Purpose - The purpose of this paper is analyzed the effect of risk management, its proxied by the Risk Management Committee and the internal audit of potential bankruptcy in Indonesia. Design/methodology/approach - The study used a sample of companies whose stocks are actively traded on the Indonesia Stock Exchange. The data used were panel data, namely, the data of cross section and time series with twenty five manufacturing companies listed on the Stock Exchange in 2010 and 2011, and the analytical techniques by using clustering models for classifying the company which could potentially bankrupt or not, then we employed Altman model Z-scorese as financial distress facing by companies. Furthermore we also used logisitcs regression analysis. Findings – The results were the risk management committee (RMC) and internal audit (IA) significantly affects the potential bankruptcy simultaneously. Partially risk management committee, a significant effect on the potential for bankruptcy, while internal audit (IA) did not significantly influence the potential bankruptcy.