palm oil can improve the living of the communities in its operational area. The policy covers commitment from FPIC to indigenous and local communities, responsible for complaints handling, to attain a responsible resolution of any conflicts, an open and constructive role of local, national and international stakeholders, empowerment of the community development program, respect for human rights, recognize, respect and strengthen worker s rights, comply with all relevant laws and regulations and principles and criteria of international recognise certification. The organisation committed to use multistakeholder approach in developing and in the implementation of Social and Community Engagement Policy. 1.13 Date of issue of certificate and date of previous assessment Date of issue of certificate: 26 September 2012 Date of previous audit: 21, 24 to 27 June 2013 2.1 Certification body 2.0 AUDIT PROCESS PT. SAI Global Indonesia Graha Iskandarsyah, 4 th floor Jl. Iskandarsyah Raya No. 66 C Kebayoran Baru, Jakarta 12160, Indonesia Phone : +62 21 720 6186, 720 6460 Fax : +62 21 720 6207 Contact person : Ms. Inge Triwulandari Technical Manager Email : inge.triwulandari@saiglobal.com Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 20 of 153

SAI Global is one of the world s leading business providers of independent assurance. SAI Global provides organisations around the world with information services and solutions for managing risk, achieving compliance and driving business improvement. We provide aggregated access services to Standards, Handbooks, Legislative and Property publications; we audit, certify and register your product, system or supply chain; we facilitate good governance and awareness of compliance, ethics and policy issues and provide training and improvement solutions to help individuals and organisations succeed. The SAI Global business is driven by two equally important client needs - the mandated need for organisations to conform to regulations, standards and legislation in all their locations, and the operational need for organisations to improve business processes and procedures as well as corporate culture. As we are a global company, we can meet these needs for any client - those operating within one country's borders and in one language or those operating across borders and in many languages. There are three business units/divisions within SAI Global namely the Information Services Division, the Compliance Division, and the Assurance Division. The Assurance Division helps organisations manage risk, achieve process or product certification and drive improvement by providing training, registration audits and supplier management programs that can improve business performance. We provide independent audits, assessments and certification of your products or business processes to ensure they comply with industry standards or customer specific requirements. We understand how compliance with those standards can improve the efficiency, economy and profitability of your operation. With auditing and assessment staff located around the world, our clients include large global corporations as well as single site organisations. 2.2 Audit methodology The Surveillance Audit was performed on 22 to 25 September 2014. The audit programme was included in the body of report. The audit methodology for collection of objective evidences is site inspection, documentation and record review and interview with staffs, workers, and other stakeholders. Objective evidences from documentation/record review in one area may also be cross checked with other objective evidences in other areas and with the evidence of implementation on site during the audit. During the audit, particular attention has been paid to previous non-conformities. The previous minor non-conformities were checked for being closed. Assessments plan has included but not be limited to areas of potential environmental and social risk. Considering previous audit findings, the mill and all supply bases were audited during this surveillance audit. Audit has paid special attention on some potential risks in the following areas: - All environment aspects of P&C including reporting of environmental management, waste handling (HNAM, HNAE and TPRE) - All social aspects of P&C including land conflict issue (if any), customary right, labour issue, organization contribution (CSR program, empowerment of local community) (HNAM, HNAE and TPRE) - All HCV aspects of P&C including identification, management and monitoring HCV (HNAM, HNAE and TPRE). Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 21 of 153

2.3 Qualification of the lead auditor and audit team member Eko Purwanto Lead Auditor (Verifying Auditor for Mujinius Jalaraya) Eko Purwanto graduated as Bachelor of Forestry from Forest Conservation Department, Faculty of Forestry, Bogor Institute of Agriculture (IPB) in 2001. He owned working experience at Oil Palm Plantation in East Kalimantan since 2003 to 2012, the last position was Estate Manager. He has implementing good agricultural practice including integrated pest management and limited pesticides uses. He has completed lead auditor training courses for RSPO P & C (2013), ISO 9001:2008 (2012), ISO 14001:2004 (2013), ISPO (2012) and RSPO SCC (2012). He has also completed training course of ISO 14001 (2012), Minaut Indonesia (2011) and Introduction to HCV Toolkit HCV (2011). For the last 2 year he has been involved in quality (ISO 9001) management system audits for very broad industrial and involved in Indonesia Sustainable Palm Oil (ISPO) audit for several plantations and mills since October 2012. Daniel Sitompul - Audit Team Member Daniel graduated with Bachelor of Chemical Engineering degree from Indonesia Institute of Technology in 1995. He has working experience as Quality, Environment and Safety Consultant for many years. She has completed ISO 14001 (2007), OHSAS 18001 (2010), Ahli K3 Umum (2007), ISO 9001 (2009), RSPO PC Training (2013), Auditor SMK3 (2013) dan ISPO Auditor Training (2013). He has also completed the training form government regarding to Safety Management System (SMK3), PROPER and AMDAL (environment). For the last 5 years she has been involved in quality (ISO 9001), Safety (OHSAS 18001) and environmental (ISO 14001) management system consultancy and audits for very broad industrial and in the palm oil sector since 2013 for several plantations and mills. Dirgantara Bayu Lazmana Audit Team Member Dirgantara Bayu Lazmana owned a bachelor degree majoring in occupational health and safety from University of Indonesia. He owns a lot of experience in field of QHSE MS (Quality, Health, Safety and Environment Management System) for several sectors of industry, such as: chemical manufacturing, construction and oil and gas exploration. He is registered as lead auditor (ISO 9001, ISO 14001, OHSAS 18001 and ISPO) within the international professional auditor membership (IRCA & RABQSA) and also registered in local government ministry of manpower AK3U & HIMU (Safety Officer & Industrial Hygienists) and ISPO Lead Training Auditor from Ministry of Agriculture. He joined SAI Global Indonesia in 2012 and currently is a management systems auditor. Edy Widodo Audit Team Member Edy Widodo graduated as bachelor of the Faculty of Agriculture, Department of Agricultural Technology, University of Padjadjaran, Bandung. Earlier he worked as an Assistant Estates Manager in PT SMART Tbk. (1999 to 2005). He joined SAI Global in 2013 as a Lead Auditor for ISO 9001: 2008. He has working experience in the industrial sector and audit Plantation, and also the processing industry and agricultural mechanization. He is also the ISPO auditor who has obtained a certificate from the ISPO Commission, Ministry of Agriculture of Indonesia, on February 2013. He had got a certificate of training on Understanding ISO 14001: 2004 & Auditing ISO 14001: 2004 in 2013. He also had joined RSPO P&C training (2013). Mujinius Jalaraya Audit Team Member (under evaluation) Mujinius Jalaraya, Bachelor from Faculty of Forestry, Bogor Agricultural University (IPB) in 2008, Majoring in Forest Resources Conservation. He has a working experience in palm oil plantations as SHE Assistant at PT. Astra Agro Lestari Tbk in 2008-2012 and as Supervisor Sustainability at Teladan Prima Group in 2012 2014. He joined the SAI Global since April 2014 as Auditor ISO Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 22 of 153

9001: 2008, ISPO and RSPO. Various training has followed, such as : Lead Auditor ISO 9001: 2008 Training (2014), Auditor ISPO Training (2014), Lead Auditor RSPO Training (2014), HCV Assessor Training (2013), Internal Auditor ISO 14001: 2004 Training (2013 ), Training for Trainers (2013), Training OHS Expert/Ahli K3 Umum (2010), etc. He has much experience in application of quality management system, environmental and OHS management system in the company and much involved in audit of the management system. During work at SAI Global he has had experience for audit ISO 9001: 2008 in various industries and services, RSPO and ISPO audit for several oil palm plantation companies. 2.4 Stakeholder consultation Stakeholder consultation was performed into internal and external stakeholders. Internal stakeholders included staffs and workers. External stakeholders were selected by considering that they have an interest in the organisation activities, directly border with organisation area where the workers live. External stakeholders included NGO, governments and civil societies. Letters were also sent to external stakeholders to invite for comment or individual / group discussions. Group and Individual discussions with stakeholders were conducted during the audit, to verify compliance against relevant criteria and indicator related to land status and conflict, environmental, social aspect and HCV. Surrounding Village of estate and mill has been chosen to represent societies. Group and individual discussion were conducted for two sessions. First session was conducted especially for surrounding stakeholders directly affected on estate and mill, i.e. Head of village, farmers. Second session was conducted especially for labour union, gender committee and selected workers. Group interview was conducted for workers with similar job while others were interviewed individually in the scope to verify compliance against relevant criteria and indicator related to infrastructure facility, labour, social aspect (discrimination and sexual harassment), environment and HCV. The result of stakeholder consultation used to justify fulfilment of some indicators, e.g. criterion 2.2 indicator major 3, minor 1 and minor 2, criterion 2.3 indicator major 1, criterion 6.5 indicator minor 1, criterion 6.6 indicator minor 1, criterion 6.7 indicator minor 1, criterion 6.8 indicator minor 1, criterion 6.9 indicator minor 1, 2 and 3, criterion 6.10 indicator minor 1 and 2, criterion 6.11 indicator minor 1, etc. The result of these consultations was provided in Appendices D on page 151. Table 12: List of internal and external stakeholder STAKEHOLDERS METHODS OF CONSULTATION Internal stakeholders (mill & estates) Head of SPSI Head of Gender Committee Workers External Stakeholders Group discussion Group discussion Group discussion for workers with similar role, otherwise individually interviewed Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 23 of 153

STAKEHOLDERS Villages head, community leader and religion leader around Hanau Estate Villages head, community leader, religion leader, contractor around Tanjung Paring Estate and District Head (Camat) of Batu Ampar Social and Labour Agency of Seruyan Regency (Dinas Sosial dan Tenaga Kerja Kabupaten Seruyan) Agriculture and Plantation Agency of Seruyan Regency (Dinas Pertanian dan Perkebunan Kabupaten Seruyan) Environment Agency of Seruyan Regency (BLHD Kabupaten Seruyan) National Land Agency (Badan Pertanahan Nasional (BPN) Kabupaten Seruyan) Regent of Tanah Laut (Bupati Seruyan) District Police (Kepolisian Sektor Hanau and Batu Ampar) District Head (Camat) of Hanau and Batu Ampar NGOs: Link-AR Kalimantan, WWF, Sawit Watch, GAPKI, AMAN (Aliansi Masyarakat Adat Nusantara) METHODS OF CONSULTATION Group discussion Group discussion An invitation letter to comment was sent An invitation letter to comment was sent An invitation letter to comment was sent An invitation letter to comment was sent An invitation letter to comment was sent An invitation letter to comment was sent An invitation letter to comment was sent An invitation letter to comment was sent 2.5 Date of next surveillance visit The next surveillance visit will be conducted around July 2015 three months before datum month of the certification period, planned to be against the new Indonesian National Interpretation of RSPO Principle and Criteria 2013. 3.0 AUDIT FINDINGS 3.1 Action taken on previous audits findings All Non-conformances (Major and Minor) from the previous audits have been followed up by taking corrective actions. Corrective actions have been implemented and verified. All corrective actions were considered as closed satisfactorily. There was no recurrence of NC. 3.2 Claim and use of certification mark and or logo No claim and used of certification mark and or logo. So far no RSPO certified CPO and PK has been sold, although there were claimed in other sustainability standard scheme. Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 24 of 153

3.3 Description of audit findings 3.3.1. RSPO PRINCIPLE AND CRITERIA 1.1 Growers and millers provide adequate information to relevant stakeholders on environmental, social and legal issues relevant to RSPO Criteria, in appropriate languages and forms to allow for effective participation in decision making. 1.1.1 There shall be evidence that growers and millers provide adequate information on (environmental, social and/or legal) issues relevant to RSPO Criteria to relevant stakeholders for effective participation in decision making. Specific Guidance: For 1.1.1: Evidence should be provided that information is received in appropriate form(s) and language(s) by relevant stakeholders. Information will include information on the RSPO mechanisms for stakeholder involvement, including information on their rights and responsibilities. a. Is there evidence that growers and millers have provided adequate information on (environmental, social and/or legal) issues relevant to RSPO Criteria to relevant stakeholders for effective participation in decision making? b. Have the relevant stakeholders received information on the RSPO mechanisms for stakeholder involvement, including information on their rights and responsibilities? c. Have the relevant stakeholders received this information in the appropriate form(s) and language(s)? - Communication procedure No.SOP/SPO/SMART/LH-01, dated 1 July 2010. - Logbook Record of information request and responses (Buku Catatan Permintaan Informasi dan Tanggapannya) - Public consultation with stakeholder Information request and their respond were determined in a documented procedure. Communication procedure was established and implemented by the organisation. Communication procedure describes the method to follow up the information request from interested party. All information requests from stakeholder were listed and recorded by Mill and Estate on logbook Record of information request and responses (Buku Catatan Permintaan Informasi dan Tanggapannya), The information includes the problem of social, legal and environmental. Organization has established a mechanism for receiving and providing information in the procedure No.SOP/SPO/SMART/LH- 01, dated 1 July 2010 All information can be accessed by interested parties. Provision of information to be known by Estte Manager and approved by the Regional Controller (RC). If the information is confidential trade must go through the approval of Head Office. Provision of information to the relevant agencies recorded in the logbook "Buku Catatan Permintaan Informasi dan Tanggapan". All information provided in several stakeholders are in accordance with the terms and language used, for example in Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 25 of 153

the form of reports and the contents of the report. Delivery of Information is delivered in Bahasa Indonesia. 1.1.2 (M) Records of requests for information and responses shall be maintained. Guidance: Growers and millers should have a Standard Operating Procedure (SOP) to respond constructively to stakeholders, including a specific timeframe to respond to requests for information. Growers and millers should respond constructively and promptly to requests for information from stakeholders. Growers and millers should ensure that sufficient objective evidence exists to demonstrate that the response is timely and appropriate. See Criterion 1.2 for requirements relating to publicly available documentation. See Criterion 6.2 on consultation. See Criterion 4.1 on SOPs. a. Is there a Standard Operating Procedure (SOP) to respond constructively to stakeholders, including a specific timeframe to respond to requests for information? b. Are records of requests for information and responses maintained? c. Are responses to requests for information timely and appropriate? Procedure No.SOP/SPO/SMART/LH-01, dated 1 July 2010 Logbook Daftar Informasi untuk Stakeholder dan Tanggapannya. Regular reports related: SIA Report of retributions / Local Tax Report of the environment, including: EIA, RKL / RPL report RKL / RPL P2K3 reports Organization has established a mechanism for receiving and providing information in the procedure No.SOP/SPO/SMART/LH- 01, dated 1 July 2010 With the use of the log book "Daftar Informasi untuk Stakeholder dan Tanggapannya", the organization (estate and Mill) can monitor all of the information that is communicated to stakeholders. Stakeholders List and Related Information has been compiled in Form / TN / IUS, defines the type of document that is available for each stakeholder and also includes the type of report must be sent to the relevant agencies that need. A list of the information available to the public include: - Social and employment, including: employment list, a list of facilities and infrastructure / facilities of the company, reports the Social Impact Assessment (SIA) and its realization CSR program - Report of retributions / Local Tax - Report of the environment liability, including: EIA, RKL / RPL report RKL / RPL implementation, Land Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 26 of 153

Application execution reports, Hazardous Waste Management reports, and Identification of High Conservation Value areas (HCV) report. - Health and Safety (K3) information includes: List of heavy equipment, P2K3 reports, program management and implementation K3. 1.2 Management documents are publicly available, except where this is prevented by commercial confidentiality or where disclosure of information would result in negative environmental or social outcomes. 1.2.1 (M) Publicly available documents shall include, but are not necessarily limited to: Land titles/user rights (Criterion 2.2); Occupational health and safety plans (Criterion 4.7); Plans and impact assessments relating to environmental and social impacts (Criteria 5.1, 6.1, 7.1 and 7.8); HCV documentation (Criteria 5.2 and 7.3); Pollution prevention and reduction plans (Criterion 5.6); Details of complaints and grievances (Criterion 6.3); Negotiation procedures (Criterion 6.4); Continual improvement plans (Criterion 8.1); Public summary of certification assessment report; Human Rights Policy (Criterion 6.13). Guidance: This concerns management documents relating to environmental, social and legal issues that are relevant to compliance with RSPO Criteria. Management documents will include monitoring reports. The auditors will comment on the adequacy of each of the documents listed in the public summary of the assessment report. Examples of commercially confidential information include financial data such as costs and income, and details relating to customers and/or suppliers. Data that affects personal privacy should also be confidential. Ongoing disputes (within or outside of a legal mechanism) can be considered as confidential information where disclosure could result in potential negative outcomes for all parties involved. However, affected stakeholders and those seeking resolution to conflict should have access to relevant information. Examples of information where disclosure could result in potential negative environmental or social outcomes include information on sites of rare species where disclosure could increase the risk of hunting or capture for trade, or sacred sites which a community wishes to maintain as private. Growers and millers should ensure that sufficient objective evidence exists to demonstrate that the level of measuring and monitoring of the management plan, and information, is appropriate and made available. For National Interpretation: Specific approaches to personal privacy safeguards, including any legal requirements, will be considered. Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 27 of 153

a. Are the following documents publicly Document related: Organisation documents that is generally available by the available and contain adequate details? Social Impact Assessment organisation. List of management documents are publicly Land titles/user rights (Criterion 2.2); (SIA) Report available such as: Site Permit (Izin Lokasi), Land Use Title Occupational health and safety plans (HGU), Plantation Operation Permit (IUP), Environmental and AMDAL (Criterion 4.7); Environment Impact Analysis document (AMDAL), environmental Plans and impact assessments Site Permit (Izin Lokasi), management and monitoring report (RKL and RPL relating to environmental and social Land Use Title (HGU) implementation reports), HCV Assessment report, Social Impact impacts (Criteria 5.1, 6.1, 7.1 and Report (RKL and RPL Assessment (SIA) Report, Occupational Health and Safety 7.8); implementation reports), Management Plan, Corporate Social Responsibility (CSR) and HCV documentation (Criteria 5.2 and HCV Assessment report Continuous Improvement Plan Those documents were 7.3); accessible and shown during this audit. Pollution prevention and reduction plans (Criterion 5.6); Details of complaints and grievances (Criterion 6.3); Negotiation procedures (Criterion 6.4); Continual improvement plans (Criterion 8.1); Public summary of certification assessment report; The documented procedure was established, it s mentioning the process and responsibilities and authorities in regards responding the request on information from the public. The coverage of request on information as stated in the procedure including information on legal documents, environmental documents, social activities documents, occupational health and safety programme documents and continual improvement documents. Human Rights Policy (Criterion 6.13). 1.3 1 Growers and millers commit to ethical conduct in all business operations and transactions. * 1 New Criteria - Growers and millers commit to ethical conduct in all business operations and transactions. 1.3.1 There shall be a written policy committing to a code of ethical conduct and integrity in all operations and transactions, which shall be documented and communicated to all levels of the workforce and operations. Guidance: All levels of the operations will include contracted third parties (e.g those involved in security). The policy should include as a minimum: A respect for fair conduct of business; A prohibition of all forms of corruption, bribery and fraudulent use of funds and resources; A proper disclosure of information in accordance with applicable regulations and accepted industry practices. The policy should be set within the framework of the UN Convention Against Corruption, in particular Article 12. Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 28 of 153

a. Is there a written policy committing to a code of ethical conduct and integrity in all operations and transactions? b. Is the policy documented and communicated to all levels of the workforce and operations, including contracted third parties? c. Does the policy include as a minimum: A respect for fair conduct of business? A prohibition of all forms of corruption, bribery and fraudulent use of funds and resources? A proper disclosure of information in accordance with applicable regulations and accepted industry practices? Policy "Principles of Business Ethics" signed by Vice President of Agriculture (VPA), August 2014 Attendance list regarding dissemination of ethical conduct and integrity policy 2.1 There is compliance with all applicable local, national and ratified international laws and regulations. PT. Tapian Nadenggan has established the policy "Principles of Business Ethics" signed by VPA. committed to continue practicing responsible business ethics referring to the shared values of Companies namely integrity, positive attitude, commitment, continuous improvement, innovation and loyalty as well as in accordance with the rules, SPO principles and criteria. It consists of five policy which can be summarized in: - Corporate practice and disseminating the shared values to all employees in all business activities - Support the implementation of the 10 principles of UNGC in which there was core value of devices that is human rights, labour, environment and anti-corruption - Company not provide for any tolerance of corruption in business practices that performed by employees - Company committed to the ethical standards of behaviour in the management of all activities of business practices - Company implement good corporate governance This policy has been disseminated to all employees and contractors corporate partners. Evidence of dissemination in the form of attendance list and minutes of socialization were available. 2.1.1 (M) Evidence of compliance with relevant legal requirements shall be available. Guidance: Implementing all legal requirements is an essential baseline requirement for all growers whatever their location or size. Relevant legislation includes, but is not limited to: regulations governing land tenure and land-use rights, labour, agricultural practices (e.g. chemical use), environment (e.g. wildlife laws, pollution, environmental management and forestry laws), storage, transportation and processing practices. It also includes laws made pursuant to a country s obligations under international laws or Doc ID: 3843 / Issue Date May, 2014 SAI Global Limited Copyright 2008 - ABN 67 050 611 642 Page 29 of 153