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Connecting Indonesia: One Purpose-One Future 2025 Integrated Annual Report PT XLSMART Telecom Sejahtera Tbk
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Theme Continuity
2022 2023 2024
Win the Future through Fast-Tracking Strengthening Profitability
Championing Converged with Agility & Resilience for a Sustainable Future
Solution
2021 2020
Building the XL Axiata of Transform Faster to Emerge
Tomorrow - Converged Stronger - Giving Back to the
Digital Telco Nation
PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
Theme
2025
2025 marks a defining moment in the journey of
PT XLSMART Telecom Sejahtera Tbk (XLSMART). As
Connecting Indonesia:
One Purpose-One Future a newly unified entity born from the landmark merger,
XLSMART steps forward with renewed spirit and
shared conviction — One Purpose, One Future. This new
beginning embodies the power of unity, where diverse
strengths, talents, and aspirations converge to create
one collective momentum toward progress.
This shared purpose goes beyond words. It reflects a
2025 deep sense of togetherness that unites every part of
Integrated Annual Report
PT XLSMART Telecom Sejahtera Tbk
the organization from leadership to employees across
the nation under one aligned vision and common
Connecting Indonesia:
One Purpose-One Future goals. Through collaboration, synergy, and a forward-
looking mindset, XLSMART strengthens its collective
commitment to Connecting Indonesia, empowering
people and communities through innovative, inclusive,
and reliable digital experiences.
As one, XLSMART believes that the path to a brighter
future begins with unity. When every directorate, every
team, and every individual moves with the same rhythm
and direction, possibilities multiply. From this harmony
emerges the collective strength to innovate, to grow, and
to shape a smarter, more connected Indonesia.
One Purpose inspires direction. One Future defines
destination. Together, they form the essence of XLSMART
— Connecting Indonesia.
2025 Integrated Annual Report 1
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About
This Report
Table
of Contents
Theme Continuity 73 Receivables Collectability
1 Theme 73 Capital Structure and Capital
Structure Policy
2 Table of Contents
74 Material Commitments for Capital
Expenditures
About XLSMART 74 Actual Capital Expenditures
75 Subsequent Events
40 Purpose, Vision & Corporate
About This Report Values 75 Realization of Proceeds from Initial
Public Offering
42 Our Story
75 Targets and Achievements in 2025
4 About This Report 43 Business Activities
75 Dividends and Dividend Policy
6 Value Creation 45 Our Transformation
76 Marketing Aspects
6 Financial Values
77 Material Transactions Containing
8 Intellectual Values
Conflicts of Interest and/or
10 Infrastructure Values Transactions with Affiliated
Parties
12 People Development Values
14 Sustainability Development Management 78 Transaction Related to
Investments, Expansion,
Values Discussion and Divestments, Mergers, Acquisition,
and Restructuring
16 Creating Value for Stakeholders
Analysis
79 Regulatory Changes that
Impacted the Company
56 Financial Performance
79 Changes to the Accounting
60 Financial Highlights Standards
Management 61 Operational Highlights 80 Company Integration
63 Share Highlights
Report 64 Bond & Sukuk Highlights
84 Network & Technology
88 Information Technology
20 Message from the Board of 65 Corporate Actions 92 Enterprise Business
Commissioners 65 Suspension/Delisting 96 Regulatory and Sustainability
26 Message from the Board of 65 Financial Performance 102 Home Business
Directors
65 Operational Segmentation 106 Mobile Business
36 Statement of Accountability of
2025 Integrated Annual Report by 66 Strategy Objectives 110 People Development
the Board of Commissioners and 66 Performance Summary
Board of Directors 114 People Program
66 Outlook
67 Financial Review
72 Liquidity
72 Solvency
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Connecting Indonesia:
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214 Share Ownership Policy of the
Board of Commissioners and Board
of Directors
Corporate
216 Risk Management and Business
Continuity Committee
Corporate Data
Governance 221 People Committee
278 Corporate Snapshot
223 Gift, Donation, and Sponsorship
279 Our New Identity
120 Corporate Governance Committee
Commitment 279 Associations Membership
225 Ethics and Integrity Committee
120 Legal Basis of Corporate 280 2025 Key Highlights
227 Corporate Secretary
Governance
286 2025 Accolades and Certifications
235 Investor Relations
121 Corporate Governance Legal
288 Shareholding Structure
References 237 Internal Audit
293 Other Securities Listing
122 Principles of Good Corporate 240 Internal Control
Governance 296 Organization Structure
241 Risk Management
124 Corporate Governance Practices 298 Group Structure
in 2025 243 Litigations and Contingencies
299 Subsidiaries, Associates, and Joint
125 Corporate Governance 243 Administrative Sanctions
Ventures
Assessment 243 Access to Corporate Information
300 Capital Market Supporting
125 Framework for Corporate 244 Code of Ethics Institutions and Professions
Governance Practices
244 Employee and/or Management 300 Public Accountant and Audit Firm
126 Corporate Governance Structure Long Term Incentive Program (LTI)
302 Operational Coverage
127 General Meeting of Shareholders 245 Whistleblowing System
304 XLSMART Customer Touchpoints
138 Board of Commissioners 246 Anti-Bribery and Anti Corruption
309 Disclaimer
160 Performance Assessment of the Policy
Board of Commissioners 310 Corporate Website Disclosure
247 Implementation of Corporate
163 Remuneration of the Board of Governance Guidelines
Commissioners and Board of
Directors
166 Board Audit Committee
172 Nominating and Remuneration Consolidated
Committee
Sustainability Financial
178 Board Risk and Compliance
Committee Report Statements
186 Board Investment Committee
258 Our Sustainability Strategy
190 Board of Directors
261 Solid Performance to Empower
213 Performance Assessment of the the Nation
Board of Directors
269 Ensuring Responsible and Ethical
214 Loan Policy for the Board of Business
Commissioners and Board of
Directors 271 Environmental Stewardship
2025 Integrated Annual Report 3
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About
This Report
About This Report
Introduction Statements for the years ended 31 December 2025
and 31 December 2024. These financial statements
The 2025 Integrated Annual Report (IAR) of PT XLSMART were audited by Public Accounting Firm Rintis, Jumadi,
Telecom Sejahtera Tbk (XLSMART) has been prepared Rianto & Rekan (formerly Public Accounting Firm
in accordance with the International Integrated Tanudiredja, Wibisana, Rintis & Rekan), a member
Reporting Framework issued by the International firm of PwC global network. The auditor issued an
Integrated Reporting Council (IIRC). This report aims unmodified opinion, concluding that the accompanying
to provide stakeholders with concise, comprehensive, consolidated financial statements present fairly, in all
and reliable information regarding XLSMART’s business material respects, the consolidated financial position of
performance, strategy, and value creation process. the Group as at 31 December 2025, and its consolidated
Through this report, stakeholders can gain insights into financial performance and its consolidated cash flows
the Company’s journey, including how XLSMART creates for the year then ended, in accordance with Indonesian
and delivers value for stakeholders and contributes to the Financial Accounting Standards.
broader community.
Materiality of Report
Assurance
XLSMART conducted a materiality assessment for the
The sustainability information presented in XLSMART’s 2025 IAR in accordance with reporting requirements
2025 IAR has not been assured by an independent applicable to companies listed on the Indonesia Stock
external auditor. The analysis and discussion of financial Exchange. As part of this process, the Company sought
performance presented in this report refer to the Financial input from stakeholders regarding business priorities,
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Connecting Indonesia:
One Purpose-One Future
The 2025 IAR discusses XLSMART’s
financial and non-financial performance,
business challenges, opportunities,
and risks that significantly affect the
Company’s ability to create value for
stakeholders. This report covers the
Company’s activities for the period from
1 January 2025 to 31 December 2025.
strategic direction, and key issues that may affect the Scope and Boundaries
Company’s operations and long-term sustainability. The
assessment also considered risks identified through the The 2025 IAR discusses XLSMART’s financial and
Company’s risk management framework. These risks non-financial performance, business challenges,
and issues may influence XLSMART’s ability to create opportunities, and risks that significantly affect the
value in the short, medium, and long term. This report Company’s ability to create value for stakeholders. This
therefore outlines the Company’s strategic responses to report covers the Company’s activities for the period from
the identified material issues. 1 January 2025 to 31 December 2025.
Management Approval The IAR highlights several strategic priorities following
the Company’s merger in 2025, including post-merger
The Board of Directors prepared the 2025 Integrated integration, the alignment of organizational capabilities
Annual Report with reference to the International under a shared purpose, the optimization of the
Integrated Reporting Framework issued by the IIRC. The Company’s dual-brand strategy, and the continued
Board of Directors is responsible for ensuring the integrity, development and integration of network infrastructure
accuracy, and reliability of the information presented to strengthen XLSMART’s role in connecting people,
in this report. This responsibility is supported by the communities, and opportunities across Indonesia.
implementation of good corporate governance practices
and internal reporting procedures.
2025 Integrated Annual Report 5
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About
This Report
Value
Creation
XLSMART successfully generated value across key
dimensions, driving growth, innovation, and sustainability
for the Company and its stakeholders.
Financial
Values
XLSMART delivered a strong financial performance for the
full year 2025, supported by post-merger consolidation,
operational synergies, and higher mobile ARPU. While
the bottom line was affected by one-off adjustments, the
Company’s fundamentals remain solid.
Gross Blended
Revenue
23% Mobile ARPU
YoY
Rp42.5 trillion Rp39.5 thousand
in line with market growth, supported by mobile
services, interconnection, and other telco services.
EBITDA EBITDA Margin
Rp17.8 trillion 42%
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Connecting Indonesia:
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Merger Synergies: Capital
Estimated Expenditure
USD252 million Rp11.2 trillion
mainly from the cost savings in network focused on network expansion
operations, leasing, and procurement. and 5G readiness.
Free Cash Flow (FCF) Solvency & Leverage
Rp6.6 trillion
Gross Debt to EBITDA ratio 3.5x
Debt-to-Equity ratio 0.8x
maintaining healthy cash generation. reflecting a balanced capital structure
and adequate financial flexibility.
Dividend Payment
Cash dividend of Rp85.7 per share Additional cash dividend of Rp159
(totaling Rp1.12 trillion) approved per share (totaling Rp2.89 trillion)
by GMS on 25 March 2025. approved by Extraordinary GMS
on 21 November 2025.
These results reflect strong post-merger execution,
operational efficiency, and financial discipline, enabling
XLSMART to invest in network infrastructure, digital
transformation, people, and community programs while
delivering sustainable returns to shareholders.
2025 Integrated Annual Report 7
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About
This Report
Intellectual
Values
Represent XLSMART’s key intangible assets, primarily its core
consumer brands, which continue to drive relevance across
diverse customer segments. These brands not only support the
Company’s growth and digital engagement but also reinforce
customer experience and loyalty through innovative, differentiated
offerings.
Mobile – Strengthening Enterprise – Partnering Home – Strengthening
Market Presence Across for Digital Transformation Value & Experience
Segments
Through its three-brand XLSMART for BUSINESS provides XL SATU focuses on network
strategy—XL, AXIS, and end-to-end ICT solutions through reliability, service quality, and
Smartfren—XLSMART the ESTA platform, integrating family-oriented solutions. The
addresses diverse customer connectivity, IoT, cloud, plug-and-play XL SATU Lite
needs and drives post-merger cybersecurity, and automation. device simplifies installation,
growth. Simplified starter Strategic initiatives like the while promotional campaigns
packs, optimized offerings, Bravo 500 program and an and flexible roaming packages
and digital services strengthen integrated enterprise ecosystem improve accessibility and
engagement, with 38.1 million strengthen client partnerships customer convenience. Unified
Monthly Active Users (+15% YoY). and demonstrate XLSMART’s digital touchpoints and user-
AI-powered personalization, commitment to long-term digital centric offerings enhance
targeted brand segmentation, growth. AI-enabled tools and satisfaction and deepen
and loyalty initiatives enhance digital solutions help enterprises household penetration.
customer journeys, reinforce optimize operations and deliver
loyalty, and boost monetization. better experiences.
These intellectual assets, embodied in XLSMART’s portfolio
of brands, preserve legacy value while enabling the
Company’s integrated strategy. By enhancing customer
loyalty, expanding digital engagement, and strengthening
monetization opportunities across mobile, broadband,
and digital services, they form a cornerstone of XLSMART’s
sustainable growth.
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Connecting Indonesia:
One Purpose-One Future
4 July 2025
Anugerah ESG 2025 - IDX Channel
XLSMART received the ESG Award 2025 from IDX
Channel in recognition of the Company's commitment
to delivering sustainable telecommunications solutions
through environmentally friendly initiatives and
impactful social programs. The award was accepted
by Ratu Maulia Ommaya, Head of Sustainability of
XLSMART, on behalf of the entire team contributing to
the company’s sustainability journey.
3-4 October 2025
Sinar Mas Digital Day 2025-Sinar Mas
In its first year of participation at the Sinar Mas Digital
Day 2025, XLSMART successfully secured three
awards across the following categories: the Sustainable
Solution Award for its initiative XLSMART Connecting
Indonesia Sustainably: Digital for People and Planet,
the Women in Tech– Change Maker Award, and the AI
Breakthrough Award for AI-Powered Geo-Intelligent
Network Optimization (GINO).
14 November 2025
Customer Service Champion 2025
SWA Media Group and Business Digest
At the Indonesia Customer Service Champion 2025,
organized by SWA & Business Digest, XLSMART
achieved two prestigious accolades. The XLSMART
Customer Contact Center was awarded the highest
distinction of “EXCELLENT,” while Mohamad Yunus,
Group Head of Customer Contact Center XLSMART,
was recognized as a Key Speaker at the event themed
“Building a Customer-Centric Culture for Sustainable
Service Excellence.”
2025 Integrated Annual Report 9
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About
This Report
Infrastructure
Values
Demonstrate XLSMART’s commitment to robust, reliable,
and future-ready network and operational infrastructure,
supporting high-quality services across mobile, home, and
enterprise segments.
Nationwide Network Enhanced Mobile & Home Operational Integration
Coverage: Networks: & Security:
XLSMART strengthened its Smartfren extended 4G The Customer Experience
network presence across both LTE and VoLTE coverage to & Service Operation Centre
mobile and home segments: Aceh, Gianyar, Klungkung, (CE & SOC) consolidated two
Karangasem, and Kupang, previously separate Network
• Mobile Network: XLSMART while XL deployed Ultra 5G+ Operation Centres (NOCs),
now operates in 475 cities in Denpasar, Badung, and enhancing network monitoring,
across Indonesia, with a total 11 additional cities, boosting operational efficiency, and
of 225,649 BTS, ensuring fast mobile speed, reliability, and 5G service stability, leveraging
and reliable connectivity for readiness. Home broadband AI and network automation
urban and non-urban areas. infrastructure improvements for faster issue resolution and
• Home Network: The include FTTH and FWA operational productivity.
Company’s home broadband deployment, complemented by
footprint reaches over 128 plug-and-play solutions such Overall security posture
cities, including key areas as XL SATU Lite , enabling quick improved by 25%, supporting
in Java, Sumatra, Sulawesi, installation and easier household network and customer data
Kalimantan, Bali, and Batam, access. protection, fraud prevention,
with more than 6 million and digital ecosystem
home passes, providing resilience. Additionally, MOCN
improved network capacity integration of 30k+ sites further
and consistent service for strengthened nationwide service
households across major cities coverage and performance.
and regional areas.
Mobile Extended 4G LTE & VoLTE
Network to the New Cities
475 cities Aceh, Gianyar, Klungkung,
225,649 BTS Karangasem, and Kupang
Home Ultra
Network 5G+
128 cities Denpasar, Badung,
~6 million home passes and 11 additional cities
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Connecting Indonesia:
One Purpose-One Future
Enterprise & Next-Generation Solutions: Strategic Partnerships, Regulatory
Alignment & Ecosystem Development:
Through XLSMART for BUSINESS, initiatives
like 5G-enabled Autonomous Drones for goods Collaborations with industry, government,
delivery showcase the application of advanced and regulatory partners support network
infrastructure to drive enterprise digital expansion, service quality, compliance, and
transformation. scalable infrastructure initiatives across the
telecommunications ecosystem. Spectrum
management and regulatory compliance ensure
long-term industry sustainability.
These infrastructure values strengthen XLSMART’s ability
to deliver reliable, high-performance services. They ensure
nationwide connectivity, enable innovation, provide a solid
foundation for consumer and enterprise digital growth, and
maintain robust security, resiliency, operational continuity,
and regulatory compliance.
2025 Integrated Annual Report 11
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About
This Report
People Development
Values
XLSMART reaffirmed its strong commitment to people as
a foundation of sustainable growth. Employees from both
legacy companies remain part of XLSMART, with no layoffs
and compensation and benefits maintained, reflecting the
belief that people are strategic assets critical for long-term
performance and transformation.
Key People Highlights (2025)
Total employees (post-merger) People North Star
3,703
To be Indonesia’s most engaged and high-
performing telecom workforce, where every
employee drives impact, learns continuously,
and thrives in a culture of ownership,
full retention of both legacy workforces. feedback, and continuous improvement.
Training & Development
Training sessions and workshops
3,705 sessions
Participants
36,982 employees
Training days
39,100 days
Training hours
153,267 hours
average 47.57 hours per employee
Programs include Gear Up, Digital Savvy
Program (5G, AI, data analytics), and internal
knowledge-sharing initiatives.
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Connecting Indonesia:
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Employee Experience & Engagement
eNPS / engagement survey scores Initiatives
4.6 out of 5
iCare Employee Helpdesk, FriYay,
iCARE4U, Launchpad Stream,
People Podcast, and Townhall meetings.
Employee wellbeing Health, Safety & Environment
EAP (Employee Assistance Program) with
(HSE)
online/offline counselling, stress management
HSE programs implemented with ISO
campaigns, and 24/7 digital support.
standards: ISO 45001:2018 (Occupational
Health & Safety) and ISO 14001:2015
Work environment enhancements (Environmental Management).
EV charging stations, inter-office shuttle services,
prayer facilities, and collaborative spaces. Occupational Safety Committee (OSC)
oversees program effectiveness, HIRAC,
and quarterly reporting to the Ministry of
Manpower.
Awards & Recognition (2025):
Indonesia Best CX-EX Strategy 2025 – SWA
Magazine (“Very Good” rating)
Together, these initiatives ensure XLSMART’s workforce
is engaged, high-performing, digitally ready, and future-
ready, providing the foundation for sustainable growth,
operational excellence, and transformation into Indonesia’s
most admired telecom employer.
2025 Integrated Annual Report 13
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About
This Report
Sustainability
Development Values
Demonstrate XLSMART’s commitment to responsible growth
by integrating environmental stewardship, social impact, and
strong governance across its operations and ecosystem.
Environmental Responsibility & Social Impact & Community
Climate Action Development
• Continuous reduction of Green House Gas (GHG) • Flagship CSR framework TriKarsa, focusing on
emissions through network modernization, energy- education, women empowerment, and philanthropy.
efficient equipment, and digitalized infrastructure. • Education: Teman Pintar Indonesia program
• Verified emissions reductions of up to 70,298 tons of to promote digital literacy and equal access to
CO₂ across Scope 1 and Scope 2. education for students and teachers.
• Expanded visibility into Scope 3 emissions • Women Empowerment: Sisternet platform
(purchased goods, services, and capital equipment) supporting women entrepreneurs through training,
to strengthen ESG data integrity post-merger. mentorship, and community networks.
• Adoption of cleaner operations through outdoor • Philanthropy: XLSMART Peduli initiatives delivering
cabinets, drone-based inspections, and paperless, humanitarian aid, emergency response, and
cloud-based processes. community support programs.
• Use of renewable energy through 3,000 Renewable • Active employee involvement in community and
Energy Certificates (RECs) to support the energy sustainability initiatives to create shared value.
transition.
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Connecting Indonesia:
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Governance, Transparency & Awards & Recognition
ESG Integration (Sustainability)
• Harmonized ESG governance, policies, and data • Bina Mitra UMKM Award (BMUA) 2025
management post-merger, aligned with GRI and • Anugerah ESG 2025 – Integrated ESG Initiatives
POJK 51 requirements. Towards a Sustainable Telecommunications
• Participation in global sustainability assessments, Business
including S&P Global CSA and Sustainable Fitch • MIX Marcomm Indonesia Corporate Sustainability
Ratings. Awards 2025:
• Strengthened ESG accountability across - Sustainability Warrior – Top Leader Warrior,
procurement, technology, and operations, supported Sustainability Warrior Team
by unified data and internal controls. - The Most Caring & Creative Company in the Telco
& Utility Industry
These sustainability development values reinforce
XLSMART’s commitment to responsible operations, inclusive
growth, and long-term value creation, supporting its role
as a trusted and sustainable digital connectivity provider in
Indonesia.
2025 Integrated Annual Report 15
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About
This Report
Creating Value for Stakeholders
XLSMART’s value creation initiatives translated into tangible
benefits for its stakeholders, strengthening relationships,
driving engagement, and supporting long-term growth.
Customers
• Expanded mobile and broadband subscriber base to 73 million,
reflecting post-merger growth and improved network coverage.
• Blended Mobile ARPU at Rp39.5 thousand, demonstrating
increased data usage and monetization opportunities.
• Enhanced customer experience through digital channels, as well
as plug-and-play solutions like XL SATU Lite.
RS
• Introduced innovative services and flexible offerings, catering ME
to diverse customer segments and improving satisfaction and STO
CU
loyalty.
• Improved operational reliability and faster issue resolution via the
consolidated CE & SOC and AI-enabled network monitoring.
Investors INVESTORS
• Revenue growth of 23% YoY, EBITDA margin in the low-to-mid
40% range, and strong FCF generation of Rp6.59 trillion.
• Dividend payments totalling approximately Rp4.01 trillion,
reflecting financial discipline and shareholder returns.
• Realized merger synergies estimated at USD252 million,
improving operational efficiency and long-term profitability.
• Strengthened scale and market position following the merger,
creating a more resilient platform for sustainable growth and
value creation. ES E
OY
• Healthy balance sheet and prudent capital management, PL
EM
providing flexibility to fund integration, network investments, and
future business expansion.
Employees
• Full retention of post-merger workforce, reflecting XLSMART’s commitment to its people.
• Training & development programs (3,705 sessions and workshops, 36,982 employees)
supporting digital readiness, leadership, and continuous learning.
• Engagement and wellbeing initiatives, including EAP, iCare Helpdesk, and collaborative
workspaces, fostering a high-performing and motivated workforce.
• These efforts culminated in external recognition, with XLSMART awarded Indonesia Best
CX-EX Strategy 2025 by SWA Magazine.
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Connecting Indonesia:
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By translating value creation initiatives into stakeholder
benefits, XLSMART strengthens trust, loyalty, and
partnerships across its ecosystem, supporting long-term
sustainable growth and reinforcing its position as a leading
and responsible digital connectivity provider in Indonesia.
Environment
• Reduced Scope 1 & 2 Green House Gas (GHG) emissions by
70,298 tons CO₂, with expanded visibility into Scope 3 emissions.
• Deployment of 3,000 Renewable Energy Certificates (RECs) to
support renewable energy adoption.
• Operational modernization initiatives, such as drone-based
EN inspections and paperless processes, minimizing environmental
VIR impact.
ON
ME
NT
REGULATORS
Regulators
• Maintained compliance with telecommunications regulations
and ESG reporting standards (GRI, POJK 51).
• Coordinated with government and regulatory partners to ensure
spectrum management, network reliability, and service quality.
• Supported national digital initiatives, IPv6 adoption, and
infrastructure expansion aligned with government priorities.
CO
MM
UN
ITY
Community
• TriKarsa CSR framework: education (Teman Pintar Indonesia),
women empowerment (Sisternet), and philanthropy (XLSMART
Peduli).
• Expanded internet access and digital literacy in remote areas,
including underserved islands and rural communities.
• Active employee volunteering and community engagement,
creating shared social value.
2025 Integrated Annual Report 17
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Management
Report
Management
Report
Message from the Board of Commissioners
Message from the Board of Directors
Statement of Accountability of 2025 Integrated Annual Report by
the Board of Commissioners and Board of Directors
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Connecting Indonesia:
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The investment in our network and
innovation will continue to underpin
XLSMART’s ambitious growth plans
going forward, bringing tangible benefits
to millions of individuals, households
and businesses, in the form of enhanced
network quality, competitive product
offerings, advanced business solutions
and a rapid 5G rollout.
2025 Integrated Annual Report 19
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Management
Report
Momentum is building
across the business. The
merger has redrawn the
Company’s footprint, giving
us additional coverage and
capacity in key markets.
M. ARSJAD RASJID P. M.
President Commissioner
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Connecting Indonesia:
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Message from
the Board of Commissioners
As we look back on this historic year, we can be despite the rapid expansion of Indonesia’s digital
proud of what has been accomplished the successful backbone and increasing uptake of mobile data and
integration of two of the country’s foremost mobile fiber connectivity, both fixed broadband penetration
networks, a strong financial performance that reflects and internet connection speeds still trail behind those of
the synergies we have realized, and the forging of an comparable economies in the region. One explanation is
agile, performance-driven, customer-centric culture that Indonesian telcos are burdened by high regulatory
that together, make XLSMART a formidable competitor fees and complex licensing arrangements, putting
in Indonesia’s telecommunications industry. At the pressure on their ability to invest in, and roll out, new
same time, we are mindful of the work that has yet to be infrastructure.
done and the challenges that lie ahead as we continue
to build for sustainable growth. Against this backdrop, the merger between XL Axiata
and Smartfren is a highly significant move that has
Economic and Industry Landscape in 2025 reshaped the country’s telecommunications landscape
in a positive direction. We believe that with enhanced
2025 was a volatile year for the global economy, marked scale, a superior network, strengthened resources and
by uncertainty over tariffs and trade restrictions, consolidated expertise, XLSMART is well positioned to
prompting fears of a global slowdown. However, serve our stakeholders, drive innovation and accelerate
economies and markets proved to be more resilient than Indonesia’s digital transformation.
expected, and both the IMF and OECD have revised
their global growth forecasts upward to 3.2% for 2025. Our Assessment of the Board of Directors’
Protectionist trade policies, largely emanating from Performance
the US, have had limited impact on economic activity
and prices in emerging markets; many responded Unifying two distinct entities with very different
by strengthening domestic policies and reprioritizing characteristics, assets, cultures and ways of working
spending, which drove robust domestic demand. has been a challenging yet enriching experience, and
However, despite the easing of the tariff war, persistent we would like to commend XLSMART’s management
inflation in several economies, including the US, has on the way they have successfully navigated the
continued to put pressure on global growth. At the same complexities of the merger.
time, the ongoing conflicts in the Middle East and the
Russia-Ukraine war have kept global energy prices Within a remarkably short time frame, they developed
elevated. a roadmap for the integration and implemented it
faithfully. One of their most notable achievements was
Extreme weather continued to pose a prominent motivating and empowering the combined workforce
downside risk to global growth, with heatwaves in to come together, learn from each other and preserve
Europe, flooding in Asia, including Indonesia, and the best of the two legacy entities to create a more agile,
wildfires in parts of the US leading to productivity high-performing and purpose-led organization that is
losses and a rise in core food inflation. On the upside, poised to deliver very significant strategic, operational,
advances in AI, semiconductors, 5G, chipsets and other and financial advantages. As a result, XLSMART is on
digital technologies have remained as pivotal drivers of track to achieve our 2027 vision “to be Indonesia’s most
global growth. loved company by customers, to be the best place to
work, and to be the most efficient service provider”.
Indonesia’s growth held steady at 5.11% on the back
of domestic demand, a solid export performance and Despite a challenging post-election macroeconomic
positive investment growth momentum. Contributing environment, XLSMART’s management leveraged the
53.63% of GDP and growing by 5.11% YoY in 2025, complementary strengths of the Axiata and Sinar Mas
household consumption continued to be the largest ecosystems through the first year of integration while
driver. The government’s efforts to promote growth sustaining exceptional performance. Cost optimization
and stability through a careful balancing of fiscal and asset utilization are on track, and we are beginning
and monetary policies helped to keep headline to see revenue synergies as a result of the market
macroeconomic indicators on track and sustain reparation and enhanced customer experience yielded
spending, particularly among lower-income groups. by improvements in network quality.
According to BPS, the Gini Ratio declined 0.02 points to
0.36 in 2025, from around 0.38 in 2024. A strong prioritization strategy, governance, and a
cohesive approach enabled management to achieve
The telecommunications sector plays a crucial role our synergy target before the end of the year. These
in the country’s Golden Indonesia 2045 vision of principally reflected operational efficiencies derived
advancing inclusive and sustainable growth. However, from harmonized processes, system integration and
2025 Integrated Annual Report 21
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Management
Report
network consolidation. We will be targeting further and Compliance Committee, all of which fulfilled their
synergies for 2026 from back-end integration. responsibilities effectively during the year.
Network integration has largely been concluded, with Our View on Governance
connectivity and compatibility across an expanded and
modernized network that will fully support the rollout of Our priority has been to ensure full visibility and
5G, Fixed Wireless Access (FWA) and other advanced transparency to all our stakeholders, both internal and
technologies. With a network that now spans more external, at every stage of the merger. As of the end
than 225,000 BTS nationwide, we are already seeing of 2025, our governance arrangements have been
an upturn in customer experience that validates our integrated seamlessly across every aspect of the
total capex investment of Rp11,186 billion, as evidenced business, building on and elevating XL Axiata's legacy
by improved NPS and Q on Q increases in ARPU in of integrity and trust. The Board of Commissioners
XLSMART’s first year of operation. continued to exercise integrity-driven oversight
by upholding the highest standards of corporate
Momentum is building across the business. The merger governance.
has redrawn the Company’s footprint, giving us
additional coverage and capacity in key markets. Our Throughout 2025, XLSMART has been aligning ESG
triple-brand strategy in the Mobile segment, our XL Satu methodologies, systems and datasets in order to
and First Media brands in the Home business, and our establish a robust baseline for future disclosures. We
widening partnership network in the Enterprise business are confident that over the coming years the Company
yielded solid revenue growth of 23% YoY. Moreover, will consolidate its position as a regional leader on
by year-end, XLSMART had launched 5G networks in reducing the industry’s carbon impact.
13 cities through the XL brand, with a targeted rollout
planned over the next 12-18 months. Our View on the 2026 Outlook
Normalized EBITDA grew 13% YoY in 2026, despite Global growth is expected to remain moderate in 2026,
integration-related impacts that reduced the with the IMF and OECD forecasting rates of 3.3% and
normalized EBITDA margin to 47%, from 52% in 2024. 2.9%, respectively, as the elevated policy uncertainty
The integration also impacted profit after tax, which saw surrounding 2025’s trade restrictions continues to act
a drop to Rp4.4 trillion loss position due to one-off items as a constraint. Investment in AI is seen as one of the key
occurring during integration period. Normalizing this, drivers of global growth.
NPAT stood at around Rp3.0 trillion. The acceleration
of network integration post-merger contributed to an The ASEAN-5 region, comprising Indonesia, Malaysia,
increase in Capital Expenditure of 52% YoY, while Free Thailand, the Philippines, and Singapore, is projected
Cash Flow declined by 37% YoY. to outpace global performance, according to the IMF,
with growth of around 4.2% in 2026. For Indonesia,
The investment in our network and innovation will most prominent international institutions foresee
continue to underpin XLSMART’s ambitious growth continued resilience, with growth maintained at
plans going forward, bringing tangible benefits to 5.1%, slightly below the government’s state budget
millions of individuals, households and businesses, target of 5.4%. This outlook is founded on sustained
in the form of enhanced network quality, competitive growth in consumption and investment (led by the new
product offerings, advanced business solutions and a state-owned wealth fund, Danantara), which will be
rapid 5G rollout. supported by controlled inflation and further monetary
easing.
As a mark of appreciation for the shareholders who have
supported our vision, we announced an additional final The complex global trade environment could pose
cash dividend of Rp2.89 trillion, equivalent to Rp159 per challenges for Indonesia, although the bilateral trade
share, in November 2025. deal with the United States and the low volume of
Indonesian exports to the US reduced some of the
How We Oversee Strategic Execution uncertainty. A more serious concern would be a more
comprehensive economic slowdown in China, which
The complexity of the merger demanded vigilant could put pressure on Indonesia’s exports. Other
supervision at each step. We undertook this potential headwinds include vulnerabilities in the global
responsibility not only through our regular scheduled financial system, escalating geopolitical tensions,
meetings with the Board of Directors but also through and, at home, a further weakening of real wages and
frequent communication and reports throughout the the ever-present climate-related risks, tragically
year. This level of interaction ensured that we had exemplified by the recent flooding and landslides in
comprehensive insights into the Company’s condition Sumatra.
and risk environment, enabling us to provide relevant
input and guidance on strategic execution in alignment The outlook for the telecommunications industry
with the interests of the Company and its stakeholders. remains positive. Growing the digital economy is an
Our oversight is supported by the Audit Committee, the imperative for Indonesia; it has the potential to escalate
Nomination and Remuneration Committee and the Risk productivity, drive business growth, generate good
22 PT XLSMART Telecom Sejahtera Tbk
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jobs and enable more inclusive, equitable access to are a prerequisite for accelerating Indonesia’s digital
learning, communication, health and a vast range of transformation. We therefore urge the management
other applications that will materially benefit society. to continue to engage proactively with the regulator,
alongside our industry peers, on reviewing fees and
In keeping with the Indonesia Digital 2045 agenda, clearing bottlenecks in order to unlock investment and
we will see further strengthening of the nation’s innovation, and promote faster deployment.
digital foundation in the year ahead: building out
more equitable, reliable, and high-capacity digital Changes in the Composition of the Board of
infrastructure, accelerating the adoption of digital Commissioners
ecosystems, and rapidly developing a digital-ready
society, in line with the 2026 work plan of Bappenas In connection with the merger, we announced
(the National Development Planning Ministry), which several changes to the composition of the Board of
has designated Digitalization Education as a key pillar. Commissioners. Stepping down from the Board were
Dr. Muhamad Chatib Basri as President Commissioner,
5G will be a strategic enabler in driving this agenda. Dr. Hans Wijayasuriya as Commissioner, and Mr. Julianto
Already in 13 cities as of the end of 2025, according Sidarto, Mr. Didi Syafruddin Yahya and Ms. Yasmin Binti
to the Government, we expect 5G availability to Aladad Khan as Independent Commissioners.
accelerate rapidly in the coming year with continued
policy support and ecosystem development. Other Mr. M. Arsjad Rasjid P.M. was appointed as President
critical enablers will include transformative digital Commissioner of the merged entity, while Mr. L. Krisnan
technologies such as AI and agentic AI. We are already Cahya, Mr. Sean Quek and Mr. David R. Dean were
seeing a rapid expansion in their use cases across appointed as Commissioners, and Ms. Retno Lestari
multiple sectors as they enable better and faster Priansari Marsudi, Mr. Robert Pakpahan and Mr. Willem
decision making, and make complex tasks more Lucas Timmermans as Independent Commissioners.
manageable, efficient, reliable and safer.
In line with these changes, we also restructured the
In this environment, we fully support the strategic membership of the committees under the Board of
directions identified by the management. With the Commissioners. Those changes are set out in detail in
strengthened foundation of the integrated XL Axiata the Corporate Governance section of this report.
and Smartfren legacy, and the broader support of the
Axiata and Sinar Mas ecosystems, XLSMART is well The Board would like to extend our deep gratitude
positioned to empower Indonesians with accessible to the Board of Directors and all our employees for
digital tools, cultivate a best-in-class workplace, and making this first year of our transition a success. We
operate as an efficient and reliable service provider. would also like to thank our shareholders, business
partners and customers, without whose support and
The principal challenges going forward will be trust this would not have been possible. While there is
maintaining consistent customer experience as we still much to be done to complete the integration, we are
manage the final stages of the integration, staying confident that, in the spirit of “Bersama, melaju tanpa
ahead of the competition, and navigating the evolving batas” (“Together, advancing without limits”), we have
regulatory landscape. built a solid foundation for XLSMART not only to deliver
profitable, multi-year growth, but also to play a leading
On this last point, we believe strongly that fairer, more role in realizing a more inclusive, prosperous digital
predictable regulation, tariffs and access to spectrum future for Indonesia.
Jakarta, 14 April 2026
On behalf of the Board of Commissioners
M. Arsjad Rasjid P. M.
President Commissioner
2025 Integrated Annual Report 23
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Management
Report
Board of
Commissioners
L. Krisnan Cahya Vivek Sood Sean Quek David R. Dean
Commissioner Commissioner Commissioner Commissioner
24 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
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M. Arsjad Rasjid P. M. Willem Lucas Retno Marsudi Nik Rizal Kamil Robert Pakpahan
President Commissioner Timmermans Independent Commissioner Independent
Independent Commissioner Commissioner
Commissioner
2025 Integrated Annual Report 25
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With a robust strategy, strong
governance, a highly capable
management team, and our
combined workforce of talented
people who wholeheartedly
committed to our vision, we
were able to accomplish our
full-year 2025 target and
are on track to complete the
integration by the end of 2026.
RAJEEV SETHI
President Director
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Message from
the Board of Directors
This has been a momentous year for the Company. On 16 contribution to total household spending, declining
April 2025, we officially began operating as XLSMART, from 3.58% in 2023.
ushering in a new era for the telecommunications
market in Indonesia. Over the last eight months, we The sector plays a crucial role in advancing inclusive
have successfully united the networks, resources, and sustainable growth in Indonesia, providing a
brands and cultures of the two legacy companies into an platform for digital services and innovation, driving
entirely new organization that is dynamic, future-proof productivity and efficiency, and enhancing access to
and ready to deliver optimal value for our customers markets and information. The Government’s Digital
and shareholders. 2045 vision emphasizes equitable digital access
nationwide, aligning strongly with XLSMART’s strategy
Macroeconomic overview of broadening reliable connectivity and delivering
impactful digital innovations.
Resilient domestic demand, macroeconomic stability
and stimulus measures continued to support stable The birth of XLSMART in 2025 has reshaped Indonesia’s
growth of 5.11% in 2025, with the most significant telecommunications industry. In recent years, persistent
contributions coming from manufacturing, agriculture, price wars and the aggressive acquisition of customers
and construction. in the mobile sector has diluted value and dampened
growth. With the merger of XL Axiata and Smartfren,
Export performance was reinforced by buoyant demand the contraction from four to three main operators is
for both manufacturing output and key commodities, expected to induce a healthier market dynamic. We
while Danantara, the Country’s sovereign wealth fund, saw an early indication of price repair taking hold in Q3
drove strategic public investment. Although annual and Q4, with improvement in average revenue per user
inflation remained within the central bank’s target (ARPU) and an uplift in traffic growth, despite this being
range, the rate rose to 2.92% in December 2025, a seasonally low quarter with no holidays.
driven by volatile food inflation which grew 4.58%.
Communication and financial services continued to 5G also emerged as a significant market opportunity
face deflation, albeit at slightly slower rate in 2024. The during the year. Although dedicated spectrum
Real Sales Index (IPR) in December 2025 grew by 4.4% allocations have not yet been formalized, 5G—with
compared to the previous year. its exponentially faster speeds and lower latency—
has the potential to accelerate industry growth. This
We saw an uptick in consumer confidence in will be critical in light of the shifting demand trends:
December 2025. However, a lack of quality job growth increasingly sophisticated Indonesian consumers are
and stagnating real wages weakened household showing a growing preference for data consumption
consumption. over voice services. As a result, providers have been
challenged to adapt and compete on network quality
Indonesia’s weighted-average lending rate eased over and coverage, innovative customer experience and
the year, declining by 39 bps from 9.20% in January higher value products.
2025 to 8.81% in January 2026, encouraging higher
credit growth in support of sustainable economic While the mobile market has reached saturation,
growth, while the Indonesian rupiah continued its and over 70% of the population has access to mobile
depreciation against the US Dollar, weakening by internet, home broadband in Indonesia remains
5.2% from approximately Rp15,852 in 2024 to around underpenetrated and well behind the regional average:
Rp16,685 in 2025. some 19% of households have a fixed connection,
the lowest rate in ASEAN, according to CGSI. With all
Industry Overview and Trends national and regional players focus on large urban
centers, the gap is even more pronounced in rural areas.
The telecommunications industry maintained its
steady growth trajectory. According to BPS latest To address this, in October 2025 the Government
data, average monthly household spend on mobile and concluded the auction for 1.4 GHz spectrum, which is
internet services reached Rp211,690 in 2024, a growth allocated primarily to expand Fixed Wireless Access
of 17% since 2021. However, this represents a 3.52% (FWA) in fiber-underserved areas. We believe that
2025 Integrated Annual Report 27
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alongside our continued expansion of fiber to the sanctions, in Q4 2025 we enhanced these processes
home (FTTH), the rollout of FWA, with its advantage of and unified them under a clear governing policy.
speedier deployment and lower capital expenditure,
will be a key driver of the home broadband market Strategy
going forward.
The merger of XL Axiata, one of Indonesia’s leading
The FTTH landscape remains fragmented. With more convergence providers, and mobile network operator
than 1,300 ISPs across Indonesia, and entry products Smartfren, was envisaged as a highly strategic initiative
standardized at around 50 Mbps, players are competing that will enable the merged entity to better serve all our
in the low to mid-tier segments on aggressive pricing. stakeholders, foster healthier and more sustainable
Our expectation is that in future, this market should competition in Indonesia’s telecommunications
be defined by speed, experience, reliability, and a market and ultimately accelerate the country’s digital
comprehensive service offering that delivers enhanced transformation.
value for Indonesian households.
In line with our overall merger strategy of ‘Preserve
Indonesia’s B2B telecom market is in a dynamic phase and Grow’, our primary focus for the year post-merger
of expansion, fueled primarily by the rapid growth was to ensure a seamless operational integration while
of information and communications technology maintaining service quality and ensuring minimal
(ICT), cloud, and data centers. Emerging technology disruption for our customers. We identified three
in artificial intelligence (AI) and cybersecurity are strategic priorities to unlock value from both legacy
expected to drive the market in the future, while 5G also entities:
opens significant enterprise opportunities, particularly
in private networks supporting advanced ICT and 1. Maximizing scale
internet of things (IoT) capabilities. Going forward, This was a threefold strategy, encompassing our
XLSMART will focus on offering integrated solutions to network and brands alongside digitalization:
capture long-term value while delivering exceptional
customer experience in this evolving landscape. Expansion of Network Coverage, Capacity, and
Footprint
Market Challenges and Mitigating Actions We are consolidating the XL Axiata and Smartfren
legacy networks to deliver improvements in
Aggressive pricing has long been a key challenge in capacity, coverage, and reliability, focusing
the mobile segment, with mobile ARPU remaining flat on network and IT integration to achieve full
at around Rp34,000-Rp40,000 (USD2.7-USD2.9) for interoperability and nationwide coverage
several years on the back of a saturated prepaid market efficiencies. Post-merger, XLSMART is operating
and intense price competition. Despite the growth in a higher spectrum, putting the Company on par
subscriber connectivity, revenues have lagged due to with other telecom players. We are now better
heavy multi-SIM usage and limited monetization per positioned to deliver leadership in network through
user. larger coverage and improved experience for our
customers.
Market reparation has been a cornerstone of
XLSMART’s strategy, as we have sought to offset Triple Brand Strategy
pricing and competitive intensity by shifting the focus The merger also positions XLSMART as the only
from price to value. To this end, we have also continued operator offering three distinct brands: XL, AXIS, and
to drive digital adoption, reinforce loyalty programs Smartfren. Each brand targets a specific segment
and rationalize benefits. These actions, alongside our with its own strengths and value proposition,
strengthened network, drove high single-digit ARPU strengthening our ability to reach and penetrate a
and revenue growth for three consecutive quarters broader customer base. Moreover, the expansion of
following the merger. Smartfren’s coverage has enabled customers to be
more connected across Indonesia.
Escalating geopolitical tensions and the unpredictability
surrounding US foreign and trade policy have created Accelerating Digitalization
considerable uncertainty in global markets. In light With three brands, XLSMART is better positioned to
of this, XLSMART has established a Sanctions Policy leverage the customer journey as a key strength. Our
to more effectively respond to and mitigate the risks digital-first strategy across 39 million app users is
associated with transacting with parties sanctioned by firmly aimed on elevating the customer experience,
the US as well as other relevant authorities. Although the with each brand’s proposition tailored to accelerate
Company already had procedures in place to manage app uptake.
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2. Realizing synergy potential Board of Commissioners’ oversight, which we discuss
By focusing on extracting tangible value from at our quarterly joint board meetings. In this way we are
overlapping resources and scale benefits, we sought able to identify and analyze issues in a timely fashion,
to unlock savings that can be re-invested in future and take corrective actions when necessary.
growth, while streamlining our partner ecosystem to
optimize efficiency, governance and mutual value Key Constraints on Our Strategic Execution
creation.
The challenges of merging two very different entities
3. Strengthening the foundation for long-term into a single organization were potentially enormous.
growth However, with a robust strategy, strong governance, a
highly capable management team, and our combined
Accelerating FTTH/FBB workforce of talented people who wholeheartedly
FTTH continues to be a core growth engine for the committed to our vision, we were able to accomplish
Company. Our focus post-merger has been on our full-year 2025 target and are on track to complete
simplifying our portfolio and emphasizing speed- the integration by the end of 2026.
driven products to enhance customer experience
and differentiate XLSMART in the current The timely integration of networks, cultures, brands,
competitive market. systems, and processes was critical to managing
customer experience disruption and subscriber churn.
Expanding the Enterprise Business In addition to establishing closely focused monitoring
XLSMART operates across Sinar Mas and Axiata and evaluation, with dedicated war rooms to manage
ecosystems, powered by XLSMART Singapore key tracks of the integration processes, we held regular
and Hypernet. Our ambition to be a core enabler reviews with the business partners who were pivotal to
of Indonesia’s digital transformation and a trusted XLSMART’s National Roaming (NR) and Multi-Operator
strategic partner for connectivity and ICT was Core Network (MOCN) implementation plans. These
underlined by our Bravo 500 Summit in mid-2025, actions enabled us to deliver synergy realization ahead
bringing together industry players, regulators, and of schedule.
global technology partners to accelerate Indonesia’s
digital transformation. The launch of ESTA—an In Q4, severe floods and landslides disrupted XLSMART’s
integrated digital enterprise platform designed to network across Aceh, North Sumatra, and West
drive efficiency, automation, and smarter business Sumatra. As our technical teams moved quickly to restore
management for enterprises—signals our readiness services, XLSMART also distributed emergency relief to
to take on this role. the affected communities through our CSR program.
5G As noted above, our mobile business remained under
5G is central to our vision of providing the next- pressure from aggressive pricing and acquisition
gen connectivity needed to meet Indonesia’s strategies, while in the home segment, extreme price
future digital needs. The launch of XL Ultra 5G+ in sensitivity and low-cost ISPs continued to compress
December 2025 marked an important milestone on ARPU. Meanwhile, the growth of our B2B business was
our 5G roadmap. slowed by deferred government project pipelines.
The Board’s Role in Strategy Formulation and In addition, the regulatory environment continues to pose
Implementation challenges. Indonesian telcos bear significantly higher
regulatory charges than our regional counterparts,
Each year, the Board of Directors formulates our reaching to 14% of gross revenue. This surpasses the
strategies to align with our corporate goals, based threshold recommended by the World Bank, GSMA and
on an in-depth analysis of market dynamics, the other global observers and has the potential to stifle
Company’s condition and our principal risk exposures. investments in new technology, infrastructure, quality
We take into consideration a range of inputs from key and coverage, thereby adversely impacting industry
stakeholders. The Board of Commissioners provides sustainability overall.
advice and recommendations, before giving their
approval. At this point, the Board of Directors translates Performance
the strategy into our annual business plan, delineating
the KPIs that are then disseminated across the Despite the complexity of the integration, XLSMART
Company. We monitor strategic execution continually, has passed most of its Year-1 merger milestones. Cost
based on a monthly review of our KPIs, inputs from our optimization and asset utilization are on track, the
risk management and internal control systems, and the customer base stabilized faster than expected, and
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we are now beginning to see revenue synergies as a in network operations, leasing, and procurement. We
result of the market reparation and enhanced customer recorded a full-year normalized EBITDA margin of 47%
experience yielded by improvements in network quality while Capital Expenditure grew 52% due to the merger
and coverage. Momentum is also building across both and integration process, resulting in weakened free cash
the Enterprise and the Home segments. flow generation of 37% by year end.
Our merger strategy has been validated convincingly In November 2025, we announced an additional cash
by our results. By the end of 2025, we had achieved dividend to all shareholders, reflecting our appreciation
USD252 million in synergies, exceeding our synergy for their continued support through the pre-and post-
target of USD150–200 million achieving early savings merger period. The dividend, which amounted to
from site rationalization, optimizing capex, and Rp2.89 trillion, the second this year and the first since
maintaining a healthy balance sheet. All of which were the merged entity officially began operating in April.
supported by robust governance. We are on track to
deliver annual synergies of USD300-400 million upon Operational Highlights
completion of the integration.
Our priority was achieving seamless network
Strategic partnerships with our core vendors and integration to strengthen service reliability and improve
integration partners have been instrumental in customer experience, while maintaining disciplined
accelerating execution. By leveraging their technical cost management to ensure sustainable growth. Over
expertise, infrastructure readiness, and operational the year, we consolidated more than 34,500 sites,
scalability, we have been able to fast-track critical which, with the combined spectrum from both legacy
activities such as NR/MOCN rollout, site dismantling, entities, will deliver a threefold capacity increase and
and IT system harmonization. These partnerships strengthen coverage nationwide. We are already
also allowed for early detection of risks, enabling us seeing the results: network performance strengthened
to take proactive mitigation measures and optimize considerably, with average download speeds across
sequencing. XL, AXIS and SMARTFREN improving by 83%.
The launch of XL Ultra 5G+ in Bali in December The timing of the merger was fortuitous, enabling us
underlines our commitment to delivering a superior to comprehensively design XLSMART’s consolidated
experience for our customers. XLSMART’s 5G product network with forward-looking capacity and built-in
delivers next generation connectivity that not only 5G capabilities, ahead of the 5G rollout in 2026. As a
enhances everyday communications but also supports result, the Company is strongly positioned to capture
an unprecedented range of advanced use cases, from new market opportunities and sustain business growth
optimized entertainment and gaming experiences to across the mobile, home and enterprise segments.
IoT-based solutions and digital innovation.
XLSMART’s post-merger IT strategy has embraced
Financial Performance an AI-first approach that is focused on streamlining
architecture, reducing duplication, and improving
The first three quarters post-merger were characterized governance. Our AI-ready architecture strategy,
by solid financial fundamentals. Maximizing our scale executed through disciplined sourcing and phased
has delivered revenue growth of 23.4% YoY, while decommissioning of legacy platforms, ensures flexibility
normalized Profit After Tax (which excludes deductions and future proofing in this highly dynamic ecosystem.
for Asset Impairment, Integration related Cost, and
Accelerated Depreciation) rose 62.5% YoY. Optimizing cloud usage and leveraging AI both
contributed directly to cost efficiencies during the year,
We experienced a temporary softening of EBITDA principally by eliminating redundant software and
and net profit due to one-off merger-related costs, maintenance contracts, and enhancing synergy across
integration costs and accelerated depreciation. Over directorates by providing unified platforms for finance,
the period, however, underlying cash generation and sales, marketing, and analytics. These initiatives have
cost efficiency strengthened, and we began to see an strengthened governance and decision-making,
improvement in scale economics, capital efficiency and reduced the IT cost-to-revenue ratio and supported
bargaining power with vendors compared to our pre- investment, thereby unlocking both operational and
merger performance. strategic value.
The recovery of our EBITDA margin in the second In the mobile segment, the merger has yielded
semester of 2025 was supported by gross synergy of significant new commercial initiatives for XLSMART
USD252 million, derived principally from cost savings on two key pillars, strengthening the current value
proposition, and improving network quality. Our critical
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decision to adopt a multibrand strategy, retaining all Our ambition now is to establish XLSMART as the
three legacy brand XL, AXIS and Smartfren—allows preferred integrated ICT solutions provider and
us to deliver more relevant services to each customer strategic technology partner for enterprises particularly
through personalized digital journeys. in our target verticals of financial services, mining, and
the tech sector—and the Government of Indonesia.
We have been quick to harness the growth opportunities This strategy allows us to move beyond simple
offered by our enhanced network. Post-merger, solution delivery towards broader digital ecosystem
Smartfren’s coverage grew by 39%, reinforcing the enablement, where the emphasis is on collaboration,
Group’s nationwide footprint and service availability. co-creation, and strategic partnerships that integrate
A 26% growth in ARPU since the merger reflects AI, Cloud, IoT, and cybersecurity solutions under our
the recovery of pricing despite an overall reduction digital initiative framework.
in subscriber numbers, validating our strategy of
focusing on quality subscribers. Data traffic continued Our People
to show consistent demand, with a 38% increase YoY.
At the same time, our intensified focus on customer Culture and collaboration were at the core of our
experience has driven a significant increase in our Net mission to unify people, behaviors, and mindsets under
Promoter Score (NPS). a single purpose following the merger. To realize this,
our North Star was to be Indonesia’s most engaged
Our digital acceleration strategy has also yielded results. and high-performing telecom workforce: one in which
Efforts to increase engagement with our dedicated every individual drives impact, learns continuously, and
apps MyXL, AXISNet, and mySmartfren—drove potent has the opportunity to thrive in a culture of ownership,
user growth. Higher usage of our apps gives us more feedback, and continuous improvement.
accurate insights into customer preferences and
behavior, offering greater monetization opportunities Engagement and ownership have been central to
through upselling and cross-selling. achieving this objective. We gathered input from
employees across both the legacy entities on the
In the home segment, our key priorities—offering cultures and practices they wanted to preserve,
relevant, simplified propositions and fixing process and forged them into our collective vision of being
inefficiencies have made it easier for customers to Indonesia’s best place to work by 2027. This vision
choose best-fit products for their needs, and resulted empowers employees to act like owners, taking full
in healthier churn, stronger high-speed leadership, and accountability for outcomes. It also paves the way for
sustainable acquisition growth, all while maintaining embedding an agile, performance-driven mindset,
stable ARPUs that are consistently above the industry supported by a harmonized performance management
average. We believe this foundation positions us system with clear KPIs across all levels.
strongly for continued profitability and deeper customer
relevance going forward. Complementing this initiative is our Gear Up Program,
representing a significant investment in reskilling and
Central to our strategy was improving the experience for upskilling across a range of 5G, AI, data analytics,
our subscribers. According to OpenSignal, XLSMART now cybersecurity and other digital competencies to
outperforms our competitors on network consistency strengthen our competitiveness, agility and leadership
and reliability, reaffirming our underlying strength. in the digital ecosystem.
To sustain growth going forward, our goal is to improve A critical feature of the integration process is clear
customer lifetime value by attracting and retaining communication and transparency. From the outset,
higher-value customers, increasing flexibility for our our policy was to "preserve and grow" our people from
subscribers, driving digital sales and digitizing our both legacies in order to promote collaboration and
customer support. All these initiatives allow us to cross-learning as the new operating model began to
provide more proactive and responsive service. take shape. In this, XLSMART’s new culture, i-CARE,
played an integral role. i-CARE emphasizes integrity
Uniting the respective strengths of both legacy entities and customer-centricity as the key to achieving our
has consolidated XLSMART’s position as a fully vision. By fostering a collaborative, growth-minded
integrated ICT solutions provider for enterprises and the environment, it has supported the seamless blending of
public sector. Post-merger, our focus was on ensuring the two legacy organizations, accelerating employee
that all our capabilities across connectivity, cloud, productivity during the post-merger period.
cybersecurity, AI, and IoT work seamlessly under our
integrated Enterprise Smart Technology & Automation A key priority was building trust and promoting
(ESTA) framework. employee well-being by providing outlets for
meaningful two-way communication, such as the
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iCARE Employee Helpdesk, the FriYay program, Leader Dollar remains critical for our 2026 execution plan. With
Forums, and iCARE4U, as well as ensuring direct the Company preparing to accelerate 5G expansion,
dialog between management and employees in each foreign currency exposure will directly influence the cost
directorate and region. profile of the substantial CAPEX required for network
deployment.
Corporate Governance
Although the threat of heightened tariff wars between
Aligning the governance architecture of two large-scale China and US receded in the second half of 2025,
entities is an inherently complex endeavor. Our priority we continue to see downside risks from the ongoing
was to ensure transparency and compliance throughout uncertainty in several sectors, including chip-assembled
the process, supported by continuous engagement with products, with US foreign policy being the biggest
our internal and external auditors and, where necessary, concern impacting trade.
the regulator.
Expanding digital infrastructure has been identified as
Post-merger, we immediately made revised the a key platform for accelerating Indonesia’s productivity
governance framework and mechanisms, a process and driving growth. Top priorities include expanding
that included amending the Articles of Association and broadband networks and strengthening regulatory
internal policies, and restructuring committees. frameworks. We believe that the telecoms industry is ready
to take on this mantle. As one of the outcomes of market
In line with the integration of our Double Materiality consolidation, we anticipate healthier competition going
Assessment (DMA) results into XLSMART’s strategic forward, while the upcoming rollout of 5G will mark a step
priorities, ESG is firmly embedded in our integration change in Indonesia’s digital transformation. 5G has the
strategy. In this first year post-merger, we have potential to reshape the telecommunications landscape
focused on ESG data integration, policy alignment, and by accelerating innovation, driving productivity and
reinforcing ESG accountability across the business, with unlocking new opportunities across multiple sectors.
a view to ensuring compliance with global standards
and establishing XLSMART as a benchmark for digital Based on the 5G rollout and ongoing market recovery,
sustainability in Indonesia. analysts expect the Indonesian mobile industry to
grow by mid-single digits in 2026, driven by rising data
Outlook for 2026 consumption, gradual 5G monetization, and more
disciplined pricing following industry consolidation.
While the state budget targets growth of 5.4% in 2026,
the IMF, OECD, and World Bank are projecting a more In the home broadband market, growth is projected
modest 5.1%, 4.8%, and 5.0%, respectively, whereas at >10% in 2026, driven by broader coverage from
Bank Indonesia’s baseline assumes economic growth of expanding fiber deployment complemented by FWA
4.9%–5.7% in the coming year. expansion via 1,400 MHz spectrum, as well as higher
data usage.
The downward pressure on household consumption
resulting from the persistent weakness is expected to be Nevertheless, there are clear challenges on the horizon.
offset by a continuation of economic stimulus programs, In the highly saturated mobile business, we anticipate
as well as investment growth, supported by Household a growing risk of customer churn amid intensifying
consumption is expected to remain as principal anchor competition, shifting preferences and growing demand
for growth, while the greater stability seen at the end for data traffic. Moreover, without consistent execution at
of 2025, alongside policy stimulus and the various a granular level, our multi-brand strategy bears the risk of
continuing programs such as the free nutritious meals brand overlap and diluted growth across each brand.
and tuition-free school initiatives, is expected to drive
higher spending per capita. In the Home segment, we see competitive pressures
being exacerbated by price sensitivity and the
Following a 7.7% decline in 2025, foreign direct proliferation of low-cost local ISPs, making it harder for
investment is expected to resume its growth in 2026, established operators to defend ARPU, differentiate on
supported by monetary policy easing, regulatory service experience, and sustain network investments.
reforms, government programs and the state investment
arm, Danantara, supported by monetary policy easing, The Enterprise business, meanwhile, is exposed to
regulatory reforms and the state investment arm, supply chain uncertainties as well as the risks arising
Danantara. Bank Indonesia will likely continue to ease from international trade tensions and the scaling back
the lending rate, given the low inflation outlook at the end of government spending, all of which put pressure on
of 2025, and has also indicated that it will maintain its B2B business growth. Rising cybercrime is another key
currency support. The stability of the Rupiah against US concern.
32 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
Our Strategy Going Forward Across all three segments, we see significant
potential in leveraging AI-driven analytics to enhance
In this dynamic environment, our focus for 2026 will be customer engagement and operational efficiency,
threefold: completing the integration and unlocking while strengthening our management of AI and data
efficiency; accelerating revenue through digital and governance risks.
enterprise-led growth; and reinforcing financial
resilience. To support this strategy, our investment mix XLSMART will continue to play a proactive role in
will be recalibrated toward high-growth digital areas: increasing cybersecurity readiness. On the regulatory
fixed broadband, enterprise solutions and 5G-readiness. front, we will continue to engage proactively with the
We see the latter, in particular, as a key growth regulator on creating a healthier, more predictable
opportunity. With close to 5,000 active 5G BTS at the end digital ecosystem that allows the industry to flourish
of 2025 a-number that continues to grow–supported by and fulfil its critical enabling role in Indonesia’s digital
strategic partnerships and a strong pipeline of innovative transformation and improving lives.
products, XLSMART is well positioned to lead the
delivery of a true 5G experience to Indonesia. Changes in the Composition of the Board of
Directors
In the Mobile segment, our strategy is centered on
establishing definitive 5G leadership, leveraging our In accordance with the merger plan, the shareholders
multibrand strategy to strengthen curated value approved several changes to the composition of the
propositions and capture quality growth in all customer Board of Directors. Ms. Dian Siswarini tendered her
segments. Given the saturation of mobile connectivity, resignation as President Director on 3 December 2024,
we will go deeper with existing customers, delivering and Mr. Abhijit Navalekar, Mr. Rico Usthavia Frans
a better, more consistent end-to-end experience, and Mr. I Gede Darmayusa resigned their positions as
underpinned by high-speed data access, ubiquitous Directors of the Company.
coverage, and seamless customer journeys that drive
faster revenue contribution from our digital touchpoints. The new Board members were Mr. Rajeev Sethi as
President Director, whose appointment was effective
The strategic priority for the home business is laying as of the Annual General Meeting of Shareholders on
the foundation for sustainable, profitable growth by 25 March 2025, and Mr. Antony Susilo, Mr. Shurish
improving acquisition effectiveness and efficiency to Subbramaniam, Mr. Merza Fachys, Mr. Andrijanto
grow a healthy customer base, coupled with a prudent Muljono and Mr. Jeremiah Ratadhi as Directors. The
retention approach to secure our revenue base. Our Board was further strengthened in August with the
ultimate competitive advantage is the delivery of a appointment of Mr. Sanjay K. G. A. Vaghasia as a
superior network experience, which we aim to achieve Director.
by completing the harmonization across all footprints to
lock in synergies, identify strategic expansion levers to Closing
capture the opportunities afforded by 5G and FWA, and
permanently protect profitability. This has been a challenging, exciting and ultimately
rewarding year for our Company, and I would like to
The Enterprise business will continue to accelerate sincerely thank the entire XLSMART family for their
enterprise digital transformation and sustain long-term commitment to making this merger a success. Our
growth in Indonesia’s evolving ICT landscape. Our focus deep appreciation also goes to our customers, vendors,
will be on targeting the B2B market with specific go-to- partners and shareholders for their cooperation and
market (GTM) strategies for large, medium and smaller support throughout this year. With our broader network,
enterprises, offering tailored connectivity bundled with enhanced capacity, and a strong multibrand strategy,
industry-specific solutions. The 5G rollout will be a game XLSMART is well positioned to deliver sustained revenue
changer in delivering this strategy, providing a platform growth, profitability, and long-term value to all our
for businesses to enhance productivity, create new customers as we strengthen our role as a driver of
business models and accelerate innovation across all Indonesia's digital transformation.
sectors. Key to our strategy will be identifying relevant
enterprise 5G use cases aimed at strengthening our
market position and driving revenue.
Jakarta, 14 April 2026
On behalf of the Board of Directors
Rajeev Sethi
President Director
2025 Integrated Annual Report 33
Page 36
Management
Report
Board of
Directors
Shurish Sanjay Vaghasia Merza Fachys Feiruz Ikhwan Yessie D. Yosetya
Subbramaniam Director Director Director Director
Director
34 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
Rajeev Sethi Antony Susilo Andrijanto Muljono David Arcelus Oses Jeremiah Ratadhi
President Director Director Director Director Director
2025 Integrated Annual Report 35
Page 38
Management
Report
Statement of Accountability of 2025
Integrated Annual Report by the Board of
Commissioners and Board of Directors
We, the signatories, hereby stated that all information contained in the 2025 Annual Report of PT XLSMART Telecom
Sejahtera Tbk has been comprehensively presented and that we are fully accountable for the accuracy of the content
of PT XLSMART Telecom Sejahtera Tbk Annual Report.
This statement is made truthfully.
Jakarta, 14 April 2026
Board of Commissioners
M. Arsjad Rasjid P. M.
President Commissioner
Vivek Sood Nik Rizal Kamil L. Krisnan Cahya
Commissioner Commissioner Commissioner
David R. Dean Sean Quek
Commissioner Commissioner
Willem Lucas Timmermans Retno Lestari P. Marsudi Robert Pakpahan
Independent Commissioner Independent Commissioner Independent Commissioner
36 PT XLSMART Telecom Sejahtera Tbk
Page 39
Connecting Indonesia:
One Purpose-One Future
Board of Directors
Rajeev Sethi
President Director
Antony Susilo Yessie D. Yosetya Andrijanto Muljono
Director Director Director
Feiruz Ikhwan Merza Fachys Shurish Subbramaniam
Director Director Director
David Arcelus Oses Jeremiah Ratadhi Sanjay Vaghasia
Director Director Director
2025 Integrated Annual Report 37
Page 40
Management
Report
About
XLSMART
Purpose, Vision & Corporate Values
Our Story
Business Activities
Our Transformation
38 PT XLSMART Telecom Sejahtera Tbk
Page 41
Connecting Indonesia:
One Purpose-One Future
XLSMART drives Indonesia's digital future
through innovative solutions, expanded
coverage, and integrated services.
2025 Integrated Annual Report 39
Page 42
About
XLSMART
Purpose, Vision, and Corporate Values
As a newly unified entity, XLSMART builds upon the term value for customers, employees, and society.
shared aspirations of its founding companies to expand These principles serve as the foundation for XLSMART’s
connectivity and enrich digital experiences across transformation into a innovative digital services
Indonesia. Guided by a clear vision and a meaningful provider that delivers excellence, inclusivity, and
purpose, the Company is dedicated to creating long- innovation in every connection it makes.
We connect every Indonesian
for a better life
The reason XLSMART exists is to be fully committed for Indonesians to live beyond through connectivity. With
excellence commitment, excellence innovation to product & services, we believe we are able to improve &
empower the quality of life of individuals, community, and social well-being.
Purpose
Vision
By 2027, to be Indonesia’s most loved company
for our customers, best place to work for our
people, and most efficient service provides
To be Indonesia’s most loved company Best place to work for our At the same time to be the most
for our customers. Being innovative people where our employees efficient service provider by
and going above and beyond to deliver can thrive, grow, and perform being resourceful and driving
the best experience for our customers, in a supportive and nurturing for maximum growth and
so that they love us, trust us, choose for culture. By doing so, attracting profitability to ensure business
us, be loyal to us and recommend us to and retaining the best talent. sustainability in the long run.
their loved ones.
Purpose and Vision Review
The Board of Directors regularly reviews the Company’s Vision and Purpose to ensure their continued alignment
with XLSMART’s current business conditions, strategic direction, and long-term objectives.
40 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
Integrity:
Integrity is a non-negotiable
foundational value. It’s a license to
play for participation in XLSMART.
Customer
Enjoy Every at Heart:
Step:
A joyful work Strive to deeply
environment understand
is created by customer needs
simplifying through active
complexities listening and
and building continuous
positive energy, improvement, in
while victories
are consistently
Core order to deliver
the best possible
celebrating wins and
learn from mistakes Values experience for our
customers.
together.
Rise as One: Act Like Owners:
Embrace diverse perspectives, Responsibilities are carried out
opinions, and feedback are end-to-end to achieve excellent
welcomed and valued, enabling results, wholeheartedly and
effective collaboration to grow efficiently to achieve the best
and win together. outcomes for XLSMART.
2025 Integrated Annual Report 41
Page 44
About
XLSMART
Our Story
PT XLSMART Telecom Sejahtera Tbk (“XLSMART”) was centric innovations. Together, they form a unified force
officially established following the legal consolidation serving a significantly larger and more diverse customer
of PT XL Axiata Tbk, PT Smartfren Telecom Tbk, and base nationwide and operating under three trusted
PT Smart Telecom, with its new corporate identity brands XL, AXIS, and Smartfren each addressing
introduced in April 2025. This historic merger marked distinct customer segments while maintaining strong
a major milestone in Indonesia’s telecommunications brand recognition and loyalty.
industry, uniting the strengths, infrastructure, and
capabilities of XL Axiata and Smartfren into a single, Jointly controlled by Axiata Group Berhad and Sinar
future-oriented entity built to drive the nation’s digital Mas, each holding a 34.7% stake, XLSMART reflects the
transformation. shared vision of two leading regional conglomerates
committed to advancing Indonesia’s digital economy.
The merger represents far more than a business
combination it embodies a shared commitment As an innovative digital services provider, XLSMART
to creating a stronger, more efficient, and resilient offers a comprehensive portfolio of mobile data, voice,
operator capable of delivering inclusive digital messaging, broadband, and digital value-added
services and superior connectivity experiences to services. The Company continues to invest in network
millions of Indonesians. Through the integration of modernization, infrastructure enhancement, and
extensive network infrastructure, customer bases, automation to deliver more stable, reliable, and efficient
and operational systems, XLSMART is strategically connectivity experiences across Indonesia.
positioned to strengthen nationwide coverage, enhance
service reliability, and realize operational synergies that Looking ahead, XLSMART remains steadfast in its
improve efficiency and customer satisfaction. purpose to connect every Indonesian for a better life.
Guided by innovation, collaboration, and inclusivity, the
XLSMART inherits a robust foundation from its Company is committed to shaping a more connected,
predecessors. XL Axiata brings decades of experience empowered, and digitally advanced Indonesia bringing
as one of Indonesia’s mobile pioneers, while Smartfren the best of both worlds together to create enduring
contributes deep expertise in broadband and data- value for society.
42 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
Business
Activities
In accordance with Article 3 of the latest Articles of 2. Large Scale Trade:
Association, XLSMART’s objectives and scope of • Large Scale Trade in Computers and Computer
business encompass activities in telecommunications, Equipment;
large-scale trade, programming, computer • Large Scale Trade of Software;
consulting and related services, information services, • Large Scale Trade in Telecommunication
telecommunications construction and installation, Equipment;
employment activities, as well as professional, • Large Scale Trade in Electronic Spare Parts;
scientific, and technical activities. The Company is • Large Scale Trade in Machinery, Equipment and
also engaged in rental and leasing activities without Other Supplies;
option rights, real estate, financial services, office • Wholesale Trade Based on Service Fees or
administration and support services, advertising, land Contracts.
preparation, and other supporting business activities.
3. Computer Programming and consultancy
To achieve the aforementioned aims and objectives, services and other activities related thereto:
the Company may engage in the following business • Other Computer Programming Activities;
activities: • Artificial Intelligence Programming Activities;
• Immersive Media Content Programming and
1. Telecommunications business activities: Production Activities;
a. Operation of telecommunications networks, • Digital Identity Provision Activities;
including but not limited to: • Activities for Providing Electronic Certificates
• Cable Telecommunication Activities; and Services Using Electronic Certificates;
• Wireless Telecommunications Activities; • Blockchain Technology Development Activities;
• Satellite Telecommunication Activities; • Information Security Consultancy Activities;
• Special Telecommunication Activities for • Computer Consulting and Other Computer
Own Use; Facility Management Activities;
• Special Telecommunication Activities for • Internet of Things (IoT) Consulting and Design
Defense and Security Purposes; Activities;
• Other Telecommunication Activities. • Information Technology Activities and Other
• Special Broadcasting Telecommunications Computer Services.
Activities;
• The Development of Internet-Based Trading 4. Information Services Activities:
Applications (e-Commerce) Activities. • Data Processing Activities;
• Hosting and Related Activities;
b. Provision of telecommunications services • Web Portals and/or Digital Platform Without
including but not limited to: Commercial Purposes;
• Internet Service Provider; • Web Portals and/or Digital Platforms with
• Data Communication System Services; Commercial Purposes;
• Internet Telephony Services for Public • Other Information Services Activities - Not
Purposes (ITKP); Included in Others.
• Internet Interconnection Services (NAP);
• Content Provider Services through Cellular 5. Construction:
Mobile Networks or Wireless Local Area • Telecommunication Central Construction;
Networks with Limited Mobility; • Telecommunication Installation;
• Other Multimedia Services; • Railway Signal and Telecommunication
• Telecommunication Resale Services; Installation;
• Internet Protocol Television (IPTV) Services; • Land Preparation.
• Other Telephony Value-Added Services.
2025 Integrated Annual Report 43
Page 46
About
XLSMART
6. Employment Activities: carrying out maintenance, research, development,
• Provision of Human Resources and means and/or facilities of the telecommunication,
Management of Human Resources Function; organizing non-formal education and training
• Specific Time Labor Provision Activities. in telecommunication sector both domestic and
overseas;
7. Professional, Scientific and Technical d. Provide other telecommunication services and
Activities: networks including information technology services
• Management Consultancy Activities; and/or networks; and
• Advertising. e. Carry out the other activities deemed necessary to
support and/ or be related to telecommunication
8. Rental and Leasing Activities without Option operations, large scale trade trading activities,
Rights for Technological Aids; programming activities, computer consulting
activities and related activities, information services
9. Owned or Leased Real Estate; activities, telecommunication construction and
installation, employment activities, professional,
10. Other Monetary Intermediaries; scientific and technical, rental and leasing activities
without option rights for digital technology tools, real
11. Call Center Activities; estate, financial services activities, management
consulting activities, office administration activities,
12. Software Publishing; office support activities, advertising and land
provision.
13. Other Publishing Activities; and
Throughout 2025, the Company carried out all of
14. Telecommunication Equipment Repair. the aforementioned business activities, except for
Internet Protocol Television (IPTV) Services, Digital
To attain the aims and objectives above, the Company Identity Provision Activities, Activities for Providing
may run the following business activities: Electronic Certificates and Services Using Electronic
a. Plan, engineer, build, provide, develop and operate, Certificates, Telecommunications Installation,
lease, maintain and procure telecommunication Other Telephony Value-Added Services, Special
facilities/facilities including procurement of Telecommunication Activities for Defense Security
resources to support the Company's business in Purposes, Telecommunication Central Construction,
providing telecommunication services and/or Railway Signal and Telecommunication Installation
networks; Specific, Telecommunication Activity for Own
b. Increase as much as possible the business of Use, Immersive Media Content Programming and,
providing telecommunication services and Production Activities, Satellite Telecommunication
networks, so as to achieve the capacity desired Activities, Land preparation, Special Broadcasting
and needed by the community in order to improve Telecommunications Activities, The Development of
services to the community; Internet-Based Trading Applications (e-Commerce)
c. Run business and operational activities (which also Activities, Wholesale Trade Based on Service Fees
includes marketing and sales of telecommunication or Contracts, Software Publishing, Other Publishing
networks and/or services provided by the Company), Activites, and Telecommunication Equipment Repair.
44 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
Our Transformation
1989 - 2001 2002 - 2008
1989 2002
Established on 6 October 1989 under the name • Obtained network allocation for Kalimantan and
PT Graha Metropolitan Lestari, the Company initially Sulawesi.
operated as a trading and general services enterprise. • Launched leased-circuit and Internet Protocol (IP)
This foundation later became the stepping stone for its services.
future transformation into a major telecommunications
operator in Indonesia. 2004
1991 Rebranded the corporate identity and expanded the
proXL product family, introducing Jempol (prepaid),
Changed its name to PT Graha Metropolitan Lestari. Bebas (prepaid) and Xplor (postpaid).
1995 2005
Changed its name to PT Excelcomindo Pratama Became a subsidiary of TM Group and successfully
through a partnership with the Rajawali Group and conducted an Initial Public Offering of 1,427,500,000
foreign investors—NyNEX, AIF, and Mitsui. shares on the Indonesian Stock Exchange (formerly
Jakarta Stock Exchange) under the ticker EXCL. The
1996 listing marked the Company’s transition to a public
entity and demonstrated market confidence in its long-
Received a GSM 900 Cellular System license and term growth potential.
commenced commercial operations, initially targeting
Jakarta, Bandung, and Surabaya. 2006
1997 Launched 3G network services.
Constructed an integrated microcell network within 2007
Jakarta’s Golden Triangle area.
• Introduced an Rp1 per second tariff.
1998 • ETISALAT, the Middle East’s second-largest
telecommunications company, acquired a stake in
Introduced the proXL brand as the Company’s first XL Axiata.
prepaid product. • Began consolidating brands under the XL Prepaid
and XL Postpaid banners.
2000
2008
Successfully expanded operations to Sumatra and
Batam. • Following TM Group’s demerger, two entities were
formed: Telekom Malaysia Berhad and Axiata
2001 Group (formerly TM International Berhad), with
Axiata Group becoming parent to Indocel Holding
• Secured DCS 1800 spectrum allocation. Sdn. Bhd. via TM International (L) Limited.
• Completed construction of the primary fiber-optic • Axiata Group, through Indocel Holding Sdn. Bhd.,
network. acquired the Company’s shares from Khazanah
• Launched M-Banking and M-Fun services. Nasional Berhad, resulting in an 83.8% ownership
interest by year-end.
2025 Integrated Annual Report 45
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About
XLSMART
2009 - 2014 2015 - 2017
2009 2015
• Initiated the first Limited Public Offering through a • Launched LTE services on the 1,800 MHz band,
Rights Issue for 1,418,000,000 new shares. extending coverage to 35 cities.
• TM International Sdn. Bhd. officially rebranded • Became the first telecommunications operator in
as Axiata Group Berhad (“Axiata”), and Indonesia to commercially introduce 4.5G-ready
PT Excelcomindo Pratama Tbk adopted the new technology on this spectrum, strengthening its
name PT XL Axiata Tbk to reflect a unified identity leadership in mobile broadband.
and synergy within the Group. The majority of shares
were subsequently owned by Axiata through Axiata 2016
Investments (Indonesia) Sdn. Bhd.
• Expanded to 84,000 BTS, including approximately
2010 8,200 4G BTS, providing coverage to nearly 100
cities.
Axiata Investments (Indonesia) Sdn. Bhd., the • Completed a fully subscribed public offering raising
Company’s principal shareholder, divested a 20% stake USD500 million.
via Private Placement to increase public shareholding.
2017
2012
• Expanded the network to 101,000 BTS, with
• ETISALAT divested 9.1% of its shares through an 63% of new deployments supporting 3G and 4G
offering to institutional investors, increasing public technologies.
ownership from 20.2% to 33.5%. • Extended 4G LTE coverage to 360 cities/regencies,
• Deployed more than 11,000 new BTS to strengthen supported by over 17,000 4G BTS and 45,000 3G
network coverage. BTS.
• Executed a Conditional Sales and Purchase
2013 Agreement to divest the Company’s shares in PT XL
Planet (Elevenia) and SK Planet Global Holdings Pte.
• Entered into a Conditional Sale and Purchase Ltd.
Agreement (CSPA) with Saudi Telecom Company • Collaborated with the Ministry of Communication
(STC) and Teleglobal Investment B.V. (a subsidiary and Information on the Fishermen Go Online
of STC) to acquire PT Axis Telekom Indonesia program via the Nelayan Pintar (Smart Fishermen)
(AXIS). application.
• Successfully tested 4G technology during the • Participated in the construction of the Australia–
APEC Summit. Indonesia–Singapore submarine cable
communication system, connecting Australia and
2014 Singapore via Indonesia.
• Completed acquisition of AXIS in March and
effected a merger in April.
• Conducted live 4G-LTE trials with Huawei and
Ericsson.
• Implemented corporate rebranding, including an
updated logo to reflect a new strategic direction.
• By this time, XL Axiata had evolved into a major
nationwide operator providing data, voice, SMS,
and various value-added services across Indonesia
through its GSM 900/DCS 1800 and IMT-2000/3G
networks.
46 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
2018 - 2020 2021
2018 2021
• Commenced operation of Universal Service • Attained ISO/IEC 20000-1:2018 and ISO 9001:2015
Obligation (USO) network services in 40 locations certifications.
across four provinces. • Entered a partnership with Helios Data (California)
• Launched Laut Nusantara, an application developed to implement Secure Data Sharing technology.
in collaboration with government ministries and • Began USO BTS operations in collaboration with the
organizations to enhance fishermen’s productivity Telecommunication and Information Accessibility
and safety. Agency (BAKTI) in locations including Musi Rawas
• Inaugurated the IoT Lab XCAMP in partnership with and North Musi Rawas (South Sumatra).
the Ministry of Communication and Information and • Partnered with FiberStar to expand the XL HOME
the Ministry of Industry. fiber network.
• Earned the Certificate of Operational Eligibility • Collaborated with NTT Ltd. to deploy private cloud
(SKLO) for 5G network deployment, marking an infrastructure in preparation for the 5G ecosystem.
important step toward commercial readiness for • Launched XL SATU, Indonesia’s first innovative
next-generation connectivity. digital services service integrating XL HOME and XL
Prepaid.
2019 • Extended 4G coverage to 2,431 remote villages in
Lampung province and expanded 4G services in
• Completed the Australia–Indonesia–Singapore Aceh to 193 districts and 5,102 villages.
submarine cable system in collaboration with Vocus • Attained the MEF-CE 3.0 International Certification
Group and Alcatel Submarine Networks. through XL Business Solutions (Busol).
• Expanded the network footprint to 130,000 BTS, • Received Ministry of Communication and
including over 40,000 4G-enabled sites. Informatics approval for operation feasibility testing
• Princeton Digital Group (PDG) agreed to acquire a of 5G network services.
70% stake in the Company’s data center portfolio. • Implemented the Zero-Touch Operation platform,
• Commercially launched Narrowband IoT (NB-IoT) including enhancements to Network Operation
across 31 cities/regencies. Centre (NOC) capabilities.
• Extended USO coverage to 298 locations across • Supported national vaccination efforts by
multiple provinces. establishing the Indonesia Bangkit Vaccination
• Deployed additional BTS in remote areas including Centre (drive-thru) in Depok and continued
Natuna (Riau Islands), Musi Rawas (South Sumatra) vaccination initiatives at RSUP H Adam Malik in
and the west coast of Lampung. Medan; the Depok center was inspected by President
Joko Widodo, accompanied by Minister of Health,
2020 Budi Gunadi Sadikin, the Governor of West Java,
Ridwan Kamil, the Rector of Universitas Indonesia,
• Announced a share buyback program of Rp500 Prof. Ari Kuncoro, S.E., M.A., Ph.D, and the Hospital
billion, executed from 7 April to 6 July 2020. Director, Dr. Astuti Giantini.
• Partnered with Google Cloud to migrate workloads • Advanced ESG commitments aligned with GSMA
and implement Anthos for a secure hybrid multi- targets, including long-term commitments toward
cloud application management platform. net-zero emissions by 2050.
• Adopted SAP S/4HANA Cloud, becoming the first • Launched Desa Digital Nusantara (DDN) to facilitate
telecommunications company in Southeast Asia to digital technology adoption and empower villages.
implement this cloud ERP solution. • Dian Siswarini, President Director & CEO of the
• Supported government ministries and agencies XL Axiata, and Yessie D. Yosetya, Chief Strategic
with donations and programs to assist communities Transformation & IT Officer, attended the
adapting to the COVID-19 pandemic. inauguration of the Indonesian G20 presidency in
• Supported a government initiative to extend 4G their capacity as chair of G20 Empower.
services to 861 non-3T villages for the 2021–2022 • Expanded VoLTE coverage to 403 cities and
period. regencies.
2025 Integrated Annual Report 47
Page 50
About
XLSMART
2022 2023
2022 2023
• Acquired 2,805 shares representing a 51% stake • Successfully completed the Capital Increase
in PT Hipernet Indodata (telecommunications through Pre-emptive Rights III (“PMHMETD III”),
and IT managed services), for approximately generating proceeds of Rp5 trillion to strengthen
Rp358,438 billion. the Company’s financial position and support
• Completed the construction of Sea Cable future growth initiatives.
Communication System (SKKL), linking • Advanced the implementation of ESG principles
Batam, Indonesia, to Sarawak, Malaysia, also by deploying Green BTS on a large scale.
known as the Batam Sarawak International This initiative included the use of Intelligent
Cable System (BaSIC) in partnership with PP Ventilation Cooling Systems (IVS), DC fans,
Telecommunication Sdn. Bhd., strengthening and air conditioning systems that collectively
international connectivity. reduced energy consumption by up to 50%.
• Axiata Group Berhad and XL Axiata jointly The modernization program has encompassed
acquired 66.03% of PT Link Net Tbk’s shares more than 90% of XL Axiata’s BTS network since
for approximately RM2.63 billion; XL Axiata its inception in 2014.
subsequently held a 20% stake in Link Net. • Partnered with Cisco to enhance 5G and Cloud
• The Echo submarine cable system (“Golden network readiness for the Internet of Things (IoT)
Buoy”) was docked in Tanjung Pakis, Karawang, through end-to-end automation and optical
scheduled for integration into XL Axiata’s network advancements, thereby strengthening
network to enhance fiber backbone connectivity. IoT connectivity services across Indonesia.
• Announced intention to issue XL Axiata Shelf • Officially launched the e-SIM service, enabling
Offering Bonds II Phase I of 2022 and Shelf customers to activate mobile connections
Offering Sukuk Ijarah III Phase I of 2022 for Rp1.5 without a physical SIM card. The service offers
trillion each. a seamless registration process via QR code,
• Convened an Extraordinary General Meeting providing convenience and flexibility for users
of Shareholders (EGMS) to seek approval for a anywhere and anytime.
capital increase via a Limited Public Offering III • Reinforced the strategic synergy between
(LPO III) by pre-emptive rights. Axiata Group, XL Axiata, and Link Net to expand
• Collaborated with Link Net to introduce internet innovative digital services nationwide. The
innovative digital services, integrating products initiative aims to reach 8 million home passes
from First Media and XL. This collaboration within five years and strengthen XL Axiata’s
encompasses high-speed internet services position as Indonesia’s leading innovative digital
devoid of quota restrictions, streaming content, services operator by capitalizing on the low
cable TV, and online storage from First Media, penetration of fixed broadband and the rising
coupled with the XL Joint Quota Package demand for integrated digital solutions.
offering extensive internet data services. • Continued the development of SD-WAN+
• Participated actively in Women20 and G20 solutions tailored for corporate clients,
Empower initiatives; resulting in the election offering simplified deployment, centralized
of XL Axiata's President Director & CEO, Dian management, and improved cost efficiency—
Siswarini, as Co-Chair of Women20 Indonesia, ensuring sustainable value creation for
and the election of Director & Chief of Digital businesses in an increasingly digitalized global
Transformation & Enterprise Business Officer, market.
Yessie D. Yosetya, as Chair of G20 Empower. • Introduced “XL SATU BIZ,” a high-speed internet
service for small and medium-sized enterprises
(SMEs), providing robust Wi-Fi connectivity,
generous data quotas, and a complimentary
Majoo subscription that integrates ERP software
to enhance business efficiency and productivity.
• Strengthened internet infrastructure at the
new capital city (IKN) by installing four units of
Mobile 4G BTS in key project areas, including
48 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
the Presidential, Vice-Presidential Palaces, and • Introduced green mining solutions through private
around the workers' mess. The IKN network is networks that enable environmentally responsible
connected to Kalimantan’s main infrastructure and mining operations. By leveraging IoT-based
the international link via the Batam–Sarawak– fleet management and automation, the solution
Entikong submarine cable system. enhances efficiency, reduces operational costs, and
• Collaborated with Link Net to develop one million improves employee safety in hazardous areas.
new home-passed networks across more than • Partnered with Hypernet to launch Open WiFi
ten cities and regencies, including regions outside and Managed WiFi services under XL SATU
Java, marking a significant expansion of broadband BIZ, empowering SMEs with advanced digital
connectivity in underserved areas. infrastructure to support business growth.
• Facilitated public mobility by ensuring 4G signal • Extended 4G services to 861 outermost,
coverage across all Light Rail Transit (LRT) routes underdeveloped, and frontier regions across
and stations in Cibubur and Bekasi, supported by Indonesia, fulfilling government-mandated
more than 2,300 4G BTS units. connectivity obligations.
• Consolidated the Company’s leadership in • Received the Gold Flag certification for the
innovative digital services through the XL SATU Occupational Safety and Health Management
product line. The upcoming integration of Fiber To System (SMK3) from Indonesia’s Ministry of
The Room (FTTR) technology will further enhance Manpower, recognizing the Company’s excellence
user experience, while service coverage expanded in workplace safety management.
to 63 cities and regencies, with Batam as the latest • Supported Axiata Group Berhad’s structural
addition. transformation initiative to accelerate the evolution
• Partnered with Nokia Indonesia to strengthen ESG of its Indonesian subsidiaries, XL Axiata and Link
initiatives in line with Indonesia’s national target Net, into a “ServeCo” and “FibreCo” framework to
of reducing carbon emissions by 43.2% by 2030. enhance strategic focus and operational efficiency.
Within its operational framework, the Company • Collaborated with Indosat Ooredoo Hutchison,
aims for a 45% carbon emission reduction from the Axiata Digital Labs, and Amazon Web Services
2020 baseline by 2030. (AWS) to launch the SinergiAPI Portal Indonesia’s
• Successfully expanded 4G LTE coverage throughout first GSMA Open Gateway-based API platform
the Jakarta MRT network, including all underground empowering developers with standardized network
lines and stations, ensuring seamless connectivity API access through the Linux Foundation’s CAMARA
for passengers and enabling continuous monitoring project.
to maintain service excellence.
2025 Integrated Annual Report 49
Page 52
About
XLSMART
2024
2024
• As part of the global GSMA Open Gateway initiative, eSIM registration, lost card replacement, premium
XL Axiata, Telkomsel, Indosat Ooredoo Hutchison, number selection, smartphone bundling, and
and Smartfren jointly launched three API services— streamlined ticket tracking.
Number Verify, SIM Swap, and Device Location— • Expanded Fixed Mobile Innovative digital services
enhancing digital security and customer experience (FMC) network coverage to Sulawesi with the
across Indonesia’s telecommunications ecosystem. launch of XL SATU Fiber in Morowali Regency,
• Achieved CDP certification following a rigorous ensuring broader access to high-quality broadband
five-month evaluation process by the global non- services.
profit CDP organization, underscoring XL Axiata’s • Formed a partnership with PT Ide Inovatif Bangsa
steadfast commitment to ESG excellence and (Quest Motors) to integrate XLABS’ digital solutions
transparent environmental disclosure. into its electric motorcycle platforms, supporting
• Signed a Memorandum of Understanding (MoU) innovation in Indonesia’s green mobility ecosystem.
with Huawei to establish a strategic collaboration • Collaborating with PT Ide Inovatif Bangsa (Quest
focused on Artificial Intelligence (AI) integration in Motors) to integrate XLABS digital solutions into its
digital business operations. electric motorcycle platform, supporting innovation
• Partnered with Cisco to introduce a cloud-delivered in Indonesia's environmentally friendly mobility
IoT Connectivity Management Platform under the ecosystem.
“IoT Connectivity+” product, enabling customers to • Introduced “HYFE” by XL PRIORITAS, a new internet
scale their IoT businesses securely and efficiently. service package offering flexible options and
• In collaboration with Nokia, successfully concluded enhanced user experience to meet the evolving
a five-year network modernization program digital needs of customers.
encompassing approximately 4,400 sites, involving • Opened a new office and XL Center in Balikpapan
comprehensive infrastructure replacement and to reinforce service quality and network presence
network expansion. in East Kalimantan, coinciding with XL Axiata’s 28th
• Through XL Axiata Business Solutions (XLABS), anniversary celebration.
launched smart manufacturing solutions that utilize • Reaffirmed the Company’s sustainability
IoT technology to support the digital transformation commitment during its anniversary celebration
of Indonesia’s manufacturing sector by improving by achieving a Zero Waste to Landfill event, in
operational efficiency and product quality. collaboration with Waste4Change for responsible
• Entered a new phase of strategic development as waste management.
Axiata Group and Sinar Mas signed a non-binding • Through XLABS, launched “XL Axiata HydroponiX,”
MoU to explore a potential merger between XL an IoT-based smart farming solution designed to
Axiata and Smartfren, paving the way for the improve the productivity and quality of hydroponic
formation of “MergeCo.” agriculture.
• Partnered with PT Mobil Anak Bangsa (MAB) through • Officially integrated First Media’s home internet
XLABS to deliver essential ICT services—including services into XL Axiata effective 27 September
IoT and fixed connectivity—supporting Indonesia’s 2024, following the merger of Link Net and XL
growing electric bus industry and contributing to Axiata under a B2C business transfer agreement
sustainable mobility. signed on 22 May 2024.
• Strengthened cyber security capabilities by • On 11 December 2024, XL Axiata and Smartfren
becoming the exclusive partner of ITSEC Asia in announced a strategic merger valued at
supporting DEFEND IT360’s cybersecurity solutions approximately Rp104 trillion (USD6.5 billion),
tailored for SMEs, further expanding XLABS’ B2B establishing PT XLSMART Telecom Sejahtera Tbk
service portfolio. (“XLSMART”). This landmark merger creates a
• Enhanced the XL Center Online platform with leading telecommunications entity poised to drive
improved design, functionality, and service range innovation, elevate service quality, and accelerate
under the #JadiLebihBaik initiative, offering Indonesia’s digital transformation.
features equivalent to physical outlets such as
50 PT XLSMART Telecom Sejahtera Tbk
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2025
• On 25 March 2025, The EGMS approved the business merger
between the Company, PT Smartfren Telecom Tbk ("SF"), and PT
Smart Telecom as outlined in the Merger Plan summary published
on 11 December 2024 (as supplemented and/or amended in
accordance with applicable laws and regulations).
• On 16 April 2025, PT XLSMART Telecom Sejahtera Tbk (“XLSMART”
or “IDX: EXCL) marked its official establishment as a unified
telecommunications entity, born from the legal consolidation of PT
XL Axiata Tbk, PT Smartfren Telecom Tbk, and PT Smart Telecom.
This landmark moment signifies the beginning of a bold new
chapter in Indonesia’s digital era, with XLSMART poised to redefine
connectivity, drive innovation, and elevate customer experience
across the archipelago.
• XLSMART unveiled its new corporate identity featuring the Infinity
World logogram, symbolizing limitless connectivity and boundless
innovation, alongside its inspiring new tagline, “Bersama, Melaju
Tanpa Batas” (“Go Beyond, Together”).
• Signed a strategic partnership agreement with two global
technology companies, PT Huawei Tech Investment and PT
ZTE Indonesia, to support the management of national network
operations as well as the development of employee knowledge,
competencies, and technological expertise in the fields of
technology and digital innovation.
• For Smartfren brand, XLSMART officially expanded 4G LTE and
VoLTE coverage to new regions, including the Province of Aceh, the
Bali regencies of Gianyar, Klungkung, and Karangasem, as well
as Kupang City in East Nusa Tenggara, providing customers with
faster and more reliable data access.
2025 Integrated Annual Report 51
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About
XLSMART
2025
• Introduced “Sarah”, a virtual assistant powered by Generative AI
(GenAI), as part of Smartfren Care’s digital transformation. Sarah
delivers faster, more personalized, and solution-oriented customer
service experiences across digital platforms.
• XLSMART through its business arm XLSMART for BUSINESS,
held the BRAVO 500 SUMMIT, an international strategic forum
that brought together industry players, regulators, and global
technology partners on a collaborative stage. The event drew
around 500 companies, 1,500 top-level executives from diverse
industries, and over 30 expert speakers from the public and private
sectors. XLSMART also introduced Enterprise Smart Technology &
Automation (ESTA), which is XLSMART's unified digital platform
to assist industrial sectors function more efficiently, securely, and
measurably.
• To enhance customer protection and satisfaction, XLSMART
launched “Credit Control,” an innovative feature that allows
customers to lock their prepaid credit, preventing unauthorized use
for paid SMS, subscription content, or out-of-plan internet access
offering greater transparency and control over service usage.
• Signed a strategic agreement at the Bali Annual Telkom
International Conference (BATIC) 2025, committing to
expanded collaboration in network development, service quality
improvement, and the creation of new business opportunities
within the telecommunications ecosystem.
• Through XLSMART for BUSINESS, XLSMART partnered with
ASTRAtech to develop a 5G-based Autonomous Drone for Goods
Delivery, designed to accelerate logistics distribution and support
digital transformation in Indonesia’s manufacturing sector.
52 PT XLSMART Telecom Sejahtera Tbk
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-
• XLSMART has now implemented SIM card registration utilising
face recognition technology. This service is still optional for
customers, in line with current regulations. To assure data
accuracy, a biometric system connected to the national population
database. This initiative represents XLSMART's support for the
government's program to expedite national digital transformation
while enhancing customer data security.
• Integrated the unified operational and service quality monitoring
center (Customer Experience & Service Operation Centre - CE &
SOC) into a single location, the XLSMART Building in Bumi Serpong
Damai (BSD) City, South Tangerang. The CE & SOC integrates two
formerly distinct Network Operation Centres (NOC), one owned
by XL Axiata at the XL Axiata Tower in Kuningan, Jakarta, and
the other by Smartfren in BSD, South Tangerang. The CE & SOC
have been operationally integrated since July 2025, representing
an important point in XLSMART's post-merger phase, which
prioritises network stability as well as operational efficiency and
effectiveness.
• XLSMART through SMARTFREN has earned a national record
for "Telecommunications Service Provider Organizing the Most
Running Events in a Single Year" with its flagship program,
SMARTFREN Fun Run 2025. Over the past year, SMARTFREN has
successfully hosted a series of fun run events in 22 cities across
Indonesia, engaging over 15 thousand participants of various ages
and backgrounds.
• XLSMART through its XL service brand, has reaffirmed its
commitment to providing a superior experience for customers and
the general public. XL services with XLSMART network support has
officially presented XL Ultra 5G+ which was ready to to fully cover
(blanket coverage) Denpasar City and Badung Regency, Bali, as
well as 11 other cities/regencies spread across various regions in
Indonesia, as of 17 December 2025
2025 Integrated Annual Report 53
Page 56
Management Discussion
and Analysis
Management
Discussion and Analysis
Financial Performance Targets and
Achievements in 2025
Financial Highlights
Dividends and Dividend
Operational Highlights
Policy
Share Highlights
Marketing Aspects
Bond & Sukuk Highlights
Material Transactions
Corporate Actions Containing Conflicts
Suspension/Delisting of Interest and/or
Transactions with
Financial Performance Affiliated Parties
Operational Transaction Related to
Segmentation Investments, Expansion,
Strategy Objectives Divestments, Mergers,
Acquisition, and
Performance Summary Restructuring
Outlook Regulatory Changes that
Financial Review Impacted the Company
Liquidity Changes to the
Accounting Standards
Solvency
Company Integration
Receivables Collectability
Network & Technology
Capital Structure and
Capital Structure Policy Information Technology
Material Commitments Enterprise Business
for Capital Expenditures Regulatory &
Actual Capital Sustainability
Expenditures Home Business
Subsequent Events Mobile Business
Realization of Proceeds People Development
from Initial Public Offering
People Program
54 PT XLSMART Telecom Sejahtera Tbk
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XLSMART successfully executed its merger during FY25, completing
several key integration milestones, and delivering operational efficiency;
resulting in achieved its FY25 synergy targets.
Financial performance showed a momentum following the merger,
with revenue growth in FY25 was supported by a larger consolidated
subscriber base, and a significant uplift in average revenue per user
(ARPU).
At the same time, the Company strengthened its network foundation
through ongoing network consolidation, which enhanced operational
performance and service reliability. This progress was further reinforced
by the launch of 5G services in selected key cities, marking an important
step in expanding next-generation connectivity and supporting future
digital growth.
2025 Integrated Annual Report 55
Page 58
Management Discussion
and Analysis
Financial Performance
2025 was a transition
year for XLSMART as the
Company began its journey
as an integrated company.
This year’s performance
showed that the integration
is progressing as planned
and is expected to be
completed within eight
quarters from Legal Day 1
on 16 April 2025.
ANTONY SUSILO
Director & Chief Financial Officer
56
56 PT
PTXLSMART
XLSMARTTelecom
TelecomSejahtera
SejahteraTbk
Tbk
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Realized the Gross Gained Total Assets
Synergy of Revenue of increased to
USD252 Rp42.5 Rp115.3
million trillion trillion
Key Strategies in 2025 These actions gave an exemption from complex
integration processes and enable the Company to
Post-merger, the Company entered the integration deliver best value and experience to customers and
period with a focus on maintaining and further shareholders. By the end of 2025, the Company has
improving service quality for customers. In term of successfully met several key integration milestones,
network assets, the Company has ensured that the achieved savings from site rationalization, optimized
combined network is fully operational and remains capex, and maintained a healthy balance sheet.
effective during the integration process. In terms of Alongside these strategies, the customer base remains
financial capability, XLSMART were also ensuring stable, and we are now moving toward operational
prudent cost management to fund operational optimization and digital transformation phases.
activities, allowing the synergy to focus on extracting
tangible value from both entities and scale benefits. Directorate Performance
Following the merger, we adopted a portfolio The nine months following the merger XLSMART's
optimization approach, to keep away the Company performance largely aligning with our initial
from potential redundant infrastructure and help us assumptions and business plan, successfully
deliver the highest possible long-term value. This establishing solid financial fundamentals amidst
includes rationalizing overlapping sites, divesting non- the complexities of integration. Our efforts in cost
core assets, and channeling capital toward network optimization and asset utilization proved highly
expansion and 5G readiness. effective. While EBITDA and net profit were temporarily
softened due to one-off merger-related costs and
asset rollout, the underlying financial health remained
strong, with improved cash generation and enhanced
cost efficiency.
2025 Integrated Annual Report 57
Page 60
Management Discussion
and Analysis
The Company’s key contributions came from network Outlook in 2026
integration savings through the rationalization of
duplicated sites, and capital efficiency enabled by more The integration of two entities is inherently complex
disciplined investment allocation. Financial operations and requires sustained support and alignment from all
also benefited from strengthened relationships stakeholders to ensure successful execution. Entering
with our strategic vendors, prudent working capital 2026, XLSMART remains focus on the integration
management and optimized vendor payments. agenda by emphasizing governance, communication,
and coordination to maintain the strategies on the
As of December 2025, we realized gross synergy business activities. This phase marks the culmination
of USD252 million, mainly from the cost savings in period of the multi-year integration process, with the
network operations, leasing, and procurement. With the priority on completion of network integration, asset
normalized EBITDA margin at 47%, we believe that the deployment, and system alignment, ahead of targeted
synergies are starting to materialize, while improving completion timeline in the first quarter of 2027. While
the customer experience through enhanced network macroeconomic conditions may remain potentially
quality. volatile, the Company expects any external impact to
be limited and manageable, supported by the resilience
In line with the integration process, we are also adapting of our strategies, the strength of our fundamentals, and
to trends in the telecommunication industry, by the proven ability of our team to execute the programs.
recalibrating our investment mix toward high-growth
digital areas such as fixed broadband, enterprise The Company is well-prepared to capitalize on
solutions, and 5G readiness. The directorate plays significant growth potential in the network and
a key role in enabling this shift through data-driven customer base as well as in enterprise solutions and
capital allocation, scenario-based planning, and the fixed broadband business. In addition, continued
tighter governance around return on invested capital. adoption of digital channels and AI-driven analytics
This new entity is managed through phased integration will also enhance both customer engagement and
by joining the two-large financial systems under strict operational efficiency.
change management, and maintaining continuous
engagement with both internal and external auditors to To maintain its achievements in 2025, the Company has
ensure transparency, compliance and accountability. prepared specific strategies for 2026. The strategies
will be focused on:
Regarding debt, all lenders from the previous companies • Integration completion and efficiency unlock;
have reaffirmed their commitments and supports, and • Revenue acceleration through digital and
refinancing exercises were conducted to secure more enterprise-led growth;
favourable terms and maturities. With the net debt to • Financial resilience, ensuring a robust balance sheet
EBITDA level at 3.38x, this confirms that the Company and improved returns to shareholders; and
is in a healthy leverage position with ample liquidity to • Along with the strategies, the Company anticipates
fund strategic initiatives. to accelerate growth while delivering the full
financial benefits of the cost synergies.
In line with the integration process, we are also adapting to trends in the
telecommunication industry, by recalibrating our investment mix toward
high-growth digital areas such as fixed broadband, enterprise solutions,
and 5G readiness.
58 PT XLSMART Telecom Sejahtera Tbk
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By the end of 2025, the Company began to realize the Customers numbers expanded throughout the
value of consolidation and post-merger integration. year, supported by strong demand for mobile data,
Despite persistent industry headwinds, the Company fixed broadband, enterprise solutions, and digital
confidently achieved a solid growth, fueled by strong applications. With millions of active users engaged
post-merger momentum. The benefits of joined in MyXL, AXISNet, and mySmartfren applications,
healthy subscribers from both entities and higher reflecting deeper digital adoption.
mobile average revenue per user (ARPU) confirmed the
effectiveness of the Company’s monetization strategy The Company also made progress on sustainability and
and focus on sustainable and quality growth. In eight operational efficiency. Across the network, XLSMART
months of merger, total subscriber base of XLSMART deployed initiatives aimed at reducing emissions,
reached 73 million, with blended ARPU of Rp39.5 improving energy consumption, and expanding the use
thousand. This represents a double-digit improvement of digital tools to enhance environmental performance.
from the last year position. The value of ARPU coincides
with improved customer experience as an outcome of Collectively, these performances positioned XLSMART
effective network integration. for continued success beyond 2025. The year closed
with a stronger balance sheet, an expanded customer
This year performance is anchored on three core base, growing digital capabilities, recognized brand
business pillars: Mobile, Enterprise, and Home. In the equity, and a more efficient organizational structure.
mobile segment, legacy of the triple brand XL, AXIS
and Smartfren, continues to strengthen its position 2026 Strategic Focus
across all market tiers; with simplification of starter
pack offerings and product optimization to support In line with the Government’s plan to elevate 5G roll
stronger market. In the enterprise segment, the launch out, the Company has advanced a strategic agenda
of ESTA (Enterprise Smart Technology & Automation) designed to consolidate its position in Indonesia’s
marked a key milestone in comprehensive solutions for telecommunication industry.
the corporate and government institutions. While in the
home segment, the Company continues to polish XL The most strategy is the continuation of integration
Satu to strengthen its role as one of Indonesia’s leading and optimize the combination of XL Axiata-Smartfren
fixed broadband providers, and successfully enhanced network infrastructure, to boost the coverage and the
customer loyalty and expanded household market capacity across the country. As the key pillar in 2026
penetration. is network modernization and expansion, to support
higher data traffic.
2025 Key Achievements
In parallel, XLSMART planned to accelerate 5G
The year 2025 marked as the transformative period for implementation by leveraging the combined its assets
XLSMART, defined by strategic merger and operational of spectrum and infrastructure to enhance the mobile
resilience. The success of strategic merger as an broadband, IoT, and enterprise digital services.
establishment of XLSMART as a stronger and more Customer experience is also central to 2026 roadmap,
competitive telecommunications operator. With a as XLSMART investing in service quality and digital
larger combined mobile subscriber base, the merged product offerings to deepen customer loyalty and
entity entered the market with larger scale, broader increase revenue streams.
network resources, and a more comprehensive service.
Financially, the Company demonstrated a solid
performance throughout the year. Following the
merger, the combined entity continued to deliver
positive performance with significant revenue growth
with improved contribution from data and digital
services. XLSMART recorded revenue of Rp42.5 trillion,
a significant +23% difference compared to Rp34.4
trillion in 2024.
2025 Integrated Annual Report 59
Page 62
Management Discussion
and Analysis
Financial Highlights
(In Rp billion)
Description 2025 2024 2023*
Gross Revenue 42,485 34,402 32,341
Operating Expenses 24,665 16,512 16,438
EBITDA 17,781 17,880 15,885
(Loss)/Profit Before Income Tax (5,263) 2,427 1,690
(Loss)/Income for the Year (4,414) 1,848 1,270
Other Comprehensive (Loss)/Income for the Year, Net of Tax (12) 9 (5)
Total Comprehensive (Loss)/Income (4,426) 1,857 1,265
(Loss)/Income for the Year Attributable to:
Owners of the Parent (4,427) 1,819 1,257
Non–Controlling Interest 13 29 13
(4,414) 1,848 1,270
Total Comprehensive (Loss)/Income Attributable to:
Owners of the Parent (4,439) 1,828 1,252
Non–Controlling Interest 13 29 13
(4,426) 1,857 1,265
Basic and Diluted Earnings per Share (in full amount) (276) 139 96
*Restatement due to PSAK 338 "Accounting for Restructuring Under Common Control Entities"
Consolidated Statement of Financial Position
(In Rp billion)
Description 2025 2024 2023*
Total Current Assets 15,020 8,436 7,173
Total Non-Current Assets 100,298 77,743 80,521
Total Assets 115,318 86,179 87,694
Total Current Liabilities 31,839 21,017 20,173
Total Non-Current Liabilities 53,470 38,940 41,051
Total Liabilities 85,309 59,957 61,224
Total Equities 30,009 26,222 26,470
*Restatement due to PSAK 338 "Accounting for Restructuring Under Common Control Entities"
Consolidated Statements of Cash Flows
(In Rp billion)
Description 2025 2024 2023*
Net Cash Flows Provided by Operating Activities 17,501 17,834 16,096
Net Cash Flows Used in Investing Activities (7,162) (11,366) (10,377)
Net Cash Flows Used in Financing Activities (9,063) (6,054) (9,935)
Net Increase/(Decrease) in Cash on Hand and in Banks 1,276 414 (4,216)
Cash and Cash Equivalents at Beginning of Year 1,387 966 5,184
Effects of Changes in Foreign Exchange Rate on Cash on Bank and in Banks 3 7 (2)
Cash and Cash Equivalents at the End of Year 2,666 1,387 966
*Restatement due to PSAK 338 "Accounting for Restructuring Under Common Control Entities"
60 PT XLSMART Telecom Sejahtera Tbk
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Financial Ratios
Description 2025 2024 2023
EBITDA Margin (%) 42 52 49
EBIT Margin (%) (0.5) 16.2 13.5
(Loss)/Profit for the Year Margin (%) (10.4) 5.4 3.9
Return on Invested Capital (%) (0.2) 6.1 5.0
Return on Assets (4.3) 2.1 1.5
Return on Equity (%) (15.6) 7.0 4.9
Current Ratio (%) 47.2 40.1 35.6
Debt to Equity Ratio (X) 0.8 0.5 0.4
Debt to Assets Ratio (X) 0.2 0.1 0.1
Gross Debt to EBITDA Ratio (X) 1.3 0.7 0.6
Gross Debt to EBITDA Ratio – include Finance Lease (X) 3.5 2.6 2.9
Note:
• Operating Expense = Excluding depreciation and amortization, gain from sales and leaseback of towers, gain/loss from forex transactions, and
others
• EBITDA = Revenue less Operating Expenses
• EBITDA Margin = EBITDA/Revenue
• EBIT = EBITDA Less Depreciation & Amortization
• EBIT Margin = EBIT/Revenue
• Net (Loss)/Income Margin = (Loss)/Profit for the Year/Revenue
• Invested Capital = Interest-bearing debt (include finance lease) + Equity - Cash and Cash Equivalents
• Return on Invested Capital = Net Operating Profit After Taxes/Average Invested Capital
• Return on Assets = (Loss)/Profit for the Year/Average Total Assets
• Return on Equity = (Loss)/Profit for the Year/Average Total Equity
• Debt to Equity Ratio = interest bearing debt / total equity
• Debt to Assets Ratio = interest bearing debt / total assets
• Gross Debt to EBITDA Ratio = Interest Bearing Debt/EBITDA
• Gross Debt to EBITDA Ratio (include finance lease) = (interest bearing debt + lease liabilities)/EBITDA
Operational Highlights
Description 2025 2024 2023
Total Traffic (in Petabyte) 14,566 10,547 9,638
Number of BTS 225,649 165,864 160,124
Total Customers (in million) 73.0 58.8 57.5
Total Prepaid Customers (in million) 71.1 57.1 56.0
Total Postpaid Customers (in million) 1.9 1.7 1.6
Total Employees 3,703 2,159 1,966
2025 Integrated Annual Report 61
Page 64
Management Discussion
and Analysis
Gross Revenue Reported EBITDA Reported EBITDA Margin
(Rp Billion) (Rp Billion) (%)
42,485 17,781 42
42,485
34,402
32,341
52
49
42
17,880
17,781
15,885
2023 2024 2025 2023 2024 2025 2023 2024 2025
Total Traffic Number of BTS Total Customer
(In Petabyte) (BTS) (In Million)
14,566 225,649 73.0
225,649
73.0
14,566
165,864
160,124
58.8
57.5
10,547
9,638
2023 2024 2025 2023 2024 2025 2023 2024 2025
62 PT XLSMART Telecom Sejahtera Tbk
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Share Highlights
Closing Price (Rp) Trading Volume (shares)
4,500 100,000,000
4,050 90,000,000
3,600 80,000,000
3,150 70,000,000
2,700 60,000,000
2,250 50,000,000
1,800 40,000,000
1,350 30,000,000
900 20,000,000
450 10,000,000
0 0
ar
y
ar
y ch ril ay ne ly us
t
be
r er be
r
be
r
u u ar Ap M Ju Ju g ob
an br M Au em ct em em
J Fe pt O ov c
Se N De
Share Performance as of 31 December 2025 & 2024
2025 2024
Prices
(Rp) Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4
Highest 2,320 2,320 3,090 4,080 2,640 2,650 2,380 2,350
Lowest 2,210 2,060 2,240 2,380 1,985 2,070 2,080 2,120
Closing 2,280 2,250 2,660 3,750 2,260 2,160 2,290 2,250
Total Volume 1,086,931 629,335 911,664 1,079,027 1,514,679 1,261,010 1,398,718 1,628,517
Total Shares, Share Price and Market Capitalization 2025 & 2024
Description 2025 2024
Total Shares 18,199,862,451 13,128,430,665
Share Closing Price Closing Price (Rp) as of 31 December 3,750 2,250
Market Capitalization (billion Rupiah) 68,249 29,538
2025 Integrated Annual Report 63
Page 66
Management Discussion
and Analysis
Bond & Sukuk Highlights
Type of Total Principal (Rp) Interest Fixed Annual Securities Securities Securities
Securities Rate (%)** Ijarah Allowance (Rp) Due Date Rating Agencies Rating**
XL Axiata Shelf- 19,000,000,000 10.1 16-10-2025 FITCH RATING AAA(idn)
Registration Bond I Phase I INDONESIA
Year 2018 Series D*
XL Axiata Sustainable 336,000,000,000 31,584,000,000 28-04-2027 FITCH RATING AAA(idn)
Sukuk Ijarah I INDONESIA
Phase II Year 2017 Series E
XL Axiata Shelf- 72,000,000,000 10.3 16-10-2028 FITCH RATING AAA(idn)
Registration Bond I INDONESIA
Phase I Year 2018 Series E
XL Axiata Sustainable 34,000,000,000 3,434,000,000 16-10-2025 FITCH RATING AAA(idn)
Sukuk Ijarah II Phase I Year INDONESIA
2018 Series D*
XL Axiata Sustainable 60,000,000,000 6,180,000,000 16-10-2028 FITCH RATING AAA(idn)
Sukuk Ijarah II INDONESIA
Phase I Year 2018 Series E
XL Axiata Shelf- 93,000,000,000 10 08-02-2029 AAA(idn)
Registration Bond I
Phase II Year 2019 Series D
XL Axiata Sustainable 15,000,000,000 1,455,000,000 08-02-2026 FITCH RATING AAA(idn)
Sukuk Ijarah II Phase II Year INDONESIA
2019 Series D*
XL Axiata Sustainable 26,000,000,000 2,600,000,000 08-02-2029 FITCH RATING AAA(idn)
Sukuk Ijarah II INDONESIA
Phase II Year 2019 Series E
XL Axiata Shelf- 735,225,000,000 6.75 01-09-2025 FITCH RATING AAA(idn)
Registration Bond II Phase I INDONESIA
Year 2022 Series A *
XL Axiata Shelf- 411,855,000,000 7.40 01-09-2027 FITCH RATING AAA(idn)
Registration Bond II INDONESIA
Phase I Year 2022 Series B
XL Axiata Shelf- 177,915,000,000 7.90 01-09-2029 FITCH RATING AAA(idn)
Registration Bond II INDONESIA
Phase I Year 2022 Series C
XL Axiata Shelf- 175,005,000,000 8.25 01-09-2032 FITCH RATING AAA(idn)
Registration Bond II INDONESIA
Phase I Year 2022 Series D
XL Axiata Sustainable 680,915,000,000 45,961,762,500 01-09-2025 FITCH RATING AAA(idn)
Sukuk Ijarah III Phase I Year INDONESIA
2022 Series A*
XL Axiata Sustainable 421,300,000,000 31,176,200,000 01-09-2027 FITCH RATING AAA(idn)
Sukuk Ijarah INDONESIA
III Phase I Year 2022
Series B
XL Axiata Sustainable 135,135,000,000 10,675,665,000 01-09-2029 FITCH RATING AAA(idn)
Sukuk Ijarah INDONESIA
III Phase I Year 2022
Series C
XL Axiata Sustainable 262,650,000,000 21,668,625,000 01-09-2032 FITCH RATING AAA(idn)
Sukuk Ijarah INDONESIA
III Phase I Year 2022
Series D
* Has been fully paid
**Interest rate/return rate and securities rating at the time of issuance
64 PT XLSMART Telecom Sejahtera Tbk
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Corporate Actions
During the 2025 financial year, the Company did not In November 2025, the EGMS approved the allocation
initiate any corporate actions. As the Board confirms of the Company’s retained earnings for the fiscal
that no stock splits, reverse stock, (stock dividends), year ended 31 December 2024 to be distributed
issuance of bonus shares, or changes in the nominal to shareholders as additional final cash dividends,
share value. equivalent to Rp159 per share. (This December 2025
dividend distribution supplemented the cash dividend
declared in March 2025).
Suspension/Delisting
Following the merger on 16 April 2025, the Company did not report any suspensions or delisting of stocks.
Financial Performance
In 2025, XLSMART delivered a year marked by successfully strategic consolidation, expanding scale, and resilience
in financial performance. Following the merger, XLSMART’s combined revenue surpassed Rp42 trillion, underscoring
robust top-line growth. The Company’s ability to grow revenue amid macroeconomic headwinds, make it one of the
Indonesia’s largest telecommunications operators.
Operational Segmentation
In conducting its business, XLSMART has adopted Over the past three years—both prior to and following
a structured segmentation model, whereby each the merger—each segment has delivered solid results,
segment carries out its activities with focused reflected in improved productivity as well as resilient
accountability. These operating segments are managed financial performance. This consistency demonstrates
under dedicated directorates with their respective the Company’s ability to sustain operational excellence
leadership, namely the Commercial, Home Business, through periods of organizational change, while further
and Enterprise Directorates. Following the integration, enhancing its value creation capacity.
each segment has continued to serve extensive
consumer bases, generating tangible benefits for the For the Commercial, Home Business, and Enterprise
Company through optimized market coverage and Directorates are presented in this Management
service offerings. Discussion and Analysis section.
2025 Integrated Annual Report 65
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Management Discussion
and Analysis
Strategy Objectives
Still experiencing impact of economic uncertainties, The economic conditions such as inflation maintained
throughout 2025 the telco business dealt with the at low levels of 2.92% YoY, in line with the lower
synergy of two major telecommunications, XL Axiata interest rates and stabilisation of Rupiah. For 2026, the
and Smartfren. Government still projecting the inflation within range of
2.5%+/- 1%.
And now, as one of the leading operators, XLSMART
has been influenced by Indonesia’s macroeconomic Answering the economic conditions, XLSMART was
conditions. The government’s 2025 spending on non- still able to improve productivity with strong cost
technology priorities weighing the advancement of the management in order to provide better service through
telecommunication companies. improved digitalization and distribution channels.
Performance Summary
The year 2025 marked as a period of transformation The customer base growth to 73 million, both on prepaid
for XLSMART as the Company advanced its post- and postpaid segments.
merger integration while sustaining strong operational
momentum amid an increasingly competitive While the net profit was sloping down due to merger
telecommunication sector. Following the legal and impact expenses, the Company still maintained
operational consolidation at early of second quarter, the EBITDA growth rate at +13% to Rp20.1 trillion
the Company maintained its performance, supported (normalized). This number is in line with the Company
by an expand of subscriber’s base, data monetization, target mentioned after the merger .
and ongoing network modernization.
As the capital expenditure (capex) focused on the
Throughout 2025, the Company continued to network rollout after merger, it increased by +52%
demonstrate discipline execution across its year-on-year. With this capex allocation, the Company
commercial, network and financial priorities. Revenue believes that the integration will be accomplished in
performance reached Rp42.5 trillion in order of time, within eight quarters.
continued growth in data services and blended ARPU.
Outlook
XLSMART as a member of telecommunication industry As the spectrum policy continues to play an essential
in Indonesia taking a part to support the Government role in the telecommunication industry competitiveness,
in Indonesia’s digital transformation agenda. As the Company will continue to strengthen its operational
mentioned in 2024, throughout the 2025-2030 period, strategies and manage its spectrum ecosystems.
the Government of Indonesia has articulated a series
of policy directions and regulatory initiatives aimed In a meantime, enhancements in cybersecurity,
in strengthening digital infrastructure, accelerating data governance, and digital identity frameworks
broadband connectivity, and establishing a foundation are expected to strengthen trust in Indonesia’s
for inclusive digital services. One of the priorities to the digital economy. For the Company, this translates to
Government’s national strategy is the development of a investment in backend systems, data protection, and
robust 5G ecosystem. This includes an effort to prepare compliance capabilities. The Company is ready to
the additional frequency suitable for 5G deployments. applied this regulation by preparing applications and
databases that accessible for the customers.
66 PT XLSMART Telecom Sejahtera Tbk
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Financial Review
The 2025 financial statements of PT XLSMART Telecom trillion in the previous year. Both the current assets and
Sejahtera Tbk and Subsidiaries had audited by Public non-current assets were increased due to the merger
Accounting Firm Rintis, Jumadi, Rianto & Rekan (a of XL and Smartfren. Increased in trade receivables,
member of PricewaterhouseCoopers global network) intangible assets and goodwill experience caused the
conducted by Public Accountant Lok Budianto, S.E., total assets has 33.8% higher numbers.
Ak., CPA with Public Accounting Practice License
No. AP.0239 signed on 12 February 2026. XLSMART’s current liabilities increased to Rp31.84
trillion compared to Rp21.02 trillion in 2024, due to trade
The public accounting firm concluded that the payable and current portion of lease liabilities. While
consolidated financial statements of the group as at the number of non-current liabilities also increased by
and for the year ended 31 December 2025 present end of 2025 to Rp53.47 trillion, caused by increase in
fairly, in all material respects, and in accordance with long-term loans.
Indonesian Financial Accounting Standards.
Post merger, the Company had a higher position on
Consolidated Statements of Financial Position paid-in capital and affected the total shareholders’
equity to Rp27.00 trillion, an increase of 75.2%
The Company’s total assets increased to Rp115.32 compared to 2024 position.
trillion as of 31 December 2025 compared to Rp86.18
(in Rp million)
Growth
Description 2025 2024
Nominal %
Total current assets 15,020,150 8,435,813 6,584,337 78.1
Total non-current assets 100,298,288 77,742,752 22,555,536 29.0
Total assets 115,318,438 86,178,565 29,139,873 33.8
Total current liabilities 31,839,607 21,016,639 10,822,968 51.5
Total non-current liabilities 53,470,123 38,939,554 14,530,569 37.3
Total liabilities 85,309,730 59,956,193 25,353,537 42.3
Total equity 30,008,708 26,222,372 3,786,336 14.4
Total liabilities and equity 115,318,438 86,178,565 29,139,873 33.8
Current Assets third parties increased in relation to the merger with
XLSMART’s total current assets reached Rp15.02 trillion Smartfren and Smart Telecom.
in 2025, an increase of 78.1% YoY from Rp8.44 trillion in
2024. The increase on current assets mainly supported The Company’s had investment in shares as a result of
by trade receivables and investment in shares. the business combination, the Company’s recorded an
18.32% ownership interest in Moratel as an investment in
While cash positions remained stable, trade receivables shares. This investment was fully disposed in December
increased to Rp5.02 trillion in 2025, representing a 2025 at a transaction price reflecting the fair value of
169.4% YoY growth from Rp1.86 trillion in the previous the investment.
year. Both trade receivables of related parties and
2025 Integrated Annual Report 67
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Management Discussion
and Analysis
(in Rp million)
Growth
Description 2025 2024
Nominal %
Cash and cash equivalents 2,666,146 1,386,637 1,279,509 92.3
Trade receivables 5,017,180 1,862,607 3,154,573 169.4
Other receivables 311,151 312,834 (1,683) (0.5)
Inventories 189,544 193,554 (4,010) (2.1)
Prepaid taxes 387,935 21,449 366,486 1,708.6
Prepayments 6,153,120 4,453,857 1,699,263 38.2
Other assets 295,074 204,875 90,199 44.0
Total current assets 15,020,150 8,435,813 6,584,337 78.1
Non-Current Assets
As a result of the business combination, XLSMART’s acquired goodwill and certain intangible assets, such as
spectrum and brand. In relation to it, the Company has two spectrum additions at 850MHz and 2.3 GHz. The
addition of spectrum has a value of Rp6.20 trillion. While after the merger, the Group recognised goodwill of
Rp6.4 trillion.
(in Rp million)
Growth
Description 2025 2024
Nominal %
Fixed assets 66,978,856 61,034,472 5,944,384 9.7
Intangible assets 13,589,549 6,885,298 6,704,251 97.4
Investment in associate 1,131,463 2,539,733 (1,408,270) (55.4)
Goodwil 13,345,600 6,915,592 6,430,008 93.0
Deferred tax assets 3,658,155 11,627 3,646,528 31,362.6
Contract cost 102,630 99,262 3,368 3.4
Other assets 1,492,035 256,768 1,235,267 481.1
Total non-current assets 100,298,288 77,742,752 22,555,536 29.0
Liabilities Current Liabilities
Integration process of both entities brought bigger The current liabilities reached Rp31.84 trillion, an
liabilities consequences, due to lease and loans. increase of 51.5% from the last year position, with the
biggest part of it are increased in trade payables from
For the integration financing, the Company’s has third parties, short-term employee benefit liabilities,
utilised facility from a syndicated loan, resulting an and the current portion of long-term borrowings on the
increase value of the borrowings. While in operational lease liabilities.
matter, significant tower lease agreements raised due
to numbers of total assets leased.
(in Rp million)
Growth
Description 2025 2024
Nominal %
Trade payables 14,024,471 8,251,224 5,773,247 70.0
Taxes payable 361,261 330,770 30,491 9.2
Dividend payable 104 - 104 -
Accrued expenses 1,229,391 606,833 622,558 102.6
Deferred revenue 3,254,911 2,428,858 826,053 34.0
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Growth
Description 2025 2024
Nominal %
Short-term employee 1,736,530 291,459 1,445,071 495.8
Provisions 17,324 17,324 0 0.0
Current portion of long-term borrowings 11,215,615 9,090,171 2,125,444 23.4
Total Current Liabilities 31,839,607 21,016,639 10,822,968 51.5
Non-Current Liabilities
The Company’s non-current liabilities increased by 37.3% YoY from Rp38.94 trillion in 2024 to Rp53.47 trillion in
2025. The increase is due to higher lease liabilities and long-term loans.
(in Rp million)
Growth
Description 2025 2024
Nominal %
Lease liabilities 30,196,820 28,225,767 1,971,053 7.0
Long-term loans 19,248,622 6,592,866 12,655,756 192.0
Sukuk ijarah 1,238,580 1,252,690 (14,110) (1.1)
Bonds payable 927,380 926,520 860 0.1
Deferred revenue 4,125 75,357 (71,232) (94.5)
Deferred tax liabilities 0 608,192 (608,192) (100.0)
Long-term employee 461,654 269,131 192,523 71.5
Provisions 1,392,942 989,031 403,911 40.8
Total non-current liabilities 53,470,123 38,939,554 14,530,569 37.3
Equity
Following the merger, the Company’s equity position is naturally higher due to issued share capital and additional
paid-in capital. At the end of 2025, additional paid-in capital was Rp27.00 trillion, increased from the previous year
position at Rp15.42 trillion.
(in Rp million)
Growth
Description 2025 2024
Nominal %
Share capital – authorised capital 1,819,986 1,312,843 507,143 38.6
Additional paid-in capital 27,000,270 15,415,071 11,585,199 75.2
Treasury shares - (134,445) 134,445 (100.0)
Merging entity’s equity - -
Retained earnings 1,013,956 9,466,923 (8,452,967) (89.3)
Non-controlling interest 174,496 161,980 12,516 7.7
Total equity 30,008,708 26,222,372 3,786,336 14.4
Meanwhile, the Company’s retained earnings decreased to Rp1.01 trillion from Rp9.47 trillion last year. All these
factors increased the equity’s shareholders to Rp30.01 trillion.
2025 Integrated Annual Report 69
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Management Discussion
and Analysis
Consolidated Statements of Profit or Loss and Other Comprehensive Income
For the twelve months of 2025, the Company delivered a strong financial performance. The strong topline was
supported by post-merger consolidation and higher mobile ARPU. While the bottom line were affected by one-off
items related to integration, business fundamentals remain strong.
(in Rp million)
Growth
Description 2025 2024
Nominal %
Revenue 42,445,960 34,391,597 8,054,363 23.4
Expenses
Depreciation expenses (17,585,538) (12,074,335) (5,511,203) 45.6
Infrastructure expenses (12,327,392) (8,942,323) (3,385,069) 37.9
Interconnection and other direct expenses (4,909,568) (3,284,180) (1,625,388) 49.5
Sales and marketing expenses (2,299,737) (2,094,192) (205,545) 9.8
Salaries and employee benefits expenses (4,286,366) (1,736,074) (2,550,292) 146.9
General and administrative expenses (841,999) (454,990) (387,009) 85.1
Amortisation expenses (428,521) (216,928) (211,593) 97.5
Foreign exchange gain/(loss) – net 8,699 (16,326) 25,025 (153.3)
Gain from sale and leaseback 141,227 415,641 (274,414) (66.0)
Others (1,055,559) (230,290) (825,269) 358.4
(1,138,794) (28,633,997) 27,495,203 (96.0)
Finance cost (4,015,661) (3,112,802) (902,859) 29.0
Finance income 97,860 80,256 17,604 21.9
Share of (loss) from associate entity (206,176) (297,829) 91,653 (30.8)
(Loss)/Profit before income tax (5,262,771) 2,427,225 (7,689,996) (316.8)
Income tax expense 848,669 (579,594) 1,428,263 (246.4)
(Loss)/Profit for the Year (4,414,102) 1,847,631 (6,261,733) (338.9)
Other comprehensive income (12,305) 9,151 (21,456 (234.5)
Total comprehensive (loss)/income (4,426,407) 1,856,782 (6,283,189) (338.4)
Total comprehensive (loss)/income attributable (4,438,923) 1,828,170 (6,267,093) (342.8)
to owners of the parent
Total comprehensive income attributable to 12,516 28,612 (16,096) (56.3)
noncontrolling interest
Basic and diluted earnings per share (276) 139 (415) (298.6)
Revenues integration post merger. Labor costs also increased
XLSMART’s grew by 23% to Rp42.4 trillion in 2025, +147% due to additional employees from the merger
compared to the previous year revenue of Rp34.40 impact and integration costs.
trillion. The post-merger revenue growth is mainly
supported by data and digital services and higher n-EBITDA
earned number from interconnection and other telco Throughout the integration process period, the
services. Company recognized one-off items such as integration
costs and accelerated depreciation.
Expenses
For the year of 2025, the operating expenses growth Integration costs primarily consist of expenses required
is driven by expanded operations and integration to align and consolidate operations during the post-
efforts. Interconnection and other direct expenses merger integration period. These include network-
increased due to FBB subscribers acquisition, while related optimization and consolidation, people-
regulatory costs increased due to higher frequency related costs such as organizational alignment, and
fees from additional spectrums acquired post-merger. commercial initiatives needed to harmonize products,
Meanwhile, the infrastructure cost also increased branding, and go-to-market activities.
by 31% due to higher number of sites and network
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Normalized Earnings Before Interest, Tax, Depreciation Taking into account the merger synergies realized,
and Amortization (Normalized EBITDA) recorded at business fundamentals remain strong despite the one-
Rp20.1 trillion, a 13% increase compared to last year off adjustments.
performance of Rp17.9 trillion.
Consolidated Statements of Cash Flows
Profit or Loss before Income Tax
Due to expense and expansion throughout the Cash Flows from Operating Activities
integration process, the Company experienced loss The cash flows generated from operating activities
before income tax of Rp5.26 trillion. slightly decrease to Rp17.50 trillion due to higher
payments for suppliers and other expenses Rp5.10
Profit or Loss for the Year and Total Comprehensive trillion and payments to employees Rp1.22 trillion.
Income or Loss On the other hand, higher receipts from customers
After income tax benefit, one-off items that occurred Rp39.81 trillion from Rp33.83 trillion last year explained
during integration period such as integration costs, the operational growth in positive direction after the
accelerated depreciation, and asset impairment during merger.
the integration period, the Company booked a loss of
Rp4.41 trillion, compared to the profit position of Rp1.85
trillion last year.
(in Rp million)
Growth
Description 2025 2024
Nominal %
Net cash flows generated from operating activities 17,501,453 17,833,645 (332,192) (1.9)
Net cash flows used in investing activities (7,162,367) (11,365,554) 4,203,187 (37.0)
Net cash flows used in financing activities (9,063,114) (6,054,212) (3,008,902) 49.7
Net (decrease)/increase in cash and cash equivalents 1,275,972 413,879 862,093 208.3
Cash and cash equivalents at the beginning of the year 1,386,637 966,027 420,610 43.5
Effect of exchanges on cash and cash equivalent 3,537 6,731 (3,194) (47.5)
Cash and cash equivalents at the end of the year 2,666,146 1,386,637 1,279,509 92.3
Cash Flows from Investing Activities Cash and Cash Equivalents at the End of the Year
Compared to 2024, the Company booked lower value Cumulatively, due to integration process the Company
of net cash flows used in investing activities in 2025 reported increase in cash and cash equivalents of
amounting to Rp7.16 trillion. Lower cash flows used Rp1.28 trillion compared to last year. Slight increased of
in investing activities due to lower value of acquisition cash and cash equivalents during the year, resumed in
of fixed assets and tangible assets to Rp9.30 trillion the cash and cash equivalents at the end of the period
compared to Rp9.50 trillion in 2024, sales of investment to Rp2.67 trillion.
in shares of Rp1.87 trillion, while the value of acquisitions
of business combination net of cash acquired became 0 Financial Ratio
due to Linknet acquisition accomplishment.
The Company measures its financial performance over
Cash Flows from Financing Activities the past two years using various financial ratios as
The net cash flows used in financing activities increased follows:
to Rp9.06 trillion, from Rp6.05 trillion in 2024. The major
difference, payment of cash dividends amounting
Rp4.01 trillion.
Description 2025 2024
Return on Invested Capital (%) (0.2) 6.1
Return on Assets (%) (4.3) 2.1
Return on Equity (%) (15.6) 7.0
Current Ratio (%) 47.2 40.1
Debt to Equity Ratio (X) 0.8 0.5
Debt to Asset Ratio (X) 0.2 0.1
Gross Debt to EBITDA Ratio (X) 1.3 0.7
Gross Debt to EBITDA Ratio – include Finance Lease (X) 3.5 2.6
2025 Integrated Annual Report 71
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Management Discussion
and Analysis
Liquidity
XLSMART, as one of the largest telecommunications Given that telecommunications is a capital-intensive
operator in Indonesia, requires liquidity to support sector, certain financial ratios may appear lower due to
ongoing investments in network infrastructure, cover ongoing infrastructure investments. Nevertheless, the
the operational expenses while ensuring excellent Company maintains liquidity and leverage at prudent
customer experiences. Accordingly, the Company levels.
needs to monitor the financial liquidity and quarterly
liquidity ratios to ensure that the assets and liabilities The Company’s liquidity is measured using the current
are managed prudently. Strong oversight from the ratio, quick ratio and cash ratio to evaluate its ability to
management and stakeholders ensures that the meet short-term obligations as shown below:
investment is optimally utilized.
Description 2025 2024
Current Ratio 47.2% 40.1%
Quick Ratio 46.6% 39.2%
Cash Ratio 8.4% 6.6%
Solvency
For XLSMART, maintaining solvency remains As of the end of 2025, gross debt to EBITDA (including
critical given the capital-intensive profile of the finance lease) is 3.5x compared to 2.6x in 2024, while
telecommunications sector, which requires sustained the debt-to-equity ratio in 2025 is 0.8x, compared
investment in network infrastructure, spectrum, to 0.5x in 2024, remaining below 1.0x and signalling
technology convergence, and licenses. continued headroom for future debt utilization.
In 2025, the Company continued to apply a balanced In the context of integration, the Company has secured
strategy between leveraging debt to support growth new syndicated long-term facilities from the banks.
and safeguarding a sustainable financial position Given XLSMART's profile and capacity, this financial
especially after the merger of both entities. aid will support the Company’s ongoing operational
agenda.
Receivables Collectability
For XLSMART, collectability is a critical issue since the remaining within current terms and 39% past due,
Company has many established partnerships with third compared with 45% and 55% respectively in 2024. This
parties and related parties. Collecting outstanding change impacted the provision number to a higher level
debts from the customers within a reasonable for impairment during the year. Management considers
timeframe results in cash flow and financial health. that the number of provisions for impairment this year
remains sufficient to absorb potential credit losses.
In order to cover the losses from uncollectible accounts,
the Company provides a provision for receivables The table below presents the ageing analysis and
impairment that has been included in general and impairment of the Company’s trade receivables as at
administrative expenses. 31 December 2025 and 2024, as well as the Company’s
actions to manage trade receivables.
In 2025, the Company experienced a shifting in the
ageing profile of its trade receivables, with 61%
72 PT XLSMART Telecom Sejahtera Tbk
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(in Rp million)
Growth
Description 2025 2024
Nominal %
Not past due 1,933,524 559,858 1,373,666 245.4
Past due:
Overdue < 30 days 314,594 140,584 174,010 123.8
Overdue 31 - 60 days 374,262 77,415 296,847 383.4
Overdue > 60 days 539,121 457,550 81,571 17.8
Subtotal 1,227,977 675,549 552,428 81.8
Provision for receivables impairment (415,643) (353,174) (62,469) 17.7
Total receivables 2,745,858 882,233 1,863,625 211.2
Capital Structure and
Capital Structure Policy
Capital Structure Management Policy considers the business from the return of invested
capital perspective.
The Company's capital management objectives are
to safeguard the ability of the Company to continue As a highly leveraged company, XLSMART actively
as a going concern in order to provide returns for manages its debt ratio at prudent levels to minimize
shareholders and benefits for other stakeholders, and financial risks and potential solvency issues.
to maintain an optimal capital structure to minimize the
effective cost of capital. In order to maintain the capital Capital Structure
structure, the Company may from time to time adjust
the number of dividends, issue new shares or increase/ In 2025, to maintain an optimal capital structure, the
decrease debt levels. Company’s carefully occupied the capital structure.
And to provide return for shareholders and benefits
The Company’s Board of Commissioners and Board for other stakeholders, the Company paid attention on
of Directors review the Company’s reports to assess the Interest-based debt consists of lease obligations,
performance and allocate resources. The Board also loans, Sukuk Ijarah and bonds payable as set out in the
table below:
(in Rp million)
Growth
Description 2025 2024
Nominal %
Lease liabilities 39,165,187 33,594,638 5,570,549 16.6
Long-term loans 21,480,871 8,846,978 12,633,893 142.8
Sukuk ijarah 1,253,579 1,966,686 (713,107) (36.3)
Bonds payable 927,380 1,679,712 (752,332) (44.8)
Total Capital from Interest-Based Debt 62,827,017 46,088,104 16,738,913 36.3
Total Equity 30,008,708 26,222,372 3,786,336 14.4
Total Capital 92,835,725 72,310,386 20,525,339 28.4
2025 Integrated Annual Report 73
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Management Discussion
and Analysis
Material Commitments for Capital
Expenditures
The Company makes capital expenditures budget to provide communication equipment,
each year to expand its business. A detail explanation telecommunication towers, installation and
of material relationships related to capital expenditure maintenance of network, software licenses and remote
can be found on Note No.33 “Significant Agreements” services.
of the audited financial statements. The short details • The Company uses internal funding sources from
are as follows: operating results and long-term loans for capital
• The Company cooperates with various parties expenditure commitments.
including PT Huawei Tech Investment, PT Ericsson • Capital expenditures are mostly denominated in
Indonesia, Amdocs Software Solutions, PT ZTE Rupiah.
Indonesia, Protelindo, Edotco and PT Application • Measures to protect the risk of related foreign
Solutions. currency positions are that the majority of the
• The Company entered into these engagements Company’s transactions are in Rupiah.
Actual Capital
Expenditures
XLSMART has capitalized capital expenditure of Rp11.2 trillion in 2025. Capital expenditures are primarily utilized for
network rollout as part of the integration, as well as to enhance service quality and improve the customer experience.
Detailed information on the capital expenditures lines is provided in the table below:
(in Rp million)
Description 2025 2024 2023
Direct ownership of assets
Buildings 1,896 85 4
Network equipment 6,598,818 4,531,347 3,154,045
Leasehold improvements 2,297 516 2,019
Machinery and equipment 79,770 130,876 123,753
Furniture and fixtures 2,418 692 1,265
Support systems - 15 15,646
Motor vehicles 4,831 358 1,410
Sub-Total 6,690,030 4,663,889 3,298,142
Fixed assets under constructions* 3,731,641 2,006,500 3,497,223
Addition of software 764,264 711,563 362,530
Total 11,185,935 7,381,952 7,157,895
*Include downpayment to suppliers paid in 2025
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Subsequent Events
Up to the issuance of this 2025 Annual Report in March 2026, the Company has not recorded any subsequent events
after 31 December 2025.
Realization of Proceeds
from Initial Public Offering
Throughout 2025, there was no realization of proceeds from public offering.
Targets and Achievements in 2025
XLSMART performance throughout 2025 was in line with the target determined after the merger. This guidance is
presented in accordance with the optimist operational results. Comparison on the 2025 with the target and the 2024
actual are presented in below table:
Financial Indicators 2025 Actual 2025 Targets 2024 Actual
Revenue Growth 23% In line with the market 6%
EBITDA Margin 42% Low to mid 40% 52%
Capital Expenditure Rp11.2 trillion Approximately Rp10 trillion Rp7.38 trillion
Dividends and Dividend Policy
XLSMART’s Dividend Policy was approved by the Board The declaration and distribution of the dividends by the
of Commissioners through the Board of Commissioners Board of Directors depends on the Company’s financial
Meeting No. 1/11 dated 28 January 2011 and health and following the latest regulations. XLSMART
communicated to Shareholders at the General Meeting will distribute dividends to shareholders of at least 30%
of Shareholders held on 14 April 2011. of the previous year’s normalized net profit, with the aim
of gradually increasing the payout ratio in the future.
The Company considers the dividend policy as an
important way to communicate with the shareholders, The dividend payment also depends on the Company’s
especially to share XLSMART’s performance during the capital adequacy, financial condition and other matters
financial year with the investors. taking into account the considerations of the Board of
Directors, and according to the applicable laws and
regulations.
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Management Discussion
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Fiscal Year Total Dividends Distributed Total Cash Dividend per Share Dividend Payout Ratio Dividend Payment Date
(in billion)
2023 Rp549,023 Rp42 49% 31 May 2023
2024 Rp635,296 Rp48.6 50% 31 May 2024
Rp1,120,266 Rp85.7 62% 24 April 2025
2025
Rp2,893,778* Rp159 114% 11 December 2025
* Including dividend payable of Rp104 million
Marketing Aspects
In 2025, XLSMART remains committed to providing purchase experience for prepaid and postpaid
top-tier services to its consumers by not only bringing products, and integrated rewards and loyalty
relevant technologies but also growing its network mechanics into a unified customer journey. These
across multiple cities in Indonesia. Despite being a initiatives were designed to promote stronger brand
transitional year marked by post-merger integration, consistency, support higher usage, and improve long-
the Company remained focused on innovating term monetization.
products, enhancing digital touchpoints, and delivering
services aligned with evolving customer needs in the In 2025, the Company through XLSMART for
increasingly digital consumer landscape. BUSINESS, is strengthening its position in supporting
the expansion of digitalisation processes in Indonesia's
Currently, the XL SATU network serves over 128 cities manufacturing industry. This time, XLSMART for
across Indonesia, including key areas in Java, Sulawesi, BUSINESS collaborates to unveil its latest 5G based
Sumatra, Kalimantan, Bali, and Batam, with over 6 innovation, the Autonomous Drone for Goods Delivery,
million home passes. This expansion aims to provide created specifically to accelerate and simplify logistics
fast and dependable connectivity to better support distribution processes in the manufacturing sector. The
daily activities in an ever-changing digital era. Just after Autonomous Drone solution emphasises XLSMART
the integration, XLSMART introduced varies of XL SATU for BUSINESS's commitment to fostering the growth
promo on May, June, August, October, and December, of Indonesia's digital economy ecosystem, notably
enable the customers to get promo on 12 months in the manufacturing sector. This solution directly
services with more quotas and affordable prices. addresses common distribution constraints faced by
manufacturers, including employment restrictions,
On July, the Company has reintroduced XL SATU Lite, delivery route difficulties, and the urgent need for time
which is now equipped with more advanced devices and cost efficiency.
and stable performance to facilitate families' digital
mobility. This plug-and-play device simply plugs For Indonesian customers traveling abroad, including
into a power source and is ready to use after swift religious pilgrims, XLSMART strengthened its roaming
self-installation. At the same month, the Company’s packages featuring competitive pricing, ample data
Smartfren service brand officially introduces Sarah, allocations, longer validity periods, and partnerships
a virtual assistant powered by GenAI (Generative with leading global operators. This initiative supported
Artificial Intelligence) that aims to provide faster, more the Company’s objective to capture growing outbound
responsive, and solution-driven customer service travel segments.
experiences. Sarah is now the new face of Smartfren
Care, ready to assist customers with an array of service Overall, XLSMART remained agile in launching
needs through digital platforms. new propositions, refining digital channels, and
strengthening both consumer and enterprise value.
Throughout 2025, XLSMART accelerated the These efforts contributed to improved brand positioning,
harmonization of its digital service portfolio across higher customer satisfaction, and the foundation for
mobile, FWA, and fibre offerings. The Company sustainable commercial growth in the years ahead.
expanded eSIM availability, streamlined the online
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Material Transactions Containing
Conflicts of Interest and/or Transactions
with Affiliated Parties
The Company does not enter any Material Transaction Containing Conflict of Interest.
Transactions with Affiliates/Related Parties
The Group enters into transactions with related parties as defined in PSAK 224 “Related Party Disclosures”. The
transactions with related parties are made under the same terms and conditions as those made with third parties.
The nature of transactions and relationships with related parties are as follows:
Related Parties Nature of the Relationships with Related Parties Nature of Transactions
Axiata Group Berhad Shareholder Reimbursement of expenses and
professional services
Axiata Investment (Indonesia) Sdn. Shareholder Reimbursement of expenses and
Bhd. professional services
Board of Commissioners and Key management of the Group Compensation and remuneration
Directors
PT ADA Asia Indonesia Entity related to shareholders Reimbursement of expenses and lease
of space
PT Asuransi Sinar Mas Entity related to shareholders Telecommunication services and
technology product
Apigate Sdn. Bhd. Entity related to shareholders Payment gateway services
Axiata Business Service Sdn. Bhd. Entity related to shareholders Reimbursement of expenses and
professional services
PT Axiata Digital Analytics Indonesia Entity related to shareholders Reimbursement of expenses,
mobile advertising business revenue
and expenses
PT Axiata Digital Labs Indonesia Entity related to shareholders Reimbursement of expenses and
network system development
PT Bank Sinarmas Tbk Entity related to shareholders Cash in banks, interest income,
telecommunication services, and
technology product
PT Berau Coal Energy Tbk Entity related to shareholders Telecommunication services
PT Borneo Indobara Entity related to shareholders Telecommunication services and
technology product
PT Bumi Serpong Damai Tbk Entity related to shareholders Telecommunication services and
technology product
PT Edotco Infrastruktur Indonesia Entity related to shareholders Sale and lease tower and land lease
PT Eka Mas Republik Entity related to shareholders Telecommunication services and
technology product
PT Eka Nusantara Gemilang Entity related to shareholders Telecommunication services and
technology product
PT Link Net Tbk Associate Wired network and Internet access
services
PT Pelita Reliance International Entity related to shareholders Telecommunication services and
Hospital technology product
PT Princeton Digital Group Data Associate Reimbursement of expanses and rack
Centers server rental expense
2025 Integrated Annual Report 77
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Management Discussion
and Analysis
Related Parties Nature of the Relationships with Related Parties Nature of Transactions
PT Sinarmas Agro Resources and Entity related to shareholders Telecommunication services and
Technology Tbk technology product
PT Ivo Mas Tunggal Entity related to shareholders Telecommunication services and
technology product
PT Asuransi Sinarmas Entity related to shareholders Telecommunication services and
technology product
PT Asuransi Simas Jiwa Entity related to shareholders Telecommunication services and
technology product
PT Asuransi Simas Insurtech Entity related to shareholders Telecommunication services and
technology product
PT Ekamas International Hospital Entity related to shareholders Telecommunication services and
technology product
PT Data Opal Terpadu Entity related to shareholders Telecommunication services and
technology product
PT Sinarmas Sekuritas Entity related to shareholders Telecommunication services and
technology product
PT Sinar Kencana Inti Perkasa Entity related to shareholders Telecommunication services and
technology product
PT Sinarmas Sentra Cipta Entity related to shareholders Telecommunication services and
technology product
PT Tapian Nadenggan Entity related to shareholders Telecommunication services and
technology product
PT Tumbuh Bersama Nano Entity related to shareholders Telecommunication services and
technology product
PT SMPlus Data Persada Entity related to shareholders Telecommunication services and
technology product
All transactions and balances with related parties are disclosed in note 30 to the audited consolidated financial
statements for the year ended 31 December 2025.
Transaction Related to Investments,
Expansion, Divestments, Mergers,
Acquisition, and Restructuring
In 2025, the Company entered into the following The transactions have complied with the related
transactions: regulations, including obtaining the fairness opinion
from the Kantor Jasa Penilai Publik and disclosure to the
1. Merger between PT XL Axiata Tbk, PT Smartfren public.
Telecom Tbk and PT Smart Telecom that established
in 16 April 2025.
2. On 4 December 2025, the Company divested all
4.33 billion shares ownership on PT Mora Telematika
Indonesia Tbk, with a total transaction value of
Rp1.87 trillion.
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Regulatory Changes that Impacted
the Company
Details below provides an overview of the changes to 3. Regulation No. 1 of 2025 to revoke several outdated
the law that took effect in 2025 and their impact on the technical requirements for telecom equipment
Company: previously issued by SDPPI/Kominfo.
1. Regulation of the Minister of Communication and 4. Decree of the Minister of Communication and
Digital No. 7 of 2025 establishes a formal legal Digital No. 469 of 2025, defining the list of products
framework for Embedded SIM (eSIM) technology use requiring telecom certification, including devices
in telecommunications in Indonesia. This regulation with telecom features like Bluetooth or Wi-Fi
covers how eSIM provisioning systems must work, (effective late 2025).
minimum technical and security standards, and
operator obligations. It was enacted on 11 April 2025 5. Directorate General of Digital Infrastructure
and is now in force. introduced Circular No. 3 of 2025 changing the
Declaration of Conformity format for telecom
2. Government Regulation No. 28 of 2025 ("PP equipment certification (effective August 2025).
28/2025") reforms the core business licensing
framework in Indonesia by fully adopting a Risk- 6. PP 28/2025, the Ministry of Communication
Based Business Licensing (PBBR) system for all and Digital issued Ministerial Regulation No. 15
sectors, including telecommunications. The new of 2025 setting business activity and product/
system replaced the previous risk-based framework service standards for risk-based licensing in
under Government Regulation No. 5 of 2021 ("PP telecommunications and ICT sectors.
5/2021") and took effect in June 2025.
Changes to the Accounting Standards
The following revised accounting standards, which are The following revised accounting standards issued and
relevant to the Group, were effective from 1 January are effective beginning 1 January 2027 and have not
2025 and do not result in any material impact to the been early adopted by the Group:
Group’s consolidated financial statements: • SFAS 119 “Subsidiaries without Public Accountability:
• Amendment of SFAS 221 “The Effect of Changes in Disclosures”.
Foreign Exchange Rates”: Foreign Exchange Rates • Amendment of SFAS 119 “Subsidiaries without
regarding Lack of Exchangeability. Public Accountability: Disclosures”.
• SFAS 118: “Presentation and Disclosure in Financial
The following revised accounting standards issued and Statements”.
are effective beginning 1 January 2026 and have not
been early adopted by the Group:
• Amendment of SFAS 109 and SFAS 107
“Classification and Measurement of Financial
Instruments”.
• SFAS 338 (Revision of 2025) “Business Combination
under Common Control".
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Management Discussion
and Analysis
Company Integration
XLSMART's integration of
two entities is one of the
most significant events in the
Indonesian telecommunications
sector in 2025. The merger
itself combined the subscriber
base as well as the spectrum
in a transaction valued at
Rp104 trillion. The integration
directorate has been fully
engaged throughout 2025 to
ensure a smooth transition and
deliver the promised benefits.
SANJAY VAGHASIA
Director & Chief Integration Officer
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Established
33%a NOC
“Preserve nationwide consolidation
& Expand” improvement in which enhances
strategy in the population coverage, radio network
integration process and capabilities
MOCN-ized
30+K sites
Directorate Key Strategies in 2025 In line with the strategic approach, the Company’s
North Star vision has driven digital and data
The Integration Directorate was established alongside integration. Under this vision, the digital integration
the merger process to prioritize critical decisions holds a streamlined system or platform where
required to execute the integration strategy and legacy customer-facing and internal systems are
approach. From day one of merger, the integration modernized and consolidated into unified platforms,
strategy has been “Preserve and Expand”. This enabling consistent user experiences, operational
strategy is applied in the new entity with a focus on efficiency, and seamless collaboration across
preserving guiding principles that maintain stability customers, employees, partners, and stakeholders.
while simultaneously advancing XLSMART’s business Meanwhile, data integration enables the creation of a
portfolio across mobility, enterprise and home comprehensive and unified, reliable dataset to support
segments, as well as capturing growth opportunities in strategic decision-making across the organization.
the Home and Enterprise businesses. Both the strategy Both initiatives help the Company achieve efficiencies,
and the guiding principles enable the team to prioritize and gain a more holistic understanding of customer
critical decisions and implement initiatives to ensure behavior, enabling the delivery of personalized
that the integration cover all key aspects, including experiences.
Network, IT, Commercial and Business Enablers –
Finance, People, Legal and Regulatory.
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Management Discussion
and Analysis
By adopting a new technology portfolio during the
The Integration Directorate was integration, XLSMART took several approaches that
enabled the Company to leverage brand assets from
established alongside the merger regional to national roaming prior to the MOCN activity.
process to prioritize critical
The Company also took a bold step toward enabling low-
decisions required to execute the band, mid-band, and high-band RAN capabilities to
integration strategy and approach. support the growth of 4G data services and the upcoming
5G launch. Another approach is ensuring that the FTTS
(Fiber to the Site) will be ready to complement the existing
To ensure that the integration of the two entities is FTTH footprint. In terms of the cloud readiness, the
effective, XLSMART has defined a blueprint across all Company has begun enhancing both private and public
functions, prioritizing event sequencing and assessing cloud capabilities to support XLSMART’s expansion as
its implications. The Company has appointed XLSMART well as the Enterprise Directorate.
Integration Champions whose mandate is to ensure
every single activity as depicted in the blueprint is XLSMART also encourages strategic partnerships
executed across functions while minimizing disruption with the core vendors, integration partners and tower
to business-as-usual operations. Progress is tracked lease partners. By leveraging the vendor and partner
with a real-time rolling dashboard, ensuring visibility, expertise, infrastructure readiness, and operational
accountability, and swift resolution of issues. This scalability, the Company has been able to facilitate
approach embodies our principle of “Every Action Drives critical activities such as NR/MOCN rollout, site
Synergy,” where each decision contributes to unlocking dismantling, and IT system harmonization. Collaboration
the full value of the merger. with the tower lease partners has also improved
execution speed, supported by proactive support in
Directorate Performance CME material readiness, early material shipment,
adequate downstream subcontractor deployment, and
The strategies implemented by XLSMART have proven PLN power coordination to ensure site readiness and
to be successful in ensuring integration while maintaining mobilization. Those coordinated efforts have enhanced
daily operations. The results of these strategies are the team performance and governance, while building a
measurable through both qualitative and quantitative sustainable progress.
indicators. The various benefits from the integration of XL
Axiata and Smartfren include NOC consolidation which Integration in 2026
enhances radio network capabilities; a 33% nationwide
improvement in population coverage; and the MOCN- Following the corporate strategy for 2026, the Integration
ized 30+k sites which serve various technologies of 2G, Directorate has formulated some initiatives to address
4G, and 5G. the challenges. While strategic guardrails have been
established to drive sustainable performance for each
The synergy results are above have exceeded brand throughout the integration process, consistent
expectations. By the end of 2025, we surpassed the execution at a granular level remains a key area of focus.
post-merger full-year 2025 targets, attributed by strong
strategy execution, governance, and a cohesive way of From a telecommunication standpoint, given the highly
working. At the same time, improvements in customer saturated telecommunication market in Indonesia, the
experience validate our strong position in term of Company faces a growing risk of customer churn as
integration approach and journey by far. competition intensifies and customer demands shift.
The growing sophistication of Indonesian customers
To enhance the customer experience, the team has setup challenges the Company to continuously adapt and
a dedicated cross-functional committee to evaluate the innovate to provide the best experience and deliver
voice of customers, as the customer experience is in the relevant services for our customers. As customer
heart of and paramount to XLSMART’s operations. demand evolves, XLSMART needs to keep pace with the
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growing customer traffic demands, providing a better ICT projects. Together, these pressures challenge B2B
experience through high-speed data access, ubiquitous business growth.
coverage, and a seamless journey enabled by state-of-
the-art digital touch points. Lastly, there is the rise of cybercrime. Cybercrime has
become a major issue, and XLSMART will actively take
In the Home business, extreme price sensitivity and the part to monitor, investigate and continuously prepare
rise of low-cost local ISPs have intensified competitive to address it. XLSMART’s collaboration with other
pressure. Customers prioritize low prices over quality, operators in launching the Telco API Alliance represents
making it harder for established operators to defend a critical step towards delivering more inclusive and
ARPU, differentiate based on service experience, and secure digital innovations, and provides a sustainable
sustain network investments in a market driven purely by measure against the cybercrime.
affordability. Through product optimization and digital
engagement, the Company encourages the customer
to have simplified offerings with optimum spending plan. Through product optimization and
In the Enterprise business, US–China trade tensions and
digital engagement, the Company
tightening government spending pose significant risks. encourages the customer to have
Supply chain uncertainties, higher equipment costs,
and restrictions on technology partnerships result in
simplified offerings with optimum
slower network deployment and customer fulfilment, spending plan.
while reduced public sector spending delays major
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Management Discussion
and Analysis
Network & Technology
Amid the integration process in
2025, XLSMART was executing
its consolidation agenda with a
clear strategic focus on sustaining
service excellence and enhancing
consumer experience. This
approach emphasizes network
leadership and cost efficiency
through technology integration,
unified network operations, and
continuous innovation to deliver
superior performance and
sustainable growth.
SHURISH SUBBRAMANIAM
Director & Chief Technology Officer
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Consolidation of Integration of the
50,000 CE & SOC
sites with combined spectrum into a single unified location
Key Strategies in 2025 Network integration efforts prioritize service continuity,
network reliability, and operational resiliency, while
The directorate has established year-long guidelines consolidating technology and unifying network
to ensure alignment with the Company’s strategic operations. Key initiatives include maintaining strong
priorities and to support post-merger value realization. partnerships with B2C and enterprise partners,
In 2025, the Technology Directorate is focused on three coordinating closely with tower providers to ensure
core priorities: rollout continuity, and expanding collaboration with
technology vendors.
1. Seamless network integration to strengthen service
reliability These strategies have proven effective, enabling the
2. Continuous improvement of customer experience achievement of critical milestones in the Company’s
3. Disciplined cost management to ensure sustainable network integration journey and establishing a strong
growth foundation for continued progress.
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Management Discussion
and Analysis
Directorate Performance The Company continues to invest in network
development, focusing on both expansion and
Post-merger, the Company has continued to strengthen performance upgrades while preparing for future
its network leadership by enhancing customer technology evolution. A key strategic initiative is the
experience, expanding capacity and coverage, and integration of the Customer Experience & Service
leveraging automation across network domains. Operation Centre (CE & SOC) into a single unified
location, consolidating two previously separate
From a coverage and capacity perspective, the Network Operation Centres (NOCs).
successful consolidation of over 50,000 sites with
combined spectrum has significantly expanded With an expanding network and a customer base
nationwide coverage and extended population reach, exceeding 73 million subscribers, a unified command
while delivering up to threefold capacity uplift. This centre is critical. The integrated CE & SOC significantly
has strengthened service availability and consistency improves monitoring efficiency, enables earlier
across both urban and non-urban areas. In parallel, prediction of potential network disturbances, and
to further enhance customer experience and service ensures that customer experience is consistently
quality, we have intensified network optimization maintained and enhanced.
efforts, with particular focus on improving gaming
performance and video quality. The Directorate also actively supports the Company’s
digitalization and network automation initiatives. These
XLSMART continues strategic collaborations efforts enhance network resiliency through Software-
with Huawei and ZTE, ensuring optimal network Defined Networking (SDN), improve customer
management across Indonesia. In parallel, the Company experience via Self-Organizing Networks (SON),
is strengthening employees’ digital capabilities to equip deliver cost savings through RAN AI-based power
them for the challenges and opportunities of the digital optimization, and increase operational productivity
transformation era. through AI adoption in network operations, including
faster problem resolution and automated fault
demarcation.
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Outlook in 2026 Alongside completing network integration and
accelerating automation, the Company will place
In 2026, the Company’s strategic priorities will focus on: increased emphasis on strengthening network
operations capabilities by gradually enhancing internal
• Implementing an effective spectrum strategy; ownership of operational intelligence and decision-
• Completing network integration, particularly across support frameworks.
transport and core networks;
• Pursuing smart and disciplined investments; This approach aims to build a more integrated and
• Delivering sustainable cost efficiencies; cohesive tools ecosystem, with stronger alignment
• Accelerating automation to further strengthen of data, analytics, and automation across network
operational excellence. domains. The objective is to improve operational
visibility, decision-making agility, and long-term
The integration of XL’s 1.8 GHz mid-band spectrum with scalability, while supporting increasing network
Smartfren’s 850 MHz and 2.3 GHz spectrum will create complexity and future technology evolution. Through
a complementary and balanced spectrum portfolio, this evolution, XLSMART seeks to enhance operational
optimizing the trade-off between coverage, capacity, resilience, gradually reduce dependency risks, and
and overall network quality. improve overall efficiency—without disrupting network
stability or existing operational performance.
With the consolidated network designed for forward-
looking capacity and embedded 5G capabilities, While continuing to optimize existing network assets
XLSMART will be well positioned to capture new and carefully balance investment requirements, the
market opportunities and sustain long-term growth. Company believes that sustained stakeholder support
The Company will continue to advance 5G network will further enhance performance. This includes
development and leverage this technology to expand continued progress in green energy adoption, AI-driven
and enhance converged services across mobile, home, power optimization, and the ongoing simplification and
and enterprise segments. optimization of network architecture to achieve greater
operational efficiency and a lower environmental
footprint.
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Management Discussion
and Analysis
Information Technology
Following the merger, XLSMART
entered a critical phase of
consolidation with a clear priority:
to protect and enhance customer
experience while unlocking long-
term value through disciplined
technology integration. In a post-
merger environment, information
technology plays a pivotal role not
only in operational continuity, but
also in enabling synergy realization,
cost efficiency, and future-ready
digital capabilities.
YESSIE D. YOSETYA
Director & Chief Information Technology Officer
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Rationalized
90%
Unified
Rationalized
30% of of internal
more than50%
applications finance of product
procedures portfolio
Information Technology Post Merger below existing running costs. Cloud adoption continues
to be the default architecture, with infrastructure refresh
The IT directorate focused on addressing structural decisions aligned to long-term scalability, resilience,
challenges arising from the integration of two and future-proofing objectives.
legacy environments, including system duplication,
fragmented architectures, and inconsistent operating Cost optimization remains a strategic lever rather
processes. Through a structured and execution-driven than a short-term efficiency exercise. The IT function
approach, the Company successfully managed, contributed directly to value creation by optimizing
integrated, and streamlined its technology landscape. cloud utilization, eliminating redundant software and
More than 30% of applications were rationalized, guided maintenance contracts, and applying generative and
by AI-powered portfolio analysis, while consistent agentic AI to automate continuous workflows. These
architectural standards were enforced through the initiatives were extended across business functions
Architecture Review Board now enhanced with agentic through unified platforms for finance, sales, marketing,
AI-based automated compliance checks. In parallel, and analytics—strengthening governance, improving
IT process governance across demand management, decision-making, and lowering the IT cost-to-revenue
operations, and security was harmonized using AI- ratio. As a result, XLSMART successfully freed capacity
native workflow automation and predictive analytics. for reinvestment into high-impact transformation
initiatives while sustaining operational excellence.
AI has become a core enabler of XLSMART’s post-
merger transformation. The Company adopted With this AI-first approach, XLSMART post-merger
an AI-first and cloud-first strategy, reinvesting in IT Directorate strategy is anchored in a unified
innovation while maintaining strict financial discipline. transformation roadmap that emphasizes execution
All new technology investments are prioritized based discipline, cost efficiency, and the timely realization of
on strategic transformation impact, with the clear merger strategies.
constraint that total investment levels remain at or
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Management Discussion
and Analysis
IT Strategic Approach IT Performance in 2025
To sustain and strengthen the service quality post- Integrating two distinct technology environments posed
merger, the IT Directorate has adopted strategy focused inherent complexity. However, through disciplined
on three pillars: Customer Experience, Digitalization strategy execution, the IT directorate successfully
& Automation, and Harmonization & Process. Each delivered strong post-merger performance across five
pillar addresses a distinct area to ensure operational key technology domains:
continuity and transformation value. • Security: Improved XLSMART’s company-wide
• The Customer Experience pillar. Ensuring seamless security posture by 25%, reducing cybersecurity
and consistent customer journeys across a three- and data privacy risks.
brand mobile strategy, a unified home broadband • Analytics: Implemented advanced analytics and
service, and a single enterprise business platform. applied AI for predictive insights, enhancing data-
This includes consolidation of core and enterprise driven decision-making.
systems to unlock operational and customer • Core Systems: Improved reliability and reduced
experience synergies. incidents by 25%.
• Digitalization & Automation pillar. Reducing • Cloud: Migrated 60% of workloads to the cloud,
manual processes, accelerating service delivery, enhancing scalability and resilience.
and improving operational resilience through AI- • IT Managed Services: Automated routine tasks
native automation, predictive analytics, and digital using AI-ready platforms, improving regular
self-service capabilities. operational process by 50%, and freeing up
• Harmonization & Process pillar. Eliminating resources for innovation.
duplication, standardizing governance, and
aligning operating processes to fully realize post- From financial perspective, the 2025 strategy has
merger efficiencies. resulted in a significant impact. This is evidenced by
the IT cost synergy which has surpassed full year 2025
Throughout 2025, these strategic pillars delivered target, achieved through cost discipline and strategic
tangible outcomes. Customer experience continued to transformation execution.
strengthen, with digital engagement steadily rising as
the Company achieved a monthly active user rate of The Directorate believes that these achievements
57–63% on its own digital touchpoints relative to total are strongly aligned with the strategy established
mobile subscribers. in early stage of the merger, confirming the delivery
of the transformation goals set by the two entities.
Digitalization and automation initiatives reduced Operational excellence was further reinforced by
manual processes by 30% driven by automation 99.5% system availability, 95% first-time-right
tools and AI-native workflows. These improvements delivery, and a 25% incident reduction—supporting
enhanced service responsiveness and operational customer satisfaction and continued growth in digital
stability. engagement. Key transformation milestones, including
finance system consolidation and sales & distribution
Meanwhile, on the harmonization and process front, platform unification progressed in line with early
the post-merger consolidation yielded substantial merger objectives.
efficiencies. Nearly 90% of finance processes were
unified, targeted a 30% reduction in duplicated systems, IT Outlook in 2026
rationalized more than 50% of its product portfolio,
and achieved a 25% decrease in incident rates. These Looking ahead to 2026, IT Directorate faces challenges
results reflect strong cross-functional collaboration shaped by integration complexity, legacy platform
and disciplined execution across the organization. decommissioning, and data & AI governance risks. Key
focus areas expected to shape IT priorities:
To maintain the Directorate focus on customer
experience, digitalization & automation, and
harmonization & process; IT Directorate implemented
targeted adjustments during the year, including: Digitalization and automation
• Scope refinements: streamlined 20% of project
portfolios to focus on high impact initiatives.
initiatives reduced manual
• Platform consolidations: targeting a 30% reduction processes by 30% driven by
in legacy platforms in the coming year, accelerating
the adoption of cloud-native and AI-ready solutions.
automation tools and AI-native
workflows.
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• Personalization at Scale: Deploying AI-native and platforms to empower customers and reduce
Agentic AI solutions to deliver hyper-personalized resolution times.
customer experiences across all digital touchpoints, • Customer Feedback Loops leveraging real-time
while managing data privacy and consent analytics and sentiment analysis to drive continuous
management. improvement.
• Omnichannel Consistency: Enabling seamless • Experience Monetization by developing premium
customer journeys across digital and physical digital experiences and data-driven value-added
channels, through unified data platforms and real- services.
time analytics.
• Proactive Support: Scaling GenAI-powered virtual To execute these priorities, the 2026 IT strategy
assistants to anticipate and resolve customer issues builds directly on the established pillars of Customer
before escalation. Experience, Digitalization & Automation, and
• Trust & Security: Strengthening cybersecurity, data Harmonization & Process, with focused initiatives
governance, and AI controls to protect customer including personalized digital channels, frictionless
information as digital engagement increases. customer journeys, proactive engagement through
agentic AI, and continuous improvement through agile
Alongside these challenges, the Company also identify feedback and rapid iteration.
opportunities that are beneficial and able to support its
continued healthy growth, particularly in the area of Through disciplined execution, robust governance,
information technology: and a continued focus on trust and resilience, the
• AI-Driven Personalization to increase individual IT Directorate remains committed to translating
customer engagement and loyalty. technology leadership into sustainable value creation
• Self-Service Innovation thorugh AI-powered digital for XLSMART.
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Management Discussion
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Enterprise Business
The Company’s Enterprise
Directorate concluded
2025 with strong results,
strengthening its position
as the preferred integrated
ICT solution provider and
strategic technology partner
for enterprises and the
Indonesian government.
ANDRIJANTO MULJONO
Director & Chief Enterprise & Strategic Relationship Officer
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Introduced two Introduced Formulated
flagship initiatives: the
strategic
Bravo 500 SBP concept framework
& ESTA (Seller-Buyer-Partner)
that redefined the
called
(Enterprise Smart
Technology &
traditional business MOVANI
model
Automation)
The Initiatives As the merger provided the Company strong
momentum to continue its performance and formed
Following the integration of two major a more unified entity to deliver services, the Bravo
telecommunication companies in April 2025, the new 500 Summit was launched and has become one of
entity, XLSMART, no longer acts as a connectivity the most recognized and prominent corporate digital
provider. It has evolved into an enabler of the digital leadership forums in Indonesia. By uniting leaders
ecosystem, integrating AI, Cloud, IoT, and cybersecurity across industries, governments, and technology
solutions under its digital initiative framework. The partners into one integrated ecosystem, the Company
Company believes this transformation will accelerate has successfully showcased its service quality and
through the leader’s connectivity, learning and actions. thought leadership.
With the Sinar Mas Group as a strategic priority partner,
we see significant opportunities to build a robust digital In parallel, the ESTA platform has accompanied the Bravo
ecosystem across the Group. 500 implementation as a strong framework, guiding the
Company in designing, delivering and scaling enterprise
In achieving this performance, the Enterprise solutions that create real business value.
Directorate introduced two flagship initiatives, Bravo
500 and ESTA (Enterprise Smart Technology & Collectively, these initiatives have elevated the
Automation). While Bravo 500 refers to a curated group Company’s brand visibility, expanded this collaboration
of Indonesia’s 500 leading enterprises with significant network, and positioned XLSMART as a strategic
exposure, the ESTA platform enables the Company partner in Indonesia’s digital transformation.
to become the first full-stack managed ICT service
platform to empowers these companies in managing
their ICT ecosystem.
2025 Integrated Annual Report 93
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Management Discussion
and Analysis
Directorate Performances significant digital adoption and demand for integrated
ICT solutions and security. These collaborations
For the Enterprise Directorate, the merger established provided steady and healthy business growth,
stronger fundamentals in connectivity. While the improved operational efficiency, and stronger solution
integration period created a storming phase for the monetization while anchoring the enterprise growth
Company, it also provided the opportunity to grow and the ecosystem engagement.
and strengthen the enterprise infrastructure through
continued investment. To deepen the relationship between the Company
and its customers, we introduced the SBP concept
With enhanced capital expenditure, the Directorate (Seller-Buyer-Partner), a transformative approach
implemented a new strategy for asset monetization, that redefined the traditional business model. Aiming
maximizing connectivity growth, and expanding to move beyond the conventional transactional models
partnership value. By leveraging ESTA platform, the of selling and buying, and instead build a mutually
Company enhanced its competitiveness while pursuing beneficial, long-term partnership based on shared
organic and subsidiary growth through Hypernet and growth and collaboration; this concept creates an
XL Singapore. The Company ensured it could reach integrated ecosystem where sellers, buyers, and
customers efficiently and provide higher service quality partners can work together, leveraging each other’s
through both direct and indirect Go-To-Market (GTM) strengths, exchanging ideas, and driving innovation
approaches. together to achieve a sustainable future.
Throughout 2025, the key contributors to the Overall, the Directorate maintained its existing client
Directorate’s performance were financial services base while establishing new partnerships in 2025,
companies, technology & services providers, and delivering a solid performance that contributed to the
government sectors, each of which demonstrated Company’s revenue and growth.
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Enterprise Outlook in 2026 strategic framework called MOVANI (Monetizing
Assets, Creating Value Added, and Creating New
Entering 2026, the Company faces another challenge Investment):
with the saturation of mobile and fixed connectivity.
To address this, we manage to engage with the • Monetizing Assets serves as a key growth driver,
existing customers while optimizing indirect channels leveraging our existing telco infrastructure and
to capture new opportunities effectively. Meanwhile, capabilities to generate new revenue streams and
the rollout of 5G technology will serve as a true game maximize asset productivity.
changer, unlocking a new era of ultra-fast connectivity, • Creating Value Added focuses on strengthening our
low latency, and massive IoT integration. These will role as a collaborative partner, offering innovative
help business to transform their operations, enhance solutions and services that enhance customer
productivity, and accelerate innovation across all experience and deliver measurable business
sectors. outcomes.
• Creating New Investment represents our
The Enterprise Directorate is confident that telco assets commitment to continuous innovation and market
monetization will maintained strong double-digit differentiation exemplified by the ESTA Platform, a
growth, supported by the ever-increasing demand breakthrough initiative that positions us ahead of
for reliable connectivity services. The deployment other industry players in delivering full-stack ICT
of 5G technology will become an amplifier, which managed services.
is expected to unlock the new digital opportunities,
enable advanced enterprise solutions, and accelerate Together, these three pillars of the Company’s strategy
innovation across industries. to accelerate enterprise digital transformation and
sustain long-term growth in Indonesia’s evolving ICT
To solidify the Company’s pace of growth next year, landscape.
the management has formulated a comprehensive
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Regulatory & Sustainability
The merger of the three
operators has brought many
positive impacts to the Company
and the industry. One of the
most notable outcomes is the
expanded opportunity to deliver
services to customers through
the wider telecommunications
coverage supported by the
new entity, XLSMART. This
integration not only transformed
telecommunication services, but
also impacted the critical aspect
of the industry, namely spectrum
management.
MERZA FACHYS
Director & Chief Regulatory Officer
96 PT XLSMART Telecom Sejahtera Tbk
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Managed a total of Managed
8,000
In a journey of
152 MHz across 225,649 BTS new sites rollout
multiple frequency bands
Verified carbon
emissions reductions
Purchased 3,000 Expanding its flagship
upto 70,298 tons RECs from PLN in CSR platform,
of CO2 across Scope 1
supporting clean energy
program
TriKarsa
and Scope 2
By the end of 2025, XLSMART managed a total of 152 The Company also remains committed to collaborating
MHz across multiple frequency bands and served with regulators, authorities, and key stakeholders,
more than 73 million customers. With greater spectrum including industry peers, to shape policies and
capacity, the Company is well positioned to improve regulations aimed at protecting consumer rights
internet service quality, extend network coverage, and while ensuring a fair and sustainable industry. Such
accelerate the adoption of 5G technology. collaboration is essential for enabling industry players
to deliver the best possible services to customers.
Following the merger, the Company has continued to
actively uphold regulatory compliance. The Company is In this regard, the Regulatory Directorate consistently
committed to implementing several mandated changes aligns its efforts with the Company’s strategic priorities,
within five years after the merger, in accordance with ensuring that all advocacy activities support improved
government requirements. These include the rollout customer experience and reinforce the Company’s
of 8,000 new sites, providing coverage to 172,000 position within Indonesia’s telecommunications
educational facilities, 8,000 healthcare facilities, and landscape.
42,000 government offices, as well as increasing
download speed by 16% by 2029.
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Management Discussion
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Regulatory Challenges could bring benefit to everybody.
Along with the merger, the Company has encountered Spectrum Allocation
several regulatory challenges. These issues are inherent
to the telecommunications operators, and particularly Achieving the government’s objectives for a USD360
those involving spectrum management and network billion digital economy by 2030 and realizing Visi
infrastructure. Indonesia Emas 2045 requires strong foundational
infrastructure. Telecommunication service providers
Regulatory Charges are the important frontliners that play a pivotal role in
digital transformation and adoption of new technologies
The telecommunications industry in Indonesia has been (including 5G and beyond).
burdened by an unsustainable regulatory cost structure,
with charges amounting to approximately 14% of Considering that only three operators currently serve
gross revenue. This level is well above the thresholds the cellular service which require industry sustainability
recommended by global institutions such as the GSMA to provide the excellent service in supporting national
and the World Bank, which indicate that a healthy digitalization program, the regulators need to
and sustainable range should remain below 10%. We determine a fair and efficient allocation mechanism
strongly urge all relevant government stakeholders— for all available spectrum bands (low-band, mid-band
including the Ministry of Communication and Digital and high-band).
Affairs, the Ministry of Finance, and legislators in the
House of Representatives—to recognize the risks. Such Biometric KYC (Know Your Customer)
a high ratio diminishes the industry’s capital capacity
and may impact the industry’s sustainability, which is Digital ecosystem scam and fraud is escalating,
closely correlated with the quality of telecommunication leading to financial, psychological and social losses.
services, reduced expansion of telecommunication Strengthening identity verification through the
coverage and adoption to new technology. KYC process is essential to avoid the fraudster’s
and scammer’s activities, particularly schemes of
Fair Contributions from Business Actors impersonating other person. The implementation of
through Internet (Over The Top – OTT) Biometric KYC will significantly improve the resilience
of digital transformation, and significantly reduce
The rapid expansion of internet-based activities such vulnerability of fraud & scam activities.
as social media, video streaming, digital payments,
and ride-hailing has driven significant growth in data Outlook in 2026
consumption. In Indonesia, for example, mobile data
traffic continues to grow at double-digit rates annually, Telecommunications operators undeniably face
placing significant pressure on network capacity complex challenges related to spectrum availability,
and requiring substantial, ongoing investment from efficiency, and regulatory compliance. XLSMART is
telecommunication providers. no exception. Following the merger, the Company
now manages a consolidated portfolio of 152 MHz of
Currently, the OTT market operates with minimal spectrum across multiple frequency bands inherited
regulatory obligations, in contrast to the telco operators from the two legacy entities. In line with regulatory
which have to meet several requirements related to obligations and government requirements, XLSMART
coverage, service quality, spectrum management, is preparing to return its 7.5 MHz of spectrum in the
and infrastructure readiness. This condition creates 900 MHz band to the government in the coming
structural challenges as the operators bear the financial year, as mandated by the Ministry of Communication
and operational burden of sustaining the networks for and Digital Affairs (Komdigi). This strategic initiative
OTT. ensures compliance with national spectrum policy,
while enabling the Company to refine its long-term
From this point of view, we urge the regulator to spectrum map.
re-examine this issue from a holistic perspective,
recognizing that the internet is an ecosystem in which
all actors are interdependent. This success of all Achieving the government’s
digitalization which relies on the internet quality cannot objectives for a USD360 billion
be achieved without strong telecommunications digital economy by 2030 and
infrastructure supporting the OTT providers. Therefore,
there should be close and mutual cooperation between
realizing Visi Indonesia Emas
these two key players, telco and OTT, to ensure that this 2045 equires strong foundational
ecosystem remains healthy, sustain and flourish which infrastructure.
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Sustainability in Progress Nevertheless, in 2025, the Company also received
positive evaluations from other global rating agencies,
Over the past years, both XL Axiata and Smartfren, including a Rating of 2 from Sustainable Fitch (with 1
have made measurable progress in reducing their being the highest and 5 the lowest), as well as a 6-point
carbon footprint and strengthening ESG transparency. increase to 43 from 37 previously, as assessed by S&P
Before and after the merger, XLSMART consistently Global CSR.
recorded a year-on-year reduction in GHG emissions,
driven by network modernization, energy-efficient Starting next year, we will re-enter CDP with complete
equipment, and renewable energy through 3,000 unit XLSMART data and pursue broader sustainability
of Renewable Energy Certificates (RECs) cover for 3 ratings, including Sustainable Fitch Ratings, to
buildings (XLSMART Tower, XLSMART Sabang and benchmark our performance globally. Overall, these
XLSMART BSD). Both legacy companies also expanded achievements extend beyond recorded emissions
visibility into Scope 3, particularly downstream reductions and include the establishment of governance
emissions related to purchased goods, services, and structures, systems, and a robust data foundation
capital equipment, allowing the Company to build a needed for a scalable, long-term decarbonization
more accurate baseline for the merged entity. journey under the new entity.
In terms of external recognition, XL Axiata achieved a Over the next three years, XLSMART will move from
CDP Climate Change score of “B”, placing the company integration to acceleration, focusing on initiatives that
above many regional peers. In 2024 and 2025, the strengthen compliance, reduce environmental impact,
newly merged XLSMART focused on harmonizing and enhance our role in Indonesia’s digital inclusion
methodologies and preparing a robust, unified dataset agenda.
and internal ESG disclosures aligned with GRI and POJK
51. First, our Net Zero Roadmap baseline will be developed
starting 2026 and aligned with international best
During this integration period, we also continued our practices such as SBTi. This roadmap will define
participation in global rating assessments such as decarbonization pathways for our network, data
the S&P Global CSA and Sustainable Fitch Ratings, centers, supply chain (Scope 3), and operations. It will
although we temporarily limited our participation to include near-term science-based targets, energy-
ensure data accuracy. efficiency commitments, renewable energy strategies,
and supplier engagement programs.
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Management Discussion
and Analysis
Second, we will scale our Circular Economy and capabilities, access to opportunities, and create shared
e-Waste Management program across the merged values. In education pillar, XLSMART advanced the
network footprint. In connection with the rollout of Teman Pintar Indonesia program, which focuses on
approximately 30% of tower infrastructure over digital literacy program and equal access to knowledge
the coming years, XLSMART is formalizing a unified for students and teachers across Indonesia. In women
policy for e-waste disposal that fulfills Indonesia’s empowerment pillar, XLSMART strengthened the
environmental and HSE regulations (including B3 waste implementation of Sisternet, a pioneer platform
requirements). This includes vendor compliance (ISO dedicated to elevate the entrepreneurship of Indonesian
14001/45001), due-diligence checks, and transparent women through training, mentorship, and sharing
end-to-end tracking of waste, from collection to final communities. While in philantrophy pillar, the Company
recycling. expanded its social capabilities through XLSMART
Peduli, a humanitarian initiative for community needs,
Third, XLSMART continued to strengthen its community emergency relief, and social welfare.
impact programs by expanding the scope, reach, and
sustainability of its flagship CSR platform, known as Finally, our priorities include strengthening ESG data
TriKarsa. This framework reflected the Company’s core integration, aligning policies across merged entity,
social value pillars in education, women empowerment, and advancing Double Materiality Assessment (DMA)
and philanthropy that demonstrate our commitment results into Board-approved actions that drive long-
to communities. We also ensure that every initiative term value. We are embedding ESG accountability
is rooted in community and for long-term period. across all Company’s work units and ensure its
Guided by the principle of “community development compliance to regulations and global standards, also
and empowerment from and for all XLSMART CSR positioning the Company as the benchmark for digital
program”, these activities are designed to build sustainability in Indonesia.
The commitment were brought to life through five strategic focus:
Community Development:
Strengthen local ecosystems through digital inclusion and education access.
Best Place to Work:
Unified culture, enhance skills, and employee experience.
Customer Engagement:
Elevate accessibility, affordability, and digital literacy to build trust.
GHG Emissions:
Establish decarbonization and energy-efficiency pathways.
Data Privacy & Security:
Strengthen cybersecurity maturity and compliance readiness.
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Sustainable Initiatives and integrating cloud-based systems to minimize
printing requirements and the physical distribution
XLSMART is committed to accelerating carbon of documents, further reducing its environmental
neutrality through environmentally responsible footprint.
sustainable digital innovation, and integrates
environmental stewardship, social progress, and The Company has advanced its energy transition
strong governance into every step of its journey. through the purchase of 3,000 Renewable Energy
Certificates (RECs) from PLN as part of its commitment
The Company has implemented emissions reduction to supporting the use of clean energy, in line with its
initiatives through the digitalization of network long-term target of achieving net zero emissions by
infrastructure, including the replacement of 2050.
conventional shelters with outdoor cabinets that
eliminate the need for air conditioning. This initiative The XLSMART merger has resulted in the requirement
has resulted in verified carbon emissions reductions of for the complete retirement of the 900 MHz spectrum
up to 70,298 tons of CO₂ across Scope 1 and Scope 2. by the end of 2026, while adding 80 MHz of spectrum
to expand the network coverage. The Company is
XLSMART has also adopted drone technology for managing this transition through the deployment of
aerial surveys and safety inspections, reducing more energy-efficient network equipment, supporting
reliance on conventional operational vehicles that improved coverage while enhancing operational
generate fuel-related emissions. In parallel, the efficiency and reducing emissions.
Company is progressively digitalizing services
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Management Discussion
and Analysis
Home Business
In 2025, integration is
progressing extremely
well, delivering initial
operational efficiencies
that now powering
the final phase of
strategic alignment to
optimize commercial
and financial synergies
while strengthen the
Company’s competitive
positioning.
FEIRUZ IKHWAN
Chief Strategy and Home Business Directorate
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Connectivity plays
a pivotal role in
Enhancing We offer customers
Integrated home
the customer experience in
advancing the
an effort to reduce churn,
Internet services
Company’s enhance satisfaction,
in one package with
thepayment
growth Increase
and
simplicity
strategy Lifetime value
Key Strategies in 2025 This demonstrates our disciplined focus on value
creation by acquiring and retaining customers through
Amid an increasingly competitive landscape, evolving superior service and offerings. As a result, the strategy
ARPU dynamics, and significant headroom for has also strengthened the bottom line through improved
broadband expansion, the Directorate plays a pivotal cost efficiencies and direct EBITDA growth.
role in advancing the Company’s growth strategy. To
drive the agenda, the Company established three key Directorate Performance
priorities:
The Directorate continues to contribute to sustainable,
Priority 1 Priority 2 Priority 3
value-creating growth for XLSMART. Strengthening
Customer Strengthening Quality growth the bottom line ensures our discipline drives direct
experience relevance driven by a EBITDA expansion, not just top-line growth. We are
leadership through a stronger sales also enhancing the customer experience in an effort
simpler, infrastructure to reduce churn, enhance satisfaction, and increase
customer- lifetime value, stabilizing the customer base and
led product lowering the cost of acquiring lost customers.
portfolio
Additionally, we developing market-relevant
These priorities delivered strong results by the end of propositions that support upsell and cross-sell
2025, reflected in healthier churn levels, stronger high- opportunities, enabling revenue per household to grow
speed leadership, and sustainable acquisition growth over time. As a result, the Company has accelerated
while maintaining ARPU above the industry average. growth recovery and recorded lower churn levels.
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Management Discussion
and Analysis
Market Opportunity These efforts reinforce the Company’s customer-
centric foundation to navigate evolving industry
Indonesia’s home broadband market presents a challenges, including protecting ARPU, expanding
significant long-term growth opportunity as digital coverage efficiently, and delivering a differentiated
connectivity becomes increasingly essential for experience as customer expectations rise. Despite the
households. Broadband penetration remains relatively challenges, we believe that the opportunities in 2026 are
low compared with more mature markets in the region, equally significant. To grow both our scale and our value
leaving substantial room for expansion as more homes simultaneously requires protecting customer income,
adopt reliable internet connectivity. the Company will focus on several key initiatives:
At the same time, demand for high-quality connectivity • Achieving network Excellence: As we believe that
continues to accelerate as households rely more on network reliability has been the number one driver of
streaming, gaming, remote work, digital learning, and customer satisfaction, the Company has improved
multiple connected devices. As these digital activities the network consistency and stability, while
increasingly take place at home, broadband is evolving rapidly resolving network issues through proactive
from a discretionary service into a core household utility measures.
that supports everyday life.
• Digitizing customer support for faster resolution:
Growing digital engagement is also driving higher This allows the Company to resolve issues much
usage intensity, with households consuming more faster, provide real-time assistance, improving
data and requiring faster, more reliable connections resolution speed, accuracy, and overall customer
to support multiple users and devices simultaneously. responsiveness.
As connectivity becomes more embedded in daily
routines, expectations around speed, stability, and • Ensuring customers are matched to the right
service experience will continue to rise. plans: We offer plans designed to accommodate
household needs and recommend the right speed
Against this backdrop, the market remains structurally and configuration, provide modular flexibility so
attractive as expanding infrastructure and broader the customers can customize their own plans, and
digital adoption enable more households to participate ensure clarity and transparency to avoid bill shocks,
in the digital economy. By leveraging its integrated guaranteeing that customers are receiving fair
network capabilities, strong brand portfolio, and market value.
customer-centric product strategy, XLSMART is well
positioned to capture this opportunity and deliver Going to 2026, our strategic priority is to establish an
sustainable long-term growth. unbreakable foundation for sustainable, profitable
growth by intensifying our focus on value-based
Outlook in 2026 acquisition and further reducing churn to secure our
revenue base. Subscriber growth will be anchored
Entering 2026, we have established a strategic by delivering a superior network experience across
blueprint to capture the growth opportunities in all brands, which forms our ultimate competitive
Indonesia’s home broadband market. By leveraging advantage.
our strengthened foundation, expanding our reach,
and continuously enhancing the customer experience, Our internal mandate is to continue advancing
we are well positioned to accelerate growth while integration and harmonization across all footprints to
delivering sustainable long-term value. enhance synergies and support long-term profitability,
ensuring we are agile, efficient, and ready to dominate
the evolving fixed business segment.
At the same time, demand for high-quality connectivity continues to
accelerate as households rely more on streaming, gaming, remote
work, digital learning, and multiple connected devices.
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Management Discussion
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Mobile Business
The Commercial Directorate
has been one of the Company’s
key supporting functions in the
business process. Following the
merger, XLSMART continues
to strengthen this function to
ensure the delivery of high-
quality services.
DAVID ARCELUS OSES
Chief Commercial Officer (Consumer)
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ARPU growth The total
A 38% yoy
of 26%
subscriber base growth of
post-merger reached 73 mio data traffic
Data and digital Launched the digitalisation
contributed 91% to the Company’s and elevated loyalty
gross revenue programs
Key Strategies Meanwhile, in improving network quality, the Company
pursues two initiatives: expansion of network coverage
The merger in April 2025 has enabled new commercial and investment in new technologies. The investment in
initiatives for XLSMART to enhance customer new technology positions XLSMART to pioneer true 5G
experience, driven by two key pillars: strengthening the experiences in Indonesia.
value proposition and improving network quality.
Nevertheless, the Company has taken a cautious
Strengthening the value proposition is carried out by approach to ensure these initiatives are executed
managing and growing the brands of XL, Axis, and effectively. Adjustment have been made to ensure each
Smartfren through clear targets and segmentation. brand remains focused on its intended segment and that
Under the Company’s three-brand strategy, each all initiatives are aligned with overall brand positioning,
brand will focus on specific segments, allowing each and that potential risks of brand cannibalization are
of them to improve the quality of service provided and minimized.
consequently enhance activation quality and ARPU.
By the end of 2025, the strategies implemented have
In mobile connectivity, the services provided remain proven successful in driving both commercial and
largely the same – data, coverage, and network speed operational performance. XLSMART recorded a
– with user needs as the primary differentiator. This significant 23% YoY revenue growth. In addition, the
strategy is also accompanied by pricing harmonization network improvement strategy resulted in subscribers
for each segment. experiencing up to a 83% increase in download speed,
which was reflected in ARPU growth of 26% post-merger
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Management Discussion
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The Directorate Performance by delivering tailored experiences, resulting in
more customer engagement, higher spending and
Successfully realizing the strategy, XLSMART’s total reduce churn over time. Through a more tailored
subscriber base reached 73 million, with 4Q’25 blended implementation, these strategies enable each brand
ARPU of approximately Rp45 thousand, reflecting within XLSMART ecosystem to be more agile in facing
a double-digit increase from the initial post-merger the industry trend.
period. With data services as the main contributor, the
Directorate recorded a 38% YoY growth in data traffic, Outlook in 2026
mirroring subscriber growth and improvements in
network speeds. Data and digital services contributed 2026 presents a pivotal opportunity for XLSMART
approximately 91% of XLSMART’s gross revenue and to accelerate its momentum. Building on the solid
achieved a YoY growth of 22% for the full year 2025. The performance achieved in the prior year, the Company
growth of revenue was further supported by increases remains well positioned to deliver continued growth.
in both ARPU and yield in the second half of 2025. Supported by a pipeline of strategic, market-leading
products that strengthen customer value and reinforce
These results reflect not only the Directorate its competitive position in the telecommunications
performance but also the overall performance of the market.
Company. XLSMART is well positioned to achieve and
potentially surpass its commercial targets. Since the day-one of integration, XLSMART has been
facing a set of challenges. Continuing a multi-brand
In parallel with its performance, the Company strategy introduces risks of brand overlap and diluted
introduced new innovations to strengthen customer growth across each brand. While strategic guardrails
satisfaction and loyalty to accelerate the digitalization have been established to drive sustainable performance
transformation. Artificial Intelligence (AI) has been for each brand throughout the integration process,
integrated into internal digital systems and deployed consistent execution at a granular level remains a key
through AI-powered chatbot within the application, area of focus.
enabling customers to interact with the Company
more efficiently and resolve issues in a faster and From a telecommunications standpoint, with the highly
more reliable manner. This embedded AI also supports saturated telecommunications market in Indonesia,
subscriber profiling, allowing the Company to better XLSMART faces a growing risks of customer churn as
understand customer behaviour and preferences. competition intensifies and shifting customer demands.
Such insights enable the delivery of more personalized Competition intensity has resulted in massive changes
offerings and customer journeys, thereby enhancing in Indonesia telecom acquisition landscape with the
the overall customer experience. In addition to the AI market now focusing more on improving subscribers
implementation, XLSMART has established various Lifetime Value and Loyalty rather than short term
strategic alliances with merchants to provide added acquisitions.
value to customers. These initiatives are expected to
improve the accessibility of the customer through the As part of shifting customer demands, the Company
applications. needs to keep in pace with the growing customer traffic
demands, needs of high-speed data access, ubiquitous
Moreover, XLSMART has launched two key initiatives coverage which requires significant network investment
to address the growing sophistication of Indonesian – an effort that becomes increasingly unsustainable
customers. These initiatives are digitalization and without adequate spectrum allocation and with its
elevated loyalty programs, which are designed own set of complexity in ensuring customer experience
to improve the LTV (Lifetime Value) monetization throughout network improvement activity.
In its continued commitment to delivering best-in-class
The Directorate recorded a services and to fully leverage upon the opportunities,
38% YoY growth in data traffic, particularly in 2026, the Company has defined a set of
strategic commercial initiatives aimed at accelerating
mirroring subscriber growth customer-centric execution and elevating the overall
and improvements in network customer experience.
speeds. The first two strategic priorities are repositioning of XL
brand to lead the premium segment and 5G initiatives,
AXIS to serve the youth segment, and turnaround of
Smartfren brand to drive nationwide consideration with
a focus on becoming mass market-oriented.
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Through the merger, XL, AXIS and Smartfren are Having embarked on its integration journey in 2025,
now able to focus on specific segments, revamp its XLSMART is in a unique position as it enters 2026. The
identity and strengthen capabilities to better serve Company has many potential growth opportunities
their intended customer base. This allows the brands related to its combined strengths and capabilities. The
to create a value proposition which resonates better Company’s main opportunities for growth come from
in the market and becomes more competitive in their two key levers. The first lever is the additional brand
offerings and services. introduced as part of XLSMART ecosystem. With the
addition of Smartfren alongside XL and AXIS, each
XL premiumization focuses on a 360-degree brand brand is now able to focus on a specific target segment
simplification, allowing its subscribers to have effortless and fully concentrate on winning those segments.
access to the best connectivity and a delightful
experience across all channels and touchpoints. While This translates into XLSMART being able to provide a
Smartfren will focus on improving its position as a better experience and more relevant services to each
mass-segment brand through various events and segment it serves. The opportunity for the Company to
the consistent communication of Worry-Free value focus on each segment allows XLSMART to better adapt
proposition. to market conditions and quickly react to competitors’
movements. Furthermore, the expansion of the
The third strategic priority of the Company lies in the Company’s ecosystem provides various opportunities
commercialization of all the network improvement to develop innovative offerings and products, focusing
and investment that XLSMART is executing. Through on creating brand loyalty and reducing churn.
best-in-class GTM (Go-to-Market) for all new towers
and launch cities, XLSMART will actively communicate The other lever of opportunity comes from the
and campaign in all areas where there is network completion of network integration and continued
improvement, be it new sites, upgrades of existing sites, investment in both new sites and technology. The
or the introduction of 5G. network integration, coupled with more than 7,000
new sites, will allow XLSMART subscribers to enjoy
Commercialization of network improvement is a wider coverage of network with better quality. The
accompanied by a strong Customer Experience additional sites allow XLSMART to tap into underserved
strategy, ensuring that throughout all network activities, markets across Indonesia. In parallel with our network
XLSMART subscribers will face minimum disruption. improvement, XLSMART will be bringing new product
innovations and services which will enhance customer
In complement to the first three strategic initiatives, the experience and deliver additional benefits to its
fourth strategic initiative is to drive ARPU growth with subscribers. An investment in 5G is also a key growth
5G adoption through end-to-end customer journeys. opportunity, with close to 5,000 active 5G sites and
With the repositioning of both brands supported with continuous expansion, XLSMART will be the first to
best-in-class GTM, each XLSMART brand is positioned deliver a true 5G experience in Indonesia. Various
to capitalize on 5G and actively monetize its potential. initiatives have been prepared to launch XLSMART 5G,
The monetization strategy is different for each brand, ranging from partnerships with devices, device chain,
with each focusing on a different USP which caters and new products to serve its subscribers. Additionally,
best to the segment the brands are serving. In addition a key opportunity for XLSMART lies in the digital
to a strong USP to serve the segment, a unique journey adoption of its own apps (i.e., myXL, AxisNET, mySF).
will accompany 5G users which will further elevate the Aside from adapting to industry trends, increasing
customer experience. subscribers’ usage of these apps enable XLSMART to
provide more personalized services and products to its
The final strategic priority is to accelerate the shift to subscribers.
digital channels. To ensure adoption in digital channels,
XLSMART will ensure a world-class app experience With all the strengths and strategies set for 2026, the
coupled with simplification to guarantee that its own Company is ready to intensify the competition in telco
app becomes the best place to buy. Furthermore, the industry and deliver best-in-class partnerships with the
enhancement of loyalty programs as a growth engine customers by leveraging specialized product features.
through a shared ecosystem and strategic alliances will
improve subscribers’ overall experience within the app.
2025 Integrated Annual Report 109
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Management Discussion
and Analysis
People Development
Building High-Performing
and Future-Ready
Workforce
JEREMIAH RATADHI
Director & Chief People Officer
110 PT XLSMART Telecom Sejahtera Tbk
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Received Best Developed iCARE Conducting total
Employee as XLSMART's new 153,267 hours
Experience Corporate of training
throughout 2025
Strategy 2025 Identity
award with a "Very
Good" rating
Navigating People Challenges during the Merger Change and alignment saturation, duplication roles,
and the need to preserve critical talent emerged as
The merger in April 2025 marked a transformation key risks during the integration phase. Recognizing
journey for the Company. Beyond integrating two these challenges early, the Company positioned people
entities, the most critical challenge lay in unifying agenda as a strategic priority, ensuring that business
two distinct workforces shaped by different synergy was achieved alongside a strong, engaged,
cultures, processes, legacy practices, and employee and resilient workforce.
expectations.
People Initiatives: anchored by a North Star
The transition required thoughtful and deliberate
navigation of organizational redesign, workforce To guide the post-merger journey, the Company
capability alignment, employee relations, and union established a unified People North Star:
dynamics, while sustaining employee engagement and To become Indonesia’s most engaged and high-
operational continuity. performing telecom workforce, where every employee
drives impact, learns continuously, and thrives in a
culture of ownership and feedback, and continuous
improvement.
2025 Integrated Annual Report 111
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Management Discussion
and Analysis
To realize this North Star, four strategic pillars guide our 4. Talent Development and Internal Growth
people agenda across all Directorates: Through the Gear Up Program, the Company
unlocked career pathways through leadership
1. High-Performer Culture development, technical reskilling focused on digital
A harmonized Performance Management System savviness, 5G technology, AI, and data analytics,
was implemented across the organization, soft-skill enhancement and culture internalization.
ensuring clear KPI cascading and alignment at all The program was designed to prepare employees
organization levels. Performance outcomes are for future roles while supporting internal mobility
reinforced through recognition and gamification and career progression.
programs that reward both results and behaviours
aligned with the Company’s iCARE values. These pillars are reinforced by People Strategic
Streams spanning culture and engagement,
2. Digital and Future-Ready Workforce people development, organization development,
The Company invested in large-scale reskilling governance and facility management, as well as
initiatives across AI, 5G, data analytics, agile reward harmonization, ensuring a holistic approach
ways of working, and digital capabilities. These to strengthening the Company’s transformation into
efforts ensure our people remain competitive and Indonesia’s most admired telecom employer.
adaptable in the evolving digital ecosystem.
People Performance: from Integration to
3. Engagement and Ownership Tangible Results
Radical ownership and empowerment were
promoted through cross-functional strategic Throughout 2025, the People strategy delivered
streams, supported by leadership role-modelling measurable results, validating the effectiveness of the
and structured governance cadence. Employees post-merger approach. The new unified corporate
are encouraged to act like owners, driving identity was established to bring all employees together
accountability and collaboration across former under the iCARE values (Integrity, Customer at Heart,
legacy boundaries. Act like Owners, Rise as One, and Enjoy Every Step)
112 PT XLSMART Telecom Sejahtera Tbk
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as a foundation for realizing the Company’s purpose communication, and employee-centric principles.
and vision. This identity was co-created and activated The program effectively enabled workforce right-sizing
through strong involvement from Top Management while safeguarding business continuity, protecting
and broad participation across all employees, ensuring critical capabilities, and reinforcing employee trust
consistent leadership role-modeling, collective that demonstrating the Company’s commitment to
ownership, and deep cultural integration across the responsible transformation and people-first objectives.
organization.
Collectively, these initiatives ensured that the Company
Pulse surveys covering culture, eNPS, employee not only met its integration objectives but also emerged
engagement, and employee experience demonstrated as one cohesive, high-performing, and future-ready
consistent improvement across key indicators, organization.
reflecting stronger alignment, motivation, and
employee confidence. The introduction of Compliance People Outlook in 2026: Building a Workplace
and Ethics surveys further strengthened governance Where the Best People Thrive
and accountability across the organization.
In 2026, the Company’s People Strategy will focus on
Gamification and Recognition Programs played a strengthening the foundation for accelerating growth
pivotal role in translating engagement into business following the merger, while addressing key challenges
outcomes. The Regional Racing Program energized the including managing organizational transition under
Commercial teams through transparent competition the new structure, sustaining performance momentum
and performance tracking, delivering overachievement across integrated functions, and building a robust
against committed commercial targets. In parallel, leadership and succession pipeline to ensure continuity
the Network Integration Recognition Program drove and resilience. Anchored on a clear strategic vision,
strong results across MOCN and new site deployment, the Company is committed to serving its people
site dismantling, and network quality performance, through an integrated and future-ready people agenda
accelerating integration milestones while reinforcing that covering performance, culture, and long-term
ownership and accountability. capability building.
Employee experience and engagement was further The Company’s people strategy center on three
strengthened through the launch of the iCARE integrated priorities: deepening the internalization of
Employee Helpdesk, providing end-to-end people a unified culture and strengthening people standards
support during the transformation. Two-way employee to consistently embed the corporate identity across
communication platforms such as FriYay, Leader end-to-end people processes; building a robust Talent
Forums, and iCARE4U fostered transparency and trust, Factory to develop future-ready capabilities, accelerate
while a comprehensive Employee Assistance Program leadership readiness, and cultivate a high-performance
(EAP) supported employee well-being through mindset and advancing distinctive reward and career
professional counselling services, stress-management opportunities to reinforce performance differentiation
initiatives, and a 24/7 digital platform. and a strong winning-team spirit. Through this holistic
approach, the Company aims to elevate service quality
Furthermore, we also initiated the Mutual Separation and the overall people experience, create a compelling
Scheme (MSS) Program to support the Company’s employee value proposition, and ensure the right talent
post-merger transformation through a structured, fair, is developed, mobilized, and retained to drive execution
and mutually agreed workforce right-sizing approach. excellence in an increasingly competitive environment.
Implemented with strong governance, transparent
iCARE values
(Integrity, Customer at Heart, Act like Owners, Rise as One,
and Enjoy Every Step)
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Management Discussion
and Analysis
People Program
Following the merger, XLSMART reaffirmed its strong employee experience as mutually reinforcing drivers of
commitment to people as a strategic and fundamental productivity and loyalty.
driver of sustainable growth and long-term value
creation. Since Legal Day 1 as a combined entity, the Besides strengthening cultural integration, The
Company ensured organizational stability by adopting Company also initiated the Mutual Separation Scheme
a lift and shift philosophy and maintaining employees’ (MSS) Program to support the Company’s post-
reward structure throughout the integration period. merger transformation through a structured, fair, and
This approach reflects the Company’s conviction that mutually agreed workforce right-sizing approach.
its people are strategic assets and trusted partners in Implemented with strong governance, transparent
driving transformation and long-term performance. communication, and employee-centric principles. The
program effectively enabled workforce right-sizing
The post-merger period presented both challenges while safeguarding business continuity, protecting
and strategic opportunities for XLSMART. By uniting critical capabilities, and reinforcing employee trust
talent from two entities, the Company strengthened that demonstrating the Company’s commitment to
its organizational resilience while accelerating responsible transformation and people-first objectives.
transformation. Throughout this journey, Management
consistently reaffirmed that employees remain a Talent Management
valuable asset and the foundation of the Company’s
success. This people-centric conviction underpins Post-merger, talent management strategies were
XLSMART’s strategy to become a company loved by directed at ensuring the availability of the right talent
customers, the best place to work for best people, and in the right position, aligned with evolving business
the most efficient telecommunications service provider needs. The Company prioritized the harmonization
by 2027. of recruitment and talent systems to standardize
processes, enhance transparency, and support
This commitment is anchored in the People North Star sustainable career development.
aspiration: To become Indonesia’s most engaged and
high-performing telecom workforce, where every The merger created a deep internal talent pool,
employee drives impact, learns continuously, and enabling broader internal mobility and cross-
thrives in a culture of ownership and feedback, and functional opportunities through structured and
continuous improvement. merit-based selection processes. At the same time,
targeted external recruitment strengthened critical
In support of this aspiration, XLSMART established four capabilities in areas such as digital technology, data
strategic human capital pillars: High-Performance analytics, network optimization, cybersecurity, and
Culture, Digital and Future-Ready Workforce, enterprise solutions. These efforts reinforce XLSMART’s
Engagement and Ownership, and Talent Development position as an employer of choice within Indonesia’s
and Internal Growth. These pillars guide all people telecommunications industry.
initiatives across the organization and reinforce the
Company’s ambition to become a company loved by People Capability Development
customers, the best place to work for best people, and
the most efficient telecommunications service provider Employee development remained a key priority.
by 2027. Through the flagship Gear Up program, XLSMART
invested in leadership development, functional and
People Initiatives and Performance in 2025 technical capability building, soft-skill enhancement,
and cultural internalization. Learning pathways were
Throughout 2025, XLSMART focused on harmonizing designed based on competency frameworks and career
people practices while building a unified culture rooted levels, ensuring relevance and impact on performance.
in collaboration, innovation, and performance. These
efforts were externally recognized when the Company The program was delivered through a blended
received the Best Employee Experience (EX) Strategy approach combining classroom sessions, live online
2025 award from SWA Magazine (14th edition) with training, and self-paced digital learning. In 2025,
a “Very Good” rating. This recognition validated Gear Up reached over 20,000 participants (99% of
the Company’s balanced approach in advancing employees) through 40 programs across 192 training
114 PT XLSMART Telecom Sejahtera Tbk
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batches, achieving a satisfaction score of 4.6 out of 5. stations, inter-office shuttle services, and prayer
This initiative strengthened organizational readiness for facilities, creating a supportive and inclusive work
future roles, including in 5G, artificial intelligence, data environment.
analytics, and digital agility.
People Health and Safety Environment
Culture Integration and People Engagement
XLSMART remains committed to providing a safe,
The most critical post-merger challenge was healthy, and environmentally responsible workplace.
unifying two distinct workforces shaped by different The Company implements a comprehensive Health,
cultures, processes, legacy practices, and employee Safety, and Environment Management System
expectations. To address this, the Company deliberately (HSEMS) aligned with international standards,
developed a new Corporate Identity - iCARE (integrity, including ISO 45001:2018 for Occupational Health and
Customer at Heart, Act like Owners, Rise as One, Safety Management Systems and ISO 14001:2015 for
and Enjoy Every Step)—as a strong foundation for Environmental Management Systems.
realizing its purpose and vision. Led from the top and
reinforced through a bottom-up approach, the process The implementation and oversight of the HSEMS
involved BOD and BOC interviews, employee co- are carried out by the Facility Compliance and HSE
creation sessions, and leadership workshops, ensuring Assurance Unit, under the Facility Operations and
alignment, ownership, and collective commitment HSE Unit. This unit serves as a business partner to the
across the organization. The identity was subsequently Company in conducting Hazard Identification and Risk
embedded through the Living the Identity internalization Control (HIRAC), identifying Environmental Aspects and
program, engaging 99% of employees and supported Impacts, and assessing compliance with applicable
by Culture Ambassadors, accelerating culture adoption laws and regulations.
and consistent activation at all levels.
The Company’s HSE governance structure is further
In parallel, the Company proactively addressed strengthened through the role of the Occupational
employee concerns through continuous formal and Safety and Health Committee (P2K3). In 2025,
informal engagement across both headquarters and P2K3 officially held a Kick-Off Meeting marking the
regional offices, supported by multiple communication commencement of its new management term for
channels. These initiatives included FriYay “Ask BOD the 2025-2028 period, reinforcing the Company’s
Anything” sessions, iCARE4U sessions, Corporate collective commitment to foster a stronger and more
Townhalls, Launchpad Stream, and dedicated sustainable XLSmart HSE Culture. Chaired by the
platforms such as the iCARE Helpdesk and iCARE4U Director & Chief Regulatory Officer, P2K3 serves as a
Podcast. Engagement was further strengthened key communication forum between management and
through employee clubs and regular coffee sessions with employees. The committee is responsible for cultivating
employees and unions, reinforcing transparency, trust, HSE awareness, socializing HSE programs, supervising
and two-way dialogue throughout the transformation and monitoring program effectiveness, and reporting
journey. occupational safety performance on a quarterly basis
to the Ministry of Manpower. In addition, the committee
The Company positioned employee wellbeing as a conducts HSE Management Review Meetings at least
key driver of engagement and productivity. Guided once a year to ensure continuous improvement.
by the aspiration to become a Best Place to Work, the
Company implemented holistic wellbeing initiatives People Digital Transformation
encompassing physical health, mental wellbeing, and
work-life balance. These included health screenings, Digital transformation within the People function
professional counselling services, and the Uncommon continued to support operational excellence and
Day Program, which encourages leaders to foster team employee experience. Employees were equipped with
engagement through positive activities during working competencies in digital platforms, analytics, artificial
hours. intelligence, and agile ways of working. The Company
introduced AI-enabled chatbots to provide easy access
Regular Pulse Check surveys enabled the Company to to people policies and information, enhanced people
monitor employee sentiment and take timely corrective analytics for faster decision-making, and expanded the
actions. In parallel, XLSMART continued to enhance XLSMART Super App to support employees across the
workplace facilities, including sports and fitness areas, end-to-end people journey. These initiatives form the
healthy food options, lactation rooms, EV charging foundation of an integrated digital HR ecosystem.
2025 Integrated Annual Report 115
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Management Discussion
and Analysis
People for Society As an integral part of XLSMART Berbagi, these activities
showed the Company’s commitment in the community.
XLSMART also continues to strengthen its commitment
Aligned with the value of Customer at Heart, employees
to advancing women’s empowerment in the digital
actively participate in community initiatives under the
economy era. This commitment was reflected in the
XLSMART Berbagi Program, including disaster relief,
Sisternet as one of Indonesia’s leading private-sector
blood donation drives, zakat program, the construction
best practices. Through Sisternet, XLSMART aims
of Jemari (Jembatan Amal Jariyah), development
to show how technology and telecommunications
of clean water facilities “Sumur Salam” and other
companies can act as catalysts for women’s economic
sustainability initiatives.
empowerment within the digital ecosystem.
Training Data
No. Description January - December 2025
1 Total Number of Employees (January-December) 3,703
2 Number of Employees, XLSMART stand-alone 3,239
3 Total training session and workshop 3,705
4 Unique employee as a participant 3,222
5 Participant 36,982
6 Total training days 39,100
7 Total training hours 153,267
8 Average training hours per employee 47.57
Employee Demographics
Employee Demographics by Directorate
Description 2025 2024
CEO’S Office 144
98
People 99
Finance 308 173
Strategy & Home Business 210 164
Commercial – Consumer 1,242 540
Technology 415 207
Information Technology 354 308
Enterprise & Strategic Relationship 285 173
Regulatory 61 -
Integration Office 121 -
Grand Total 3,239 1,663
Employee Demographics by Employment Status & Gender
2025 2024
Description
Male Female Total Male Female Total
Permanent 1,778 744 2,522 932 446 1,378
Contract 529 188 717 236 49 285
Grand Total 2,307 932 3,239 1,168 495 1,663
116 PT XLSMART Telecom Sejahtera Tbk
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Employee Demographics by Job Level
Description 2025 2024
President Director & CEO 1 1
Director 9 6
Chief 13 8
Group Head 77 49
Head 338 177
Staff/ Individual Contributor 2,801 1,401
Grand Total 3,239 1,663
Employee Demographics by Age
Description 2025 2024
<25 years old 69 21
25–30 years old 297 137
30-35 years old 568 362
35-40 years old 682 363
40-45 years old 724 378
45-50 years old 594 281
>50 years old 305 121
Grand Total 3,239 1,663
Employee Demographics by Education Level
Description 2025 2024
Diploma 316 94
Bachelor Degree 2,650 1,366
Master / Doctorate 273 203
Grand Total 3,239 1,663
Employee Demographics by Tenure
Description 2025 2024
<1 year 180 146
1-5 year 975 416
5-10 year 876 471
10-15 year 469 315
15-20 year 510 178
>20 year 229 137
Grand Total 3,239 1,663
Employee Demographics by Gender
Description 2025 2024
Male 2,307 1,378
Female 932 285
Grand Total 3,239 1,663
2025 Integrated Annual Report 117
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Corporate
Governance
Corporate
Governance
Corporate Governance Loan Policy for the Board of
Commitment Commissioners and Board of
Directors
Legal Basis of Corporate
Governance Share Ownership Policy of the
Board of Commissioners and
Corporate Governance Legal
Board of Directors
References
Risk Management and Business
Principles of Good Corporate
Continuity Committee
Governance
People Committee
Corporate Governance Practices
in 2025 Gift, Donation, and Sponsorship
Corporate Governance Committee
Assessment Ethics and Integrity Committee
Framework for Corporate Corporate Secretary
Governance Practices
Investor Relations
Corporate Governance Structure
Internal Audit
General Meeting of Shareholders
Internal Control
Board of Commissioners
Risk Management
Performance Assessment of the
Litigations and Contingencies
Board of Commissioners
Administrative Sanctions
Remuneration of the Board of
Commissioners and Board of Access to Corporate Information
Directors
Code of Ethics
Board Audit Committee
Employee and/or Management
Nominating and Remuneration Long Term Incentive Program (LTI)
Committee
Whistleblowing System
Board Risk and Compliance
Anti-Bribery and Anti Corruption
Committee
Policy
Board Investment Committee
Implementation of Corporate
Board of Directors Governance Guidelines
Performance Assessment
of the Board of Directors
118 PT XLSMART Telecom Sejahtera Tbk
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XLSMART integrates Good Corporate
Governance at the core of its post-merger
journey, building a robust framework for
disciplined, accountable, and sustainable
value creation.
2025 Integrated Annual Report 119
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Corporate
Governance
Corporate Governance
Commitment
Good Corporate Governance (GCG) represents a the Company sought to ensure that governance
fundamental and enduring commitment for XLSMART, arrangements remained effective and proportionate
forming the foundation of the Company’s approach to the scale and complexity of the post-merger
to sustainable value creation and long-term business organization.
resilience. This commitment is embedded within
XLSMART’s corporate culture and daily operations, Compliance with prevailing laws and regulations
serving as a key reference in guiding decision-making remained a central pillar of the Company’s governance
and supporting both strategic and operational approach during the integration period. XLSMART
developments across the organization. continued to ensure that its operations adhered to
relevant legal and regulatory requirements, while
In 2025, this commitment to GCG took on heightened reinforcing awareness and accountability throughout
significance following the completion of the merger, the organization. This focus on compliance supported
which marked a transformative phase for the Company. the establishment of a unified governance framework
During the year, the Company’s governance focus was and reinforced the Company’s commitment to
directed toward ensuring a smooth integration process responsible and disciplined business conduct in the
and establishing a coherent post-merger governance post-merger environment.
framework for XLSMART. This included aligning
governance principles, policies, and practices inherited Beyond structural and regulatory alignment, XLSMART
from the merging entities, while ensuring continuity, also emphasized the importance of embedding
consistency, and clarity in roles, responsibilities, and sustainability and social responsibility within its
oversight structures. post-merger governance framework. The Company
continued to promote responsible business practices,
As part of the post-merger process, XLSMART prudent resource management, and initiatives that
undertook initiatives to integrate and strengthen its contribute positively to society and the environment.
GCG framework across the organization. These efforts By integrating sustainability considerations into its
encompassed the harmonization of internal policies, governance approach, XLSMART aims to ensure
refinement of governance structures, enhancement that the post-merger organization not only meets
of internal control systems, and alignment of business stakeholder expectations but also creates long-term
processes with applicable regulations and recognized value in a responsible and resilient manner.
governance standards. Through these measures,
Legal Basis of
Corporate Governance
As a publicly listed company on the Indonesia Stock Following the merger in 2025, XLSMART entered a
Exchange, XLSMART is committed to upholding Good critical phase of GCG integration. While the overall
Corporate Governance (GCG) in accordance with governance framework remained consistent with
prevailing laws and regulations in Indonesia, including previous practices, the Company undertook a series
Law No. 40 of 2007 on Limited Liability Companies, of refinements to ensure alignment with the newly
its implementing regulations, and Law No. 8 of 1995 on established Articles of Association (AOA) and the
the Capital Market. The Company also adheres to the operational realities of the post-merger organization.
regulations issued by the Financial Services Authority These adjustments were designed to maintain a robust
(OJK) and the Indonesia Stock Exchange (IDX), forming governance structure while supporting the smooth
the legal foundation of its governance practices. integration of the merged entities.
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Key initiatives during this period included the Beyond structural adjustments, XLSMART continues to
enhancement of the Board Manual, updates and operate under its established governance instruments,
harmonization of internal policies, and a review of such as the GCG Manual, Employee Code of Ethics and
committees under the Board of Commissioners (BOC), Conduct, Whistleblowing System, and Anti-Bribery and
including revisiting and refining their Terms of Reference Anti-Corruption Policy. By integrating these elements
(TOR). These measures were implemented to clarify with post-merger enhancements, the Company
roles, responsibilities, and oversight mechanisms, reinforces its commitment to responsible, transparent,
ensuring that governance remained effective and and compliant business conduct, supporting
preventing any gaps in policies or processes during the sustainable growth and long-term resilience in the
post-merger transition. newly integrated organization.
Corporate Governance
Legal References
The following references outline the key legal foundations and regulatory provisions that govern the
structure, responsibilities, and disclosure obligations of the Company.
Laws:
1. Law No. 8 of 1995 concerning Capital Market.
2. Law No. 40 of 2007 concerning Limited Liability Companies.
3. Law No. 4 of 2023 concerning the Development and Strengthening of the Financial Sector.
Financial Services Authority Regulations (POJK), Circulars (SEOJK), and Indonesia Stock
Exchange Regulations (IDX Regulation), among others:
1. POJK No. 33/POJK.04/2014 concerning the Board of Directors and Board of Commissioners of Issuers
or Public Companies.
2. POJK No. 34/POJK.04/2014 concerning the Nomination and Remuneration Committee of Issuers or
Public Companies.
3. POJK No. 35/POJK.04/2014 concerning Corporate Secretary of Issuers or Public Companies.
4. POJK No. 8/POJK.04/2015 concerning Website of Issuers or Public Companies.
5. POJK No. 21/POJK.04/2015 concerning the Implementation of Public Company Governance Guidelines.
6. POJK No. 31/POJK.04/2015 concerning Disclosure of Material Information or Facts by Issuers or Public
Companies.
7. POJK No. 55/POJK.04/2015 concerning the Establishment and Work Guidelines of the Audit Committee.
8. POJK No. 56/POJK.04/2015 concerning the Establishment and Guidelines for the Preparation of Internal
Audit Unit Charter.
9. POJK No. 29/POJK.04/2016 concerning Annual Report of Issuers or Public Companies.
10. POJK No. 15/POJK.04/2020 concerning the Plan and Implementation of the General Meeting of
Shareholders of Public Companies.
11. POJK No. 16/POJK.04/2020 concerning the Implementation of Electronic General Meeting of
Shareholders of Public Companies.
12. POJK No. 17/POJK.04/2020 concerning Material Transactions and Changes in Business Activities.
13. POJK No. 42/POJK.04/2020 concerning Affiliate Transactions and Conflict of Interest Transactions.
14. SEOJK No. 32/SEOJK.04/2015 concerning Guidelines for Public Company Governance.
15. SEOJK No. 16/SEOJK.04/2021 concerning the Format and Content of the Annual Report of Issuers or
Public Companies.
16. POJK No. 4 of 2024 on Reports of Shareholding or Any Changes in Shareholding of Public Companies
and Pledging Activities of Public Company Shares.
17. POJK No. 40 of 2025 on the Use of Proceeds from Public Offerings.
18. POJK No. 9 of 2025 concerning Dematerialization of Equity Securities and Management of Unclaimed
Assets in the Capital Market.
19. POJK No. 14 of 2025 concerning the Implementation of General Meetings of Shareholders, General
Meetings of Bondholders, and General Meetings of Sukuk Holders Electronically.
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Corporate
Governance
20. SEOJK No. 10/SEOJK.04/2025 on the Submission of Shareholding Reports or Any Changes in Shareholding
of Public Companies and the Reporting of Securities Pledging Activities of Public Company Shares
Electronically.
21. IDX Regulation No. I-E on the Obligation to Submit Information, dated 12 December 2025.
22.
Minister of Law Regulation No. 49 of 2025 concerning the Requirements and Procedures for the
Establishment, Amendment, and Dissolution of Limited Liability Companies.
23. Decree of the Board of Directors of PT Kustodian Sentral Efek Indonesia Number: KEP-0042/DIR/KSEI/1225
concerning the Implementation of the Use of Access as a Means of Submitting Ownership Reports or Any
Changes in Share Ownership and Reports of Share Pledge Activities of Public Companies Electronically,
dated 5 December 2025.
24. Circular Letter of the IDX No. SE-00006/BEI/12-2025 regarding Explanation of Provisions Regarding the
Listing of Shares and Equity-Type Securities Other Than Shares Issued by Listed Companies, dated 12
December 2025.
Other Guidelines and Frameworks:
1. Roadmap of Indonesian Corporate Governance Guidelines issued by OJK.
2. ASEAN Corporate Governance Scorecard (ACGS) issued by the ASEAN Capital Market Forum (ACMF).
3. Indonesian General Guidelines for Corporate Governance issued by the National Governance Policy
Committee (KNKG).
Principles of Good Corporate
Governance
In implementing the principles of Good Corporate XLSMART’s GCG practices are guided by the Indonesian
Governance (GCG), XLSMART continues to advance the Corporate Governance General Guidelines (Pedoman
digitalization of its governance and operational systems. Umum GCG Indonesia/PUGKI) 2021, as revised by the
This transformation is aimed at increasing efficiency, National Committee on Governance Policy (KNKG). In
ensuring process consistency, and maintaining the line with these guidelines, the Company consistently
overall quality and integrity of the organization. applies the fundamental principles of Ethical Conduct,
Through the integration of technology into governance Accountability, Transparency, and Sustainability,
practices, XLSMART strengthens decision-making, which together form the foundation of XLSMART’s
enhances monitoring capabilities, and supports greater governance framework.
accountability across all business functions.
An overview of each principle as adopted and applied by the Company is presented below:
Ethical Conduct The corporation places a premium on honesty in its operations, treats all stakeholders with
respect, fulfils commitments, and consistently cultivates and maintains moral values and
trust. It takes into consideration the interests of shareholders and other stakeholders based on
principles of fairness and equity. The corporation is managed independently, ensuring that no
individual corporate entity can dominate or intervene in the affairs of another.
Implementation at XLSMART
In its practice, all decision-making processes at XLSMART are designed to prevent and
manage potential conflicts of interest. Should any corporate action involve a conflict of
interest, such action will only be undertaken in strict compliance with prevailing laws and
regulations. The Company guarantees that all shareholders receive fair and equal treatment
in line with applicable legal provisions. Furthermore, XLSMART ensures that shareholders
and stakeholders have the right to provide input, express opinions, and obtain balanced and
transparent information regarding the Company’s performance and governance practices.
Through the consistent application of these principles, XLSMART strengthens its ethical
foundation, reinforces stakeholder confidence, and ensures that integrity remains at the heart
of its corporate governance culture.
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One Purpose-One Future
Accountability The Company fully accountable for its performance, presenting information in a transparent
and equitable manner. It is essential that the corporation is managed correctly, with measurable
outcomes aligned with corporate interests while also considering the interests of shareholders
and stakeholders. Accountability is vital for achieving sustainable performance.
Implementation at XLSMART
The Company takes full responsibility for the accuracy, integrity, and timeliness of information
disclosed to shareholders and stakeholders. Each corporate organ — the General Meeting of
Shareholders (GMS), the Board of Commissioners, and the Board of Directors — carries out its
duties and responsibilities in accordance with applicable laws, the Articles of Association, and
established governance policies. Through effective oversight, internal control mechanisms,
and performance evaluation systems, XLSMART ensures that accountability is maintained
at every organizational level, thereby supporting sound decision-making and long-term
corporate sustainability.
Transparency To maintain objectivity in its business operations, the corporation disseminates material and
relevant information in a manner that is accessible and comprehensible to stakeholders.
The corporation takes the initiative to disclose not only those matters required by laws and
regulations but also other significant issues that are vital for decision-making by shareholders,
creditors, and other stakeholders.
Implementation at XLSMART
The Company disseminates relevant and material information through multiple communication
channels to ensure broad and equitable access. These include the Annual Report, audited
Financial Statements published via the Indonesia Stock Exchange (IDX) platform, the Company’s
official website, and other public information media such as newspapers or press releases.
XLSMART also complies with periodic and incidental disclosure obligations as required by the
Financial Services Authority (OJK) and the IDX. Through these measures, XLSMART reaffirms
its commitment to transparency as a means of strengthening stakeholder trust and promoting
accountability throughout the organization.
Sustainability The corporation adheres to legal regulations and is committed to fulfilling its social and
environmental responsibilities, thereby contributing to sustainable development through
collaboration with relevant stakeholders to enhance their well-being in alignment with business
interests and the sustainable development agenda.
Implementation at XLSMART
In its practice, XLSMART consistently applies the principles of Environmental, Social, and
Corporate Governance (ESG) across all operational and strategic activities. The Company
is committed to minimizing its environmental footprint, promoting responsible resource
management, and advancing social empowerment through inclusive and impactful programs.
XLSMART also ensures that its governance systems reflect transparency, ethics, and
accountability — reinforcing its dedication to responsible business conduct. By embedding
sustainability into its core operations, XLSMART creates long-term value for stakeholders and
contributes to a more resilient and sustainable future.
Digitization The Company asserts that digitalization will stimulate business growth, enhance the efficiency
of existing processes, and ensure consistency and quality. Additionally, it will empower the
organization and its Board Members to adapt to ongoing disruptions in business models by
initiating modifications to its internal governance techniques, Board leadership, structure, and
processes.
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Corporate
Governance
Corporate Governance Practices
in 2025
To reinforce the implementation of Good Corporate 3. Training, Induction, and Capacity Building
Governance (GCG) throughout 2025, XLSMART • Conducted Board Induction programs for the
undertook a series of strategic actions across policy, Board of Directors, Board of Commissioners,
operational, training, and compliance areas: and Committee post-merger covering GCG
principles.
1. Policy and Governance Enhancements
• Reviewed and updated key GCG-related 4. Meetings, Oversight, and Strategic Decision-
policies, including the Board Manual, Financial Making
Limit of Authority (LOA), Risk and Business • Conducted regular meetings of the Board
Continuity Committee Charter, Ethics & Integrity of Directors, Board of Commissioners, joint
Committee, People Committee, Insider Trading Board sessions, Nomination and Remuneration
Policy, Whistleblowing Policy, Board Meeting Committee, Board Audit Committee, Board Risk
policy, Record Management policy, Board & Compliance Committee, Board Investment
Audit Committee Charter, Board of Risk & Committee and Strategy meetings, attended by
Compliance Committee Charter, Nomination & Board members and senior leadership.
Remuneration Committee Charter, and Board • Ensured that all corporate actions were free of
of Investment Committee Charter. conflicts of interest, requiring statement letters
• Updated internal policies and procedures of no conflict from Board members on affiliated
covering software & product development, asset transactions in 2025.
accounting, vendor document management, • Implemented a blackout period program to
home business operations, financial reporting, prevent insider trading.
data privacy audits, network planning and
design, and customer complaint handling. 5. Compliance and Regulatory Adherence
• Prepared and updated the Power of Attorney for • Ensured full compliance with capital market
delegation of authority by the Board of Directors regulations in relation to all corporate actions
in compliance with the Articles of Association, undertaken during the year.
LOA, and applicable regulations. • Maintained accountability for the dividend
• Updated the Record Management system and distribution process for the 2025 financial
policy. year and the additional dividend for the 2025
• Issued and updated the Segregation of Duties financial year.
and Authorities of the Board of Directors, • Ensured full compliance with the investment
reflecting changes in Board composition and regulations in relation to the corporate licensing
organizational adjustments. and reporting.
2. Stakeholder Communication and Transparency Through these comprehensive actions, XLSMART
• Updated the Company website with current strengthened its governance framework, enhanced
information on policies, core values, Board operational integrity, and reinforced accountability,
composition, disclosure announcements, transparency, and sustainability across the organization
Financial Statements, Insider Trading Policy, in 2025.
AGM materials, and corporate actions.
• Organized the Annual General Meeting of
Shareholders (AGM), conducted annual Public
Expose, investor meetings and Extraordinary
General Meeting of Shareholders (EGM).
Organized and arranged General Meetings of
Bond holders & Sukuk Holders (RUPO/RUPSI).
• Prepared and published the 2025 Annual
Report.
• Prepared shareholding and dual-position
reports for the Board of Commissioners, Board
of Directors, and Committee members.
124 PT XLSMART Telecom Sejahtera Tbk
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Corporate Governance
Assessment
ASEAN Corporate Governance Scorecard (ACGS) Annual Report, its official website, and other disclosures
made by the Company in English, with a submission
The latest assessment for XLSMART, previously known cut-off date of 30 June 2024. The assessment
as XL Axiata, was conducted using the ACGS evaluation encompassed four core principles of good governance:
framework, with a cut-off date of 30 June 2024. The
official results of this assessment were received in 1. Rights and Equitable Treatment of Shareholders;
October 2025. 2. Sustainable and Resilience;
3. Disclosure and Transparency;
Assessor 4. Responsibility of the Board.
The assessment report is produced for the Financial Assessment Results
Services Authority (OJK) and Indonesia Stock Exchange
(IDX). The evaluation was carried out by PT RSM Based on the results of the ACGS assessment for
Indonesia as the independent assessor. the fiscal year 2021, XLSMART achieved an overall
score of 96.82, which reflects the Company’s strong
Assessment Criteria commitment to upholding the highest standards of
governance, transparency, and ethical conduct in all
The ACGS 2024 assessment was conducted using aspects of its operations.
publicly available information, including the Company’s
Scorecard Level 1 Total items Items Not Applicable Items Adopted Adoption Rate
Part A 30 3 22 81.48%
Part B 22 0 18 81.82%
Part C 34 0 31 91.18%
Part D 63 0 31 84.13%
Total Score (Level 1 & 2) 96.82
Framework for Corporate Governance
Practices
XLSMART has established a comprehensive Corporate facilitate the consistent and effective application
Governance (CG) framework designed to ensure that of governance principles. It includes efforts to build
all governance principles are effectively embedded awareness, internalize ethical and governance
across the organization. This framework is structured values, monitor compliance, and conduct regular
around three key components: evaluations to ensure continuous improvement in
governance practices.
1. Governance Structure
This encompasses the organizational framework, 3. Governance Outcome
roles, and infrastructure that support the effective This component reflects the tangible results of
implementation of corporate governance the Company’s governance implementation. It
throughout the Company. demonstrates XLSMART’s commitment to operating
as a responsible and ethical corporate citizen.
2. Governance Process
This outlines the processes and mechanisms that
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Corporate
Governance
Corporate Governance
Structure
The Corporate Governance (CG) structure of 2. Board of Commissioners
XLSMART is designed in accordance with the The Board of Commissioners is responsible for
functions, authorities, and responsibilities assigned supervising and providing strategic guidance to the
to each governance organ, as stipulated in Law No. Board of Directors in managing the Company.
40 of 2007 on Limited Liability Companies, relevant
Financial Services Authority (OJK) Regulations, and 3. Board of Directors
the Company’s Articles of Association. This structure Acting as the Company’s legal representative, the
ensures the effective implementation of checks and Board of Directors is responsible for leading and
balances, accountability, and transparency across all managing the operations of XLSMART in line with its
levels of the organization. vision, mission, and strategic goals.
The Company’s governance structure comprises the These three governance organs collectively form the
following key components: core elements of XLSMART’s corporate governance
framework. In carrying out their respective functions,
1. General Meeting of Shareholders duties, and responsibilities, the Board of Commissioners
The GMS serves as the highest decision-making and the Board of Directors are supported by a number
body, providing a platform for shareholders to of supporting organs and committees established to
deliberate and make key decisions related to the enhance the effectiveness of oversight, control, and
Company’s strategic direction, governance, and decision-making processes.
operational matters in accordance with prevailing
laws and regulations.
General Meeting of
Shareholders
Board of Board of
Directors Commissioners
President
Directors Risk and Nomination & Board
Complience Audit Committee Remuneration Investment
Committee Committee Committe
Company Corporate
Directors Secretary
Internal Audit
Board of
Directors'
Committee
Risk and
Compliance
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General Meeting of
Shareholders
The General Meeting of Shareholders (GMS) represents Meanwhile, the Extraordinary General Meeting of
a corporate organ vested with authorities that are not Shareholders (EGMS) holds the authority to:
otherwise assigned to the Board of Commissioners or 1. Approve mergers, consolidations, acquisitions,
the Board of Directors, as stipulated in the Articles of and spin-offs, as well as corporate actions such as
Association and applicable laws and regulations. bankruptcy filings, extensions of corporate duration,
dissolution, and liquidation.
The GMS serves as a formal forum where shareholders 2. Appoint or dismiss members of the Board of
can exercise their rights, fulfill their responsibilities, Directors and/or Board of Commissioners.
express opinions, cast votes, and obtain comprehensive 3. Ratify amendments to the Articles of Association.
information regarding the Company’s strategic 4. Approve increases in Authorized Capital and/or
decisions and overall management. Issued and Paid-Up Capital.
5. Approve material transactions within the thresholds
XLSMART recognizes two types of GMS: established under applicable regulations and/or
• Annual General Meeting of Shareholders (AGMS) — changes in business activities.
convened annually to discuss and approve matters 6. Approve the issuance of new shares from the
related to the Company’s performance, financial Company’s portfolio.
statements, and governance. 7. Approve funding activities and the allocation of their
• Extraordinary General Meeting of Shareholders proceeds.
(EGMS) — convened as needed to address 8. Approve corporate actions in accordance with
urgent or specific matters in accordance with prevailing laws and regulations.
regulatory provisions and the Company’s Articles of 9. For transactions that may involve conflicts of
Association. interest, approval must be granted by Independent
Shareholders or their authorized representatives at
Shareholders’ Rights and Authority in the GMS the GMS.
Shareholders are entitled to attend the GMS either in Equal Treatment of Shareholders
person or through a duly authorized proxy. Proxy forms
can be obtained from the Company’s official website XLSMART is firmly committed to upholding the principle
(www.xlsmart.co.id) following the issuance of the GMS of equal treatment for all shareholders, ensuring that
invitation. each shareholder receives fair access to information
and voting rights proportional to their shareholding.
In accordance with the Articles of Association and
prevailing legal frameworks, the Annual General Implementation of GMS
Meeting of Shareholders (AGMS) has the authority to:
1. Approve the Annual Report, including the The implementation of the XLSMART General Meeting
Company’s business performance and the Board of of Shareholders (GMS) involves several key stages
Commissioners’ Supervisory Report. designed to ensure compliance, transparency, and
2. Ratify the audited Financial Statements, including effective communication with shareholders:
the balance sheet and income statement for the
fiscal year.
3. Approve the allocation of the Company’s net profits.
4. Appoint a Public Accountant for the subsequent
fiscal year.
5. Appoint and/or dismiss members of the Board of
Directors and/or Board of Commissioners, when
required.
6. Approve other matters included in the meeting
agenda in accordance with the Articles of
Association and prevailing regulations.
2025 Integrated Annual Report 127
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Corporate
Governance
5 working days* 21 days**
1 2 3 4 5 6
Notification to GMS GMS GMS Announcement Summary
OJK regarding Announcement Invitation of GMS of GMS sent to
GMS Agenda Summary OJK
14 days** 2 working days***
30 days
* By excluding GMS announcement date
** By excluding announcement data and invitation date
*** By excluding invitation date and GMS date
Encouraging Shareholder Participation GMS Code of Conduct
To encourage shareholder participation, the Company To ensure the orderly conduct of meetings and to
provides comprehensive access to relevant information facilitate effective decision-making, XLSMART
and materials related to the GMS through its official prepares and disseminates a GMS Code of Conduct
website (www.xlsmart.co.id). All documentation pertinent to all shareholders prior to the meeting. This
to the GMS agenda is made available on the website document outlines the procedural framework of the
from the date the meeting invitation is issued, enabling GMS, including the role and authority of the meeting
shareholders to review materials and make well- chairman, the sequence of the agenda, as well as the
informed decisions. voting mechanisms and procedures to be applied. The
Code of Conduct is communicated clearly and made
To further enhance accessibility and inclusivity, available alongside the GMS materials, ensuring that
XLSMART has implemented the electronic General shareholders understand and can fully exercise their
Meeting of Shareholders (e-RUPS) platform. This rights during the meeting.
system allows shareholders to attend, participate, and
exercise their voting rights virtually, regardless of their GMS Quorum
geographical location. The adoption of e-RUPS reflects
XLSMART’s commitment to digital transformation, The quorum requirements for the Company’s General
operational efficiency, and equitable participation— Meeting of Shareholders are determined in accordance
offering a more flexible and transparent alternative to with the Articles of Association and applicable laws
conventional in-person meetings. and regulations. These provisions specify the minimum
attendance and voting thresholds required for the GMS
to deliberate and make decisions on various corporate
actions.
First GMS Second GMS
No Conditions Attendance Approval Attendance Approval
>1/2 2/3 3/4 >1/2 >2/3 >3/4 >1/2 1/3 2/3 3/5 >1/2 >2/3 >3/4
1 Amendments to the Articles of Association ✔ ✔ ✔ ✔
2 Additional Authorized Capital ✔ ✔ ✔ ✔
3 Additional Paid-up and Issued Capital ✔ ✔ ✔ ✔
4 Ratification of Annual Report and Financial
Statements ✔ ✔ ✔ ✔
5 Use of Net Profit ✔ ✔ ✔ ✔
6 Dismissal of Members of the Board of
Directors ✔ ✔ ✔ ✔
7 Takeover of Company Management by the
Board of Commissioners ✔ ✔ ✔ ✔
128 PT XLSMART Telecom Sejahtera Tbk
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First GMS Second GMS
No Conditions Attendance Approval Attendance Approval
>1/2 2/3 3/4 >1/2 >2/3 >3/4 >1/2 1/3 2/3 3/5 >1/2 >2/3 >3/4
8 Transfer or pledge 50% or more of the
Company’s assets from net worth ✔ ✔ ✔ ✔
9 Mergers, Consolidations, Acquisitions, and
Separations ✔ ✔ ✔ ✔
10 Insolvency, Dissolution ✔ ✔ ✔ ✔
11 Extension request establishment of the
duration of the Company ✔ ✔ ✔ ✔
12 Conflict of Interest ✔ ✔ ✔ ✔
Questions and Answers at the General Meeting appoint proxies through the e-Proxy mechanism within
of Shareholders (GMS) this system are considered to have exercised their
voting rights electronically.
During the execution of every General Meeting
of Shareholders (GMS) — both Annual (AGMS) For shareholders attending the meeting virtually through
and Extraordinary (EGMS) — XLSMART provides eASY.KSEI, voting is conducted via the E-Meeting Hall,
shareholders with the opportunity to submit questions specifically under the Live Broadcasting submenu,
or comments related to the meeting agenda. This using the eASY.KSEI e-voting feature.
interactive session allows shareholders to seek
clarification and express opinions, which are then Upon completion of the voting process for each agenda
addressed directly by the Company’s representatives. item, all votes—whether submitted through e-Proxy or
e-Voting—are automatically tabulated by the Share
For shareholders participating virtually, questions can Registrar. The Notary, acting independently from
be submitted electronically through the eASY.KSEI both the Securities Administration Bureau and the
application. All questions and responses presented Company, verifies the vote count to ensure integrity and
during the meeting are formally documented in impartiality. The verified voting results are then formally
the Minutes of the GMS, which are prepared by an announced to the meeting participants by the Notary.
independent Notary appointed by the Company.
Implementation of General Meeting of
The procedures governing the question-and-answer Shareholders in 2025
session are clearly stipulated in the Good Corporate
Governance (GCG) Manual, and the GMS Rules of On 25 March 2025, the Company held its Annual
Procedure, ensuring that all interactions during the General Meeting of Shareholders (AGMS) and
meeting adhere to principles of fairness, transparency, Extraordinary General Meeting of Shareholders (EGMS)
and orderliness. on the same day. Both meetings took place at the Dua
Mutiara Ballroom, JW Marriott Hotel Jakarta, located in
Electronic Voting Kawasan Mega Kuningan, Jakarta.
To promote efficiency, inclusivity, and transparency, The detailed information about the implementation of
XLSMART has adopted an electronic voting (e-voting) AGMS and EGMS can be found in the following table:
system via the eASY.KSEI platform. Shareholders who
2025 Integrated Annual Report 129
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Corporate
Governance
Remark AGMS EGMS
Meeting 1. Approval on the Company’s Annual Report 1. Approval of the business merger between the
Agenda including the Board of Commissioners’ Company, SF, and ST as stated in the merger plan;
Supervisory Report as well as Ratification of the 2. Approval of amendments to the Company’s
Company’s Financial Statement for the Fiscal Articles of Association as a result of the Merger,
Year Ended on 31 December 2024, and granting including the change of the Company’s name to
of full release and discharge (volledig acquit et de “PT XLSMART Telecom Sejahtera Tbk”;
charge) to all members of the Board of Directors 3. Approval of the merger deed and its execution by
and the Board of Commissioners from the the Company;
Management and Supervisory Actions carried 4. Approval of changes to the composition of the
out for the fiscal year of 2024; Board of Commissioners and Board of Directors
2. Approval on the Allocation of the Company’s of the Company as a result of the Merger;*
Net Profit for Fiscal Year Ended on 31 December 5. Approval of the change in the Company’s
2024; controlling shareholders as a result of the Merger,
3. Appointment of Accounting Firm and/or Public from Axiata Group Berhad as the sole controller
Accountant to Perform Audit on the Company’s to Axiata Group Berhad and PT Wahana Inti
Financial Statement for Fiscal Year ended on 31 Nusantara, PT Global Nusa Data, and PT Bali
December 2025 and Other Financial Statement Media Telekomunikasi as joint controllers;
Audit as Required by the Company; 6. Approval of the share buyback by the Company
4. Determination of Remuneration for the Members from shareholders who disagree with the merger,
of the Board of Directors and/or the Board of in accordance with the limitations and provisions
Commissioners for Year 2025; of the Indonesian Company Law (UUPT) and OJK
5. Changes to the Composition of the Board of Regulation No.29 of 2023 on Share Buybacks by
Directors.* Public Companies;
7. Approval of the purchase of SF shares by the
Company from SF shareholders who disagree with
the merger, in accordance with the limitations and
provisions set forth in the Summary of the Merger
Plan dated 11 December 2024.
*The curriculum vitae of candidates for members of the Board of Directors and/or the Board of Commissioners to be appointed
was announced on the Company’s website at the time of the GMS invitation.
All GMS agenda items were announced at the time of the GMS invitation, with no additional or undisclosed agenda items.
Fulfilment 1. Notification of Meeting Agenda to OJK on 7 February 2025;
of Legal 2. Announcement of Meeting on 14 February 2025;
Procedures for 3. Invitation for the Meeting on 3 March 2025, including the materials containing explanation for each
Meeting agenda item that would be presented at the Meeting – 22 days prior to AGMS and EGMS.
The Announcement and Invitation of the Meeting were published in both Indonesian and English on the same
day through the Company’s website, the Indonesia Stock Exchange website, and the eASY.KSEI system.
Meeting Mr. Muhamad Chatib Basri as President Mr. Didi Syafruddin Yahya as Independent
Chairperson Commissioner of the Company, who was Commissioner of the Company, who was
appointed based on the resolutions of the Board of appointed based on the resolutions of the Board of
Commissioners Meeting on 7 February 2025. Commissioners Meeting on 7 February 2025.
Attendance The Meeting was attended by Shareholders and/ The Meeting was attended by Shareholders and/
Quorum or Proxy Holder representing 11,371,842,263 shares or Proxy Holder representing 11,691,095,981 shares
in the Company, constituting 86.9943% of the total in the Company, constituting 89.4366% of the total
13,128,430,665 shares issued by the Company up 13,128,430,665 shares issued by the Company up to
to the Meeting, after deducting 56,487,800 treasury the Meeting, after deducting 56,487,800 treasury
shares (buyback shares), resulting in a total of shares (buyback shares), resulting in a total of
13,071,942,865 shares. 13,071,942,865 shares.
Attendance of Board of Directors Board of Directors
the Board of • Dian Siswarini: President Director (physically) • Rajeev Sethi: President Director (physically)
Directors and • Feiruz Ikhwan: Director (physically) • Feiruz Ikhwan: Director (physically)
the Board of • Yessie D. Yosetya: Director (physically) • Yessie D. Yosetya: Director (physically)
Commissioners • Abhijit J. Navalekar: Director (physically) • David Arcelus Oses: Director (physically)
• David Arcelus Oses: Director (physically) • I Gede Darmayusa: Director (physically)
• I Gede Darmayusa: Director (physically)
• Rico Usthavia Frans: Director (physically)
Board of Commissioners Board of Commissioners
• Dr. Muhamad Chatib Basri: President • Vivek Sood: Commissioner (physically)
Commissioner (physically) • Dr. Hans Wijayasuriya: Commissioner (via video
• Vivek Sood: Commissioner (physically) conference)
• Dr. Hans Wijayasuriya: Commissioner (via video • Nik Rizal Kamil: Commissioner (physically)
conference) • Yasmin Binti Aladad Khan: Independent
• Nik Rizal Kamil: Commissioner (physically) Commissioner (via video conference)
• Yasmin Binti Aladad Khan: Independent • Julianto Sidarto: Independent Commissioner
Commissioner (via video conference) (physically)
• Julianto Sidarto: Independent Commissioner • Didi Syafruddin Yahya: Independent
(physically) Commissioner (physically)
• Didi Syafruddin Yahya: Independent
Commissioner (physically)
130 PT XLSMART Telecom Sejahtera Tbk
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Remark AGMS EGMS
Attendance Board Audit Committee Board Audit Committee
of the Board • Didi Syafruddin Yahya: Chairman (physically) • Didi Syafruddin Yahya: Chairman (physically)
Committees • Yasmin Binti Aladad Khan: Member (via video • Yasmin Binti Aladad Khan: Member (via video
conference) conference)
• Benny Redjo Setyono: Member (physically) • Benny Redjo Setyono: Member (physically)
• Nita S. Ruslim: Member (via video conference) • Nita S. Ruslim: Member (via video conference)
Nominating and Remuneration Committee Nominating and Remuneration Committee
• Julianto Sidarto: Chairman (physically) • Julianto Sidarto: Chairman (physically)
• Vivek Sood: Member (physically) • Vivek Sood: Member (physically)
• M. Hira Kurnia: Member (physically) • M. Hira Kurnia: Member (physically)
Board Risk and Compliance Board Risk and Compliance
• Yasmin Binti Aladad Khan: Chairwoman (via • Yasmin Binti Aladad Khan: Chairwoman (via
video conference) video conference)
• Julianto Sidarto: Member (physically) • Julianto Sidarto: Member (physically)
• Abid Adam: Member (via video conference) • Abid Adam: Member (via video conference)
Independent • Mr. Aulia Taufani, S.H. as the Public Notary; • Mr. Aulia Taufani, S.H. as the Public Notary;
Parties • PT Datindo Entrycom as the Securities • PT Datindo Entrycom as the Securities
Administration Bureau; Administration Bureau;
• Tanudiredja, Wibisana, Rintis dan Rekan • Tanudiredja, Wibisana, Rintis dan Rekan (member
(member of PricewaterhouseCoopers) as the of PricewaterhouseCoopers) as the Public
Public Accounting Firm; Accounting Firm;
• Ginting & Reksodiputro in association with A&O • Ginting & Reksodiputro in association with A&O
Shearman as the Legal Consultant. Shearman as the Legal Consultant;
• Ruky, Safrudin, & Partners as the Public Appraisal
Firm.
Opportunity to During the Meeting, the Company has provided the During the Meeting, the Company has provided the
Raise Question opportunity for shareholders or proxy's holder to opportunity for shareholders or proxy's holder to
be able to ask question(s) opinion(s) related to the be able to ask question(s) opinion(s) related to the
discussion of each agenda of the Meeting Until the discussion of each agenda of the Meeting Until the
end of the session of the Meeting there were 3 (three) end of the session of the Meeting there were 8 (eight)
shareholders or shareholder proxies who raised shareholders or shareholder proxies who raised
question (s) and/or opinion (s) - 1 (one) question on question (s) and/or opinion (s) - 2 (two) questions
the First Agenda and 2 (two) questions on the Second on the First Agenda, 1 (one) question on the Second
Agenda. Agenda, 1 (one) question on the Third Agenda, 1 (one)
question on the Fourth Agenda, 1 (one) question on
the Fifth Agenda, and 3 (three) questions on the Sixth
Agenda.
Decision Decision making is conducted by direct voting on-site and from e-Voting on the eASY.KSEI platform.
Making
Mechanism
Voting Results
Agenda In Favor Against Abstain Total in Favor
AGMS
1 11,175,986,056 157,404,070 38,452,137 11,214,438,193
(98.2777091%) (1.3841563%) (0.3381346%) (98.6158437%)
2 11,183,785,376 157,404,070 30,652,817 11,214,438,193
(98.3462936%) (1.3841563%) (0.2695501%) (98.6158437%)
3 11,158,165,117 161,658,970 52,018,176 11,210,183,293
(98.1209980%) (1.4215724%) (0.4574296%) (98.5784276%)
4 11,174,167,889 167,021,357 30,653,017 11,204,820,906
(98.2617208%) (1.4687273%) (0.2695519%) (98.5312727%)
5 11,124,975,717 194,848,570 52,017,976 11,176,993,693
(97.8291420%) (1.7134301%) (0.4574279%) (98.2865699%)
EGMS
1 10,582,513,200 1,091,046,264 17,536,517 10,600,049,717
(90.5177172%) (9.3322839%) (0.1499989%) (90.6677161%)
2 10,582,513,200 1,091,046,264 17,536,517 10,600,049,717
(90.5177172%) (9.3322839%) (0.1499989%) (90.6677161%)
3 10,582,513,000 1,089,046,464 19,536,517 10,602,049,517
(90.5177155%) (9.3151785%) (0.1671060%) (90.6848215%)
2025 Integrated Annual Report 131
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Corporate
Governance
Voting Results
Agenda In Favor Against Abstain Total in Favor
4 10,624,990,227 1,048,510,237 17,595,517 10,642,585,744
(90.8810452%) (8.9684512%) (0.1505036%) (91.0315488%)
EGMS
5 10,665,113,927 1,008,024,037 17,958,017 10,683,071,944
(91.2242440%) (8.6221518%) (0.1536042%) (91.3778482%)
6 11,188,214,273 485,344,991 17,536,717 11,205,750,990
(95.6985923%) (4.1514071%) (0.1500006%) (95.8485929%)
7 11,098,405,473 574,732,291 17,958,217 11,116,363,690
(94.9304111%) (4.9159830%) (0.1536059%) (95.0840170%)
The Company announced the voting results to the public on the same day as the date of the GMS through: the Company’s website;
the IDXNet and OJK SPE websites; and eASY.KSEI.
Annual General Meeting of Shareholders Rp100,000,000 (one hundred million Rupiah);
Resolutions, 25 March 2025 and
c. The remaining of Rp698,919,000,000 (six
AGMS Convention Resolutions: All AGMS resolutions hundred ninety-eight billion, nine hundred
have been fully implemented by the Company. nineteen million Rupiah) (rounded) will be
recorded as retained Earnings to support the
First Agenda business development of the Company.
1. To approve and accept the Annual Report of the 2. Grant authorization and power to the Board of
Board of Directors of the Company on the activities Directors of the Company with substitution rights to
and course of events of the Company, including but decide on schedule including terms and conditions
not limited to the results that have been achieved of dividend payout to all shareholders duly eligible
during the financial year ended 31 December based on the prevailing regulations.
2024, the Supervisory Report of the Board of
Commissioner of the Company for financial year Third Agenda
2024 as well as to approve and ratify the Financial 1. To appoint Public Accounting Firm Rintis,
Statements of the Company for the financial year Jumadi, Rianto and Partners (firm member of
ended on 31 December 2024 as audited by Public PricewaterhouseCoopers global network) as the
Accounting Firm Rintis, Jumadi, Rianto & Partners external auditor of the Company with Mr. Lok
(firm member of Pricewaterhouse Coopers global Budianto, S.E., Ak., CPA as the Public Accountant
network); and to perform audit on the Financial Statement of the
2. To approve the granting of full release and Company for Financial Year ended on 31 December
discharge (volledig acquit et de charge) for the 2025 and other Financial Statement as required by
members of the Board of Directors of the Company the Company;
upon the management and members of the Board 2. To grant authority to the Board of Commissioners
of Commissioners of the Company upon the to appoint other Public Accounting Firm listed in the
supervision that has been conducted in the financial Financial Services Authority if for one or another
year ended on 31 December 2024, as long as those reason the above-mentioned public accounting
actions reflected in the Annual Report and recorded firm is not able to carry out their duties and/or if for
in the Financial Statement of the Company and not one or another reason there is a change of decision
a criminal offense or a breach of the prevailing laws after the effective date of the merger between the
and regulations. Company with PT Smartfren Telecom Tbk dan PT
Smart Telecom (Merger); and
Second Agenda 3. To grant authority to the Board of Commissioners
1. To approve allocation of the net profit of the and/or Board of Directors of the Company to take
Company for the fiscal year ended 31 December necessary action and arrangements, including but
2024 as per following details: not limited to determine the amount of professional
a. 62% of normalized net profit after tax and fee and/or signing other documents.
minority interest (normalized PATAMI) with the
amount of Rp1,120,000,000,000 (one trillion, Fourth Agenda
one hundred twenty billion Rupiah) (rounded) 1. Granting authorization to the Board of
will be distributed to shareholders as dividend, Commissioners of the Company to determine the
equivalent to Rp85.7 (eighty-five-point seven remuneration, bonus, and other benefit for members
Rupiah) per share; of the Board of Directors of the Company based on
b. Allocation on Reserve Fund amounting structure and amount of remuneration as stipulate
132 PT XLSMART Telecom Sejahtera Tbk
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under the remuneration policy of the Company for Statement of Meeting Resolutions made before a
year ended on 31 December 2025; and Notary and to submit a notification of changes in
2. Granting authorization to the Nominating and the data of the Company to the Ministry of Law of
Remuneration Committee of the Company the Republic of Indonesia in order to obtain a letter
to determine the remuneration, bonus and of acceptance for the notification of changes in the
other benefits for the members of the Board of data of the Company from the Minister of Law of the
Commissioners based on structure and amount of Republic of Indonesia.
remuneration as stipulate under the remuneration
policy of the Company for financial year ended on 31 Extraordinary General Meeting of Shareholders
December 2025. Resolutions, 25 March 2025
Fifth Agenda EGMS Convention Resolutions: All EGMS resolutions
1. Accepting the resignation and granting full release have been fully implemented by the Company.
and discharge (acquit et de charge) to Dian
Siswarini as President Director of the Company, as First Agenda
well as Abhijit Jayant Navalekar and Rico Usthavia Approve the merger between the Company, PT
Frans, each as members of the Board of Directors, Smartfren Telecom Tbk (SF), and PT Smart Telecom
for the management actions they have undertaken as stated in the Abridged Merger Plan, which was
from their appointment as Directors of the Company published in the Merger Plan Summary on 11 December
until the end of their term, effective upon the closing 2024 (as supplemented and/or amended in accordance
of this Meeting, provided that such actions are with applicable laws and regulations).
reflected in the Annual Report and recorded in the
Financial Statements of the Company, and do not Second Agenda
constitute a criminal act of a violation of applicable 1. Approve the Company to amend the Articles of
laws and regulations; Association as a result of the merger, including
2. Accepting the resignation and granting full release changing the Company's name to PT XLSMART
and discharge (acquit et de charge) to I Gede Telecom Sejahtera Tbk (as presented in the
Darmayusa as a member of the Board of Directors meeting); and
of the Company for the management actions they 2. Delegate power of attorney and authority with the
have undertaken from their appointment as a rights of substitution, in parts or as a whole, to the
Director of the Company until the end of his term Board of Directors of the Company to:
Which takes effect from the effective date of the a. Declare the resolution of this meeting by restating
Business Merger, provided that such actions are the entire Articles of Association in the form of a
reflected in the Annual Report and recorded in the Notarial Deed and carrying out all necessary
Financial Statements of the Company, and do not actions in connection with this resolution; and
constitute a criminal act of a violation of applicable b. Apply for approval and/or notification to the
laws and regulations; Minister of Law of the Republic of Indonesia,
3. Appoint Rajeev Sethi as the President Director of the register and announce the amendments
Company, replacing Dian Siswarini, effective from to the Articles of Association, so that such
the closing of this Meeting; amendments become legally effective, including
4. Approve that, with the acceptance of the making further amendments or additions to
resignations as stated above and without prejudice the provisions of the articles of association if
to the right of the General Meeting of Shareholders required by the relevant authorities, and take all
to dismiss them at any time, the composition of the necessary actions as required by the applicable
Board of Directors of the Company, effective from laws and regulations.
the closing of this Meeting, is as follows:
President Director: Rajeev Sethi Third Agenda
Director: Yessie Dianty Yosetya 1. Approve the proposed Merger Deed by the Company
Director: Feiruz Ikhwan (as presented in the meeting); and
Director: David Arcelus Oses 2. Grant authority to the Company's Board of Directors
Director: I Gede Darmayusa* to take all necessary actions related to this meeting
*) Resignation shall be effective upon the effective resolution, including but not limited to signing the
date of the Merger Merger Deed and carrying out any other required
5. Grant power of attorney, with the right of substitution, and/or permissible matters in connection with the
to the members of the Board, of Directors of the implementation of this resolution.
Company to declare the resolutions of the Meeting
regarding the changes in the composition of the Fourth Agenda
Board of Directors of the Company in a Deed of 1. Approve the end of term of the member of the
2025 Integrated Annual Report 133
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Corporate
Governance
following names of the Board of Commissioners as Director: Feiruz Ikhwan Bin Abdul Malek
of the Merger Effective Date, and further grant full Director: Yessie Dianty Yosetya
repayment and release of responsibility (volledig Director: David Arcelus Oses
acquit et de charge) to such members of the Board 4. Appoint the new members Board of Directors of the
of Commissioners for supervisory actions starting Company as follows:
from 1 January 2025 until the end of term of office, President Director: Rajeev Sethi
as long as these actions are recorded in the books Director: Antony Susilo
and records of the Company and do not constitute Director: David Arcelus Oses
a criminal act or violation of the provisions of the Director: Andrijanto Muljono
applicable laws and regulations: Director: Feiruz Ikhwan
President Commissioner: Dr. Muhamad Chatib Basri Director: Shurish Subbramaniam
Commissioner: Vivek Sood Director: Merza Fachys
Commissioner: Nik Rizal Kamil Director: Jeremiah Ratadhi
Commissioner: Dr. Hans Wijayasuriya
Independent Commissioner: Julianto Sidarto Thus, the composition Board of Directors of
Independent Commissioner: Didi Syafruddin Yahya the Company as of the Merger Effective Date is as
Independent Commissioner: Yasmin Binti Aladad follows:
Khan President Director: Rajeev Sethi
2. Appointing the new members the Board of Director: Antony Susilo
Commissioners of the Company as follows: Director: David Arcelus Oses
President Commissioner: M. Arsjad Rasjid P. M. Director: Andrijanto Muljono
Commissioner: Vivek Sood Director: Feiruz Ikhwan
Commissioner: Lay Krisnan Cahya Director: Yessie Dianty Yosetya
Commissioner: Nik Rizal Kamil Director: Shurish Subbramaniam
Commissioner: Sean Quek Director: Merza Fachys
Commissioner: David Robert Dean Director: Jeremiah Ratadhi
Independent Commissioner: Retno Lestari Priansari 5. The appointment of new members and changes
Marsudi in the composition Board of Commissioners of the
Independent Commissioner: Robert Pakpahan Company and Board of Directors shall be effective
Independent Commissioner: Willem Lucas on the Merger Effective Date until the closing of the
Timmermans Annual General Meeting of Shareholders for the
fiscal year 2029. This is without prejudice to the right
Thus, the composition Board of Commissioners of of the General Meeting of Shareholders to dismiss
the Company as of the Merger Effective Date is as any of them at any time.
follows: 6. Appoint and grant power with the right of substitution
President Commissioner: M. Arsjad Rasjid P. M. Board of Directors to the Company, either individually
Commissioner: Vivek Sood or jointly, to take all necessary actions to implement
Commissioner: Lay Krisnan Cahya the resolutions of this Meeting, including but not
Commissioner: Nik Rizal Kamil limited to appearing before a notary or relevant
Commissioner: Sean Quek government authorities, conducting discussions,
Commissioner: David Robert Dean providing and/or requesting information from
Independent Commissioner: Retno Lestari Priansari the notary or government authorities, drafting or
Marsudi instructing the drafting of, and signing deeds or
Independent Commissioner: Robert Pakpahan documents.
Independent Commissioner: Willem Lucas
Timmermans Fifth Agenda
3. Approve the end of term of the member of the Approve change of controller of the Company as a result
following names of the Board of Directors as of of the merger, from Axiata Group Berhad (“AGB”) as the
the Merger Effective Date, and further grant full sole controller to AGB and PT Wahana Inti Nusantara
repayment and release of responsibility (volledig (“WIN”), PT Global Nusa Data (“GND”) and PT Bali
acquit et de charge) to such members of the Board Media Telekomunikasi (“BMT”) as joint-controllers.
of Directors for management actions starting from 1
January 2025 until the end of term of office, as long Sixth Agenda
as these actions are recorded in books and records Approve the Share Buyback of the Company from
of the Company and do not constitute a criminal act Shareholders dissenting with the Merger up to the
or violation of the provisions of the applicable laws Buyback Limit of the Company.
and regulations:
134 PT XLSMART Telecom Sejahtera Tbk
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Seventh Agenda Extraordinary General Meeting of Shareholders,
Approve (1) the purchase of SF shares by the Company 12 August 2025
from Eligible SF Shareholders and (2) the appointment
of Axiata Investments and BMT as well as other On 12 August 2025, the Company convened the
parties as agreed separately (in accordance with the Extraordinary General Meeting of Shareholders at
limitations and provisions in the Conditional Merger XLSMART Tower, Jl. H.R.Rasuna Said Kav 11-12,
Agreement dated 10 December 2024), as entity(ies) Kuningan, Setiabudi, South Jakarta.
that will purchase shares from Eligible SF Shareholders
in accordance with the terms as stated in the Merger The detailed information about the implementation of
Plan. EGMS can be found in the following table:
Meeting Agenda Approval of the change of the Company’s Board of Directors
*The curriculum vitae of candidates for member of the Board of Directors to be appointed was announced
on the Company’s website at the time of the GMS invitation.
This GMS agenda item was announced at the time of the GMS invitation, with no additional or undisclosed
agenda items.
Fulfilment of Legal 1. Notification of Meeting Agenda to OJK on 26 June 2025;
Procedures for 2. Announcement of Meeting on 4 July 2025;
Meeting 3. Invitation for the Meeting on 21 July 2025, including the materials containing explanation for each
agenda item that would be presented at the Meeting –22 days prior to EGMS.
The Announcement and Invitation of the Meeting were published in both Indonesian and English on the
same day through the Company’s website, the Indonesia Stock Exchange website, and the eASY.KSEI
system.
Meeting Mr. M.Arsjad Rasjid P.M as President Commissioner of the Company, who was appointed based on the
Chairperson resolutions of the Board of Commissioners Meeting on 23 June 2025.
Attendance The Meeting was attended by Shareholders and/or Proxy Holder representing 14,182,854,336 shares in
Quorum the Company, constituting 82.9155241% of the total 18,199,862,451 shares issued by the Company up
to the Meeting, after deducting 1,094,676,787 treasury shares (buyback shares), resulting in a total of
17,105,185,664 shares.
Attendance of the Board of Directors Board of Commissioners
Board of Directors Antony Susilo: Director (physically) M. Arsjad Rasjid P.M: President Commissioner
and the Board of Shurish Subbramaniam: Director (physically) (physically)
Commissioners David Arcelus Oses: Director (physically) L. Krisnan Cahya: Commissioner (via video
Yessie Dianty Yosetya: Director (physically) conference)
Merza Fachys: Director (physically) Sean Quek: Commissioner (via video conference)
Feiruz Ikhwan Bin Abdul Malek: Director (physically) Nik Rizal Kamil: Commissioner (via video
Jeremiah Ratadhi: Director (via video conference) conference)
Andrijanto Muljono: Director (physically) David Robert Dean: Commissioner (via video
Sanjay Vaghasia: Director (physically) conference)
Robert Pakpahan: Independent Commissioner (via
video conference)
Willem Lucas Timmermans: Independent
Commissioner (physically)
Attendance of the Board Audit Committee Board Risk and Compliance Committee
Board Committees Willem Lucas Timmermans-Chairman (physically) David Robert Dean-Chairman (via video
Robert Pakpahan-Member (via video conference) conference)
Nita S. Ruslim-Member (via video conference) Indra Sentanu-Member (physically)
Willem Lucas Timmermans-Member (physically)
Nominating and Remuneration Committee Robert Pakpahan-Member (via video conference)
M. Arsjad Rasjid P.M-Member (physically)
Ripy Mangkoeosoebroto-Member (via video Board Investment Committee
conference) Sean Quek-Chairman (via video conference)
Nik Rizal Kamil-Member (via video conference)
L. Krisnan Cahya-Member (via video conference)
Independent • Mr. Aulia Taufani, S.H. as the Public Notary;
Parties • PT Datindo Entrycom as the Securities Administration Bureau;
Opportunity to During the Meeting, the Company has provided the opportunity for shareholders or proxy's holder to
Raise Question be able to ask question(s) opinion(s) related to the discussion of each of the Meeting Until the end of the
session of the Meeting there were 2 (two) shareholders or shareholder proxies who raised question (s) and/
or opinion (s) for the agenda.
Decision Making Decision making is conducted by direct voting and from e-Voting on the eASY.KSEI platform.
Mechanism
2025 Integrated Annual Report 135
Page 138
Corporate
Governance
Voting Results Agenda In Favor Against Abstain Total In Favor
1 14,111,805,769 6,063,953 64,984,614 14,176,790,383
(99.4990531%) (0.0427555%) (0.4581914%) (99.9572445%)
The Company announced the voting results to the public on the same day as the date of the GMS through:
the Company’s website; the IDXNet and OJK SPE websites; and eASY.KSEI.
Extraordinary General Meeting of Shareholders Director: Yessie Dianty Yosetya
Resolutions, 12 August 2025 Director: Merza Fachys
Director: Jeremiah Ratadhi
EGMS Convention Resolutions: All EGMS resolutions Director: Sanjay Kumar Gordhan A Vaghasia
have been fully implemented by the Company.
2. Appoint and grant power with the right of substitution
First Agenda to the Board of Directors of the Company, either
1. Appoint Sanjay K G A Vaghasia as the Director of the individually or jointly, to take all necessary actions to
Company effective as of the closing of this Meeting implement the resolutions of this Meeting, including
until the closing of the Annual General Meeting of but not limited to appearing before a notary or
Shareholders for the fiscal year 2029. This is without relevant government authorities, conducting
prejudice to the right of the General Meeting of discussions, providing and/or requesting information
Shareholders to dismiss any of them at any time, so from the notary or government authorities, drafting,
that the composition of the Board of Directors of the or instructing the drafting of, and signing deeds or
Company as of the closing of this Meeting shall be documents.
as follows:
President Director: Rajeev Sethi Extraordinary General Meeting of Shareholders,
Director: Antony Susilo 21 November 2025
Director: David Arcelus Oses
Director: Andrijanto Muljono (Written as Andrijanto On 21 November 2025, the Company convened the
in the ID Card) Extraordinary General Meeting of Shareholders at
Director: Feiruz Ikhwan Bin Abdul Malek XLSMART Tower, Jl. H.R.Rasuna Said Kav 11-12,
Director: Shurish Subbramaniam Kuningan, Setiabudi,South Jakarta.
The detailed information about the implementation of EGMS can be found in the following table:
Meeting Agenda Approval of the Use of a Portion of the Company's Retained Earnings to be Distributed as an Additional
Final Cash Dividend.
This GMS agenda item was announced at the time of the GMS invitation, with no additional or undisclosed
agenda items.
Fulfilment of Legal 1. Notification of Meeting Agenda to OJK on 8 October 2025;
Procedures for 2. Announcement of Meeting on 15 October 2025;
Meeting 3. Invitation for the Meeting on 30 October 2025, including the materials containing explanation for each
agenda item that would be presented at the Meeting – 22 days prior to EGMS.
The Announcement and Invitation of the Meeting were published in both Indonesian and English on the
same day through the Company’s website, the Indonesia Stock Exchange website, and the eASY.KSEI
system.
Meeting Mrs.Retno Lestari Priansari Marsudi as Independent Commissioner of the Company, who was appointed
Chairperson based on the resolutions of the Board of Commissioners Meeting on 17 November 2025.
Attendance The Meeting was attended by Shareholders and/or Proxy Holder representing 14,542,845,104 shares in
Quorum the Company, constituting 79.9063462% of the total 18,199,862,451 shares issued by the Company.
136 PT XLSMART Telecom Sejahtera Tbk
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Attendance of the Board of Directors Board of Commissioners
Board of Directors Rajeev Seth: Director (physically) Retno Lestari Priansari Marsudi: Independent
and the Board of Antony Susilo: Director (physically) Commissioner (physically)
Commissioners Shurish Subbramaniam Director (physically) Vivek Sood: Commissioner (via video conference)
David Arcelus Oses: Director (physically) L. Krisnan Cahya Commissioner (via video
Yessie Dianty Yosetya: Director (via video conference)
conference) Sean Quek: Commissioner (via video conference)
Merza Fachys: Director (via video conference) Nik Rizal Kamil: Commissioner (via video
Feiruz Ikhwan Bin Abdul Malek: Director conference)
(physically) David Robert Dean: Commissioner (via video
Jeremiah Ratadhi: Director (physically) conference)
Andrijanto Muljono: Director (physically) Robert Pakpahan: Independent Commissioner (via
Sanjay Vaghasia: Director (physically) video conference)
Willem Lucas Timmermans: Independent
Commissioner (via video conference)
Attendance of the Board Audit Committee Board Risk and Compliance Committee
Board Committees Willem Lucas Timmermans-Chairman (via video David Robert Dean-Chairman (via video
conference) conference)
Robert Pakpahan-Member (via video conference) Willem Lucas Timmermans-Member (via video
Retno Lestari Priansari Marsudi-Member conference)
(physically) Robert Pakpahan-Member (via video conference)
Nita S. Ruslim-Anggota (via video conference) Abid Adam-Member (via video conference)
Nominating and Remuneration Committee Board Investment Committee
Retno Lestari Priansari Marsudi-Chairwoman Sean Quek-Chairman (via video conference)
(physically) Nik Rizal Kamil-Member (via video conference)
Vivek Sood-Member (via video conference) L. Krisnan Cahya-Member (via video conference)
Vivek Sood-Member (via video conference)
Independent • Mr. Aulia Taufani, S.H. as the Public Notary;
Parties • PT Datindo Entrycom as the Securities Administration Bureau;
• Ginting & Reksodiputro (AOS) as the Legal Consultant.
Opportunity to During the Meeting, the Company has provided the opportunity for shareholders or proxy's holder to be able
Raise Question to ask question(s) opinion(s) related to the discussion of each of the Meeting Until the end of the session of
the Meeting there were 2 (two) shareholders or shareholder proxies who raised question (s) and/or opinion
(s) for the agenda.
Decision Making Decision making is conducted by direct voting and from e-Voting on the eASY.KSEI platform.
Mechanism
Voting Results Agenda In Favor Against Abstain Total In Favor
1 14,542,845,104 5,918,478 83,954,730 14,452,971,896
(99.3820108%) (0.0406968% ) (0.5772923%) (99.9593032%)
The Company announced the voting results to the public on the same day as the date of the GMS through:
the Company’s website; the IDXNet and OJK SPE websites; and eASY.KSEI.
Extraordinary General Meeting of Shareholders 2. Grant full authority to the Board of Directors of the
Resolutions, 21 November 2025 Company to, under their own discretion, take any
decisions and/or actions they consider appropriate
EGMS Convention Resolutions: All EGMS resolutions or necessary for the implementation of the
have been fully implemented by the Company. distribution/payment of the additional final cash
dividend, including but not limited to the procedure
First Agenda for the distribution/payment of the additional
1. Approve the appropriation and use of a portion of the final cash dividend, the determination of the
unappropriated retained earnings of the Company as implementation date of the distribution/payment
at 31 December 2024 as recorded in the Consolidated of the additional final cash dividend, the amount of
Financial Statements of the Company audited by the distribution/payment of the additional final cash
Public Accounting Firm Rintis, Jumadi, Rianto & Rekan dividend, the announcement of the schedule of the
in its report of 5 February 2025, to be distributed as distribution/payment of the additional final cash
additional final cash dividend to all the shareholders of dividend, and other decisions and/or actions which
the Company in the amount up to Rp2,893,778,129,709 the Board of Directors of the Company, under their
(two trillion eight hundred ninety three billion seven own consideration, perceive to be appropriate or
hundred seventy eight million one hundred twenty nine necessary, and with regard to the implementation
seven hundred and nine Rupiah) or 30.6% (thirty point of such authority, the Board of Directors of the
six percent) of the Retained Earnings of the Company, Company may grant authority (with substitution
which is equivalent to Rp159 (one hundred fifty nine rights) to the party(ies) they appoint.
Rupiah) per share.
2025 Integrated Annual Report 137
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Corporate
Governance
Board of Commissioners
In accordance with the Company’s Articles of Composition of the Board of Commissioners
Association, the Board of Commissioners is a
corporate organ directly accountable to the General The Board of Commissioners consists of at least two
Meeting of Shareholders (GMS). The Board’s primary members, including Independent Commissioners, with
responsibilities are to supervise and provide strategic the composition adjusted in accordance with applicable
guidance to the Board of Directors, ensuring that all laws and regulations in the capital market sector. When
management activities are conducted in alignment the Board comprises more than one member, one
with the Company’s business objectives and long-term individual is appointed as the President Commissioner,
goals. responsible for leading and coordinating the activities
of the Board of Commissioners to ensure effective
In fulfilling its duties, the Board of Commissioners also performance of its oversight duties.
oversees and evaluates the Company’s implementation
of Good Corporate Governance (GCG) principles, Changes in the Composition of the Board of
ensuring transparency, accountability, and sustainable Commissioner in 2025
value creation across all operational areas.
Pursuant to the resolution of the Extraordinary General
Legal References Meeting of Shareholders convened on 25 March 2025,
the shareholders resolved to approve the cessation of
The role, authority, and responsibilities of the Board of tenure of all members of the Board of Commissioners
Commissioners are guided by the following regulations effective as of the Merger Effective Date, and to appoint
and internal governance documents: the new members of the Board of Commissioners.
1. Law No. 40 of 2007 concerning Limited Liability
Companies;
2. OJK Regulation No. 33/POJK.04/2014 concerning
the Board of Directors and the Board of
Commissioners of Issuers or Public Companies;
3. The Company’s Articles of Association;
4. The Company’s Board Manual and Code of Ethics.
AGMS – 3 May 2024 EGMS – 25 March 2025
Name Position Name Position
Dr. Muhamad Chatib Basri President Commissioner M. Arsjad Rasjid P. M. President Commissioner
Vivek Sood Commissioner Vivek Sood Commissioner
Nik Rizal Kamil Commissioner Lay Krisnan Cahya Commissioner
Dr. Hans Wijayasuriya Commissioner Nik Rizal Kamil Commissioner
Julianto Sidarto Independent Commissioner Sean Quek Commissioner
Didi Syafruddin Yahya Independent Commissioner David Robert Dean Commissioner
Yasmin Binti Aladad Khan Independent Commissioner Retno Lestari Priansari Marsudi Independent Commissioner
Robert Pakpahan Independent Commissioner
Willem Lucas Timmermans Independent Commissioner
138 PT XLSMART Telecom Sejahtera Tbk
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Profile of the Board of Commissioners
The profiles of the current members of the Board of Commissioners are presented below:
M. Arsjad Rasjid P. M.
President Commissioner
Age
55 years old as of December 2025
Nationality
Indonesian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of
Shareholders dated 25 March 2025
Term of Office • President Director and Group CEO, PT Indika Energy Tbk
16 April 2025 until the closing of Annual General Meeting of (2007-2014)
Shareholders for the Fiscal Year of 2029.
Concurrent Positions
Appointment History in the Company • Member of Nominating and Remuneration Committee, PT
President Commissioner, First Term, appointed at the XLSMART Telecom Sejahtera Tbk
Extraordinary General Meeting of Shareholders dated 25 • Member of Nominating, Remuneration, and GCG
March 2025. Committee, PT Rukun Raharja Tbk
• Member of the Board of Commissioners, at PT Rukun
Educational Background and Certifications Raharja Tbk and PT Indika Energy Tbk
• Executive Education Program in Leadership and
DecisionMaking in the 21st Century, Jackson Institute for Affiliate Relations
Global Affairs, Yale University, United States (2014) None
• Executive Education on Impact Investing, Said Business
School, University of Oxford, England (2013) Association Membership
• Program Insights into Politics and Public Policy in Asia for • Chairman of Governing Council, Indonesian Chamber of
Global Leaders, Lee Kuan Yew School of Public Policy, Commerce and Industry (2025-present)
Singapore (2012) • Chairman, Indonesian Committee for Traditional Games
• Executive Education Program in Global Leadership and Sports (2025-present)
and Public Policy for the 21st Century, Harvard Kennedy • Head of Economic Empowerment and Mosque Acoustic
School, United States (2012) Management, Indonesian Mosque Council (2024-present)
• Bachelor of Science in Business Administration from • Advisory Board, National Kidney Foundation Indonesia
Pepperdine University, United States (1993) (2024-present)
• Bachelor of Computer Engineering from University of • Chairman of Board of Trustee, Indonesian Business
Southern California, United States (1990) Council (2023-present)
• PP Muhammadiyah Economic, Business, and Tourism
Professional Experience Council Expert, Muhammadiyah (2023-present)
• President Commissioner, PT XLSMART Telecom Sejahtera • Chairman, Indonesian Archery Association
Tbk (2025-present) (2022-present)
• Commissioner, PT Indika Energy Tbk (2025-present) • Board of Trustee, Organization of Islamic Cooperation
• Commissioner, PT Rukun Raharja Tbk (2014-present) Arbitration Centre (2021-present)
• President Director and Group CEO, PT Indika Energy Tbk • Chairman, Indika Foundation (2017-present)
(2016-2025) • Chairman, Indonesian Chamber of Commerce and
• Vice President Director, PT Indika Energy Tbk (2014-2016) Industry (2021-2025)
Training and Competency Development in 2025
Training/Workshop Venue Date of
Implementation
Speaker in a panel discussion themed "A High Growth Strategy for “0% Poverty” at the Jakarta 18 February 2025
Indonesia Economic Summit.
Speaker in a panel discussion themed "Navigating Asia's geopolitics to advance Australia's Sydney, Australia 9 September 2025
prosperity" at the 2025 Australia Financial Review Asia Summit.
Speaker in a panel discussion themed "Advancing Economic Security through WPS" at the Kuala Lumpur, Malaysia 30 September 2025
2025 ASEAN Women Peace and Security Summit.
Speaker in a panel discussion at the Business Leaders Summit. Istanbul, Türkiye 2 November 2025
2025 Integrated Annual Report 139
Page 142
Corporate
Governance
Vivek Sood
Commissioner
Age
61 years old as of December 2025
Nationality
Indian
Domicile
New Delhi, India
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025.
Term of Office • Director, Axiata Investments (Cambodia) Sdn. Bhd. (2017-
16 April 2025 until the closing of Annual General Meeting of 2023)
Shareholders for the Fiscal Year of 2029. • Director, Axiata SPV4 Sdn. Bhd. (2017-2021)
• Director, Axiata Digital Labs Sdn. Bhd. (2017-2023)
Appointment History in the Company • Director, Robi Axiata PLC (2017-present)
Commissioner, First Term, appointed at the Extraordinary • Director, Axiata (Cambodia) Holding Limited (2017-2023)
General Meeting of Shareholders dated 25 March 2025. • Director, Reynolds Holdings Limited (2017-2023)
• Director, Axiata Investments (UK) Limited (2017-2023)
Educational Background and Certifications • Director, Axiata Enterprise Sdn. Bhd. (2017-2022)
• Chartered Accountant License from The Institute of • EVP and Group Marketing Officer, Telenor Group (2015-
Chartered Accountant of India (1989) 2017)
• Bachelor in Commerce from University of New Delhi, India • CEO, Telenor India (2014-2015)
(1985) • CEO, Grameenphone, Bangladesh (2013-2014)
• CFO and COO of Tata AIA Life Insurance, Tata AIA Life
Professional Experience Insurance Limited, Mumbai, India (2006-2010)
• Commissioner, PT XLSMART Telecom Sejahtera
(2025-present) Concurrent Positions
• Director, Dialog Axiata PLC (2025-present) • Member of Board Investment Committee, PT XLSMART
• Chairman, Smart Axiata Co., Ltd (2025-present) Telecom Sejahtera Tbk
• President Commissioner, PT Link Net Tbk (2024-present) • Member of Nominating and Remuneration Committee, PT
• Group Chief Executive Officer and Managing Director, XLSMART Telecom Sejahtera Tbk
Axiata Group Berhad (2023-present) • Board Sustainability Committee, Axiata Group Berhad
• Director, CelcomDigi Berhad (2023-present) • Axiata Board Investment Committee, Axiata Group
• Trustee, Axiata Foundation (2023-2024) Berhad
• Chairman, Boost Holding Sdn. Bhd. (2022-present) • Board Nomination and Remuneration Committee, Robi
• Chairman, ADA Data AI Solutions Sdn. Bhd. (formerly Axiata PLC
known as Axiata Digital & Analytics Sdn. Bhd.) • Chairman of Board Investment Committee, Dialog Axiata
(2022-present) PLC
• Joint Acting Group CEO, Axiata Group Berhad (2022- • Member of Nominations and Governance Committee,
2023) Dialog Axiata PLC
• Director, Axiata SPV5 (Labuan) Limited (2020-2023) • Member of Remuneration Committee, Dialog Axiata PLC
• Director, Axiata Lanka (Private) Limited (2017-2024) • Board Remuneration Committee at ADA Data AI Solutions
• Director, Axiata Digital Services Sdn. Bhd. (2017-2025) Sdn. Bhd. (formerly known as Axiata Digital & Analytics
• Commissioner, PT XL Axiata Tbk (2017-2025) Sdn. Bhd.)
• Group CFO, Axiata Group Berhad (2017-2023) • Board Remuneration Committee, Boost Holdings Sdn.
• Director, Axiata SPV1 (Labuan) Limited (2017-2023) Bhd.
• Director, Axiata SPV Berhad (2017-2023) • Board Remuneration Committee, Smart Axiata Co., Ltd.
• Director, Axiata Investments (Singapore) Limited (2017- • Board Investment Committee, Smart Axiata Co., Ltd.
2023) • Chairman of Board Governance and Risk Management
• Director, Axiata Investments (Labuan) Limited (2017- Committee, CelcomDigi Berhad
2023) • Member of Board Nomination and Remuneration
• Director, Axiata Investments (Indonesia) Sdn. Bhd. (2017- Committee, PT Link Net Tbk
2023) • Commissioner, PT Link Net Tbk
140 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
Affiliate Relations 5. Chairman of ADA Data AI Solutions Sdn. Bhd. (formerly
Chief Executive Director and Managing Director of Axiata known as Axiata Digital & Analytics Sdn. Bhd.)
Group Berhad 6. CelcomDigi Berhad
7. President Commissioner of PT Link Net Tbk
Director of:
1. Dialog Axiata PLC Association Membership
2. Robi Axiata PLC None
3. Chairman of Smart Axiata Co., Ltd
4. Chairman of Boost Holdings Sdn. Bhd.
Training and Competency Development in 2025
Date of
Training/Workshop Venue
Implementation
Axiata Group Executive Council, Sustainability (Workshop) by Federico Chirico and Virtual 14 January 2025
James Lambert of Oxford Economics
Axiata Group Executive Council, Meta AI Use Cases (Workshop) by Karan Khara and Virtual 10 February 2025
Clive Chai of Meta
Mobile World Congress Conference: The Gateway to a New Future Gran Via, 3 March 2025
Barcelona
Corporate Governance and Company Law (Workshop) by Tanjib Alam and Virtual 13 March 2025
Associates
Asean Investment Conference by Securities Commission Malaysia KL Convention 8 April 2025
Centre
TMT M&A Forum (Conference) by TMT Finance Pan Pacific, 15 May 2025
Singapore
Axiata Senior Leadership Meeting: EQ, Hotel 10 June 2025
• Macro Trends and The Changing World (Workshop) by Dr Thitinan Pongsudhirak
• Leading through Change and Innovation (Workshop) by Datuk Dr Nora Manaf
Digital Transformation World (DTW) Ignite: Ten 100 Strategy sessions by DTW: Bella Centre, 17 June 2025 &
• Pathways to Growth – CEOs Copenhagen 18 June 2025
• Unlocking the API Economy
• AI - Delivering Impact at Scale
• AI in Action: Driving Business Outcomes
CelcomDigi Board Strategy Workshops Ruma Hotel, KL 1 July 2025 &
2 July 2025
Axiata Mid Year Board Retreat: Axiata Tower 14 July 2025 &
• Growth & Creating Value with Shareholders by Meinrad Spenger, CEO of Mas 15 July 2025
Orange
• The “How?” - Future-State Option by Axel Granger, MD of UBS
• PE Performance Management & Value Creation by William Cornog, former
Global Head of KKR Capstone
Bangladesh Summit Conference by Dr Yunus and Bangladesh delegation Shangri La, KL 12 August 2025
Axiata Group Executive Council, Sharing on 5G workshop by Airtel by Randeep Singh Virtual 10 September 2025
GSMA Digital Nations Summit KL Conference, Westin KL 23 September 2025
by GSMA
IFRS Sustainability Disclosure Standards in EQ Hotel 25 September 2025
Malaysia (Workshop) by PwC
Axiata Group - Risk & Compliance Conference 2025 by Cedric Chehab, Fitch Virtual 26 September 2025
Solutions, Jeffrey Craine, Bain & Co., Bea Paterno, Skadden Arps and Anton
Bonifacio, Globe Telecom
CelcomDigi Operational Excellence Workshop by CelcomDigi Berhad Virtual 3 October 2025
Khazanah Megatrends Conference by Khazanah Berhad Mandarin Oriental 6 October 2025
Hotel, KL
CelcomDigi Board Strategy Workshop 2 by CelcomDigi Tower 24 October 2025
CelcomDigi Berhad
2025 Integrated Annual Report 141
Page 144
Corporate
Governance
Training/Workshop Venue Date of
Implementation
Axiata BAC Forum Conference: The Majestic 28 October 2025
• Resilient Internal Audit, Talent Management & Technology in Navigating VUCA Hotel, KL
(Volatility, Uncertainty, Complexity, Ambiguity) by Nik Shahrizal Sulaiman, Risk
Services Partner (PwC),
• The Audit Committee’s Role in Driving Credible Sustainability Governance,
Process & Reporting by Mahesh Ramesh, Assurance Services Partner (PwC) and
David Toh, Assurance Services Director (PwC)
• Navigating Complexity & Disruption: Whistleblowing, Good Governance &
Integrated Assurance by Dr Klaus Moosmayer, Member of the Supervisory Board
(Deutsche Bank, AG)
Axiata Year End Board Retreat: Axiata Tower 4 November 2025
• Fireside Chat: From Telco to TechCo - Growth in the age of AI by Kiran Thomas, & 5 November 2025
CEO of Jio Platforms and Steffen Roehn, Chairman of TM Forum
• AI by Arvind Jain, CEO of Glean
Axiata Group Executive Council, Meta 2026 plans – Authentication and APIs, Meta Virtual 10 November 2025
Auth, Business Messaging by Meta by Pushpendra Singh
Fortune Innovation Forum by Fortune Shangri La, KL 17 November 2025
Sri Lanka Economic & Investment Summit 2025 (Conference) by The Ceylon Shangri La 3 December 2025
Chamber of Colombo
Commerce
AI Workshop by Microsoft Axiata Tower 9 December 2025
Corporate Governance Refresher Session by Snehasish Mahmud & Co Virtual 10 December 2025
142 PT XLSMART Telecom Sejahtera Tbk
Page 145
Connecting Indonesia:
One Purpose-One Future
Lay Krisnan Cahya
Commissioner
Age
64 years old as of December 2025
Nationality
Indonesian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office • President Director, PT Golden Energy Mines Tbk (2011-
16 April 2025 until the closing of Annual General Meeting of 2012)
Shareholders for the Fiscal Year of 2029. • President Commissioner, PT Borneo Indobara (2011-2012)
• Director, PT Lippo Karawaci Tbk (2005-2008)
Appointment History in the Company • Commissioner and Director, PT Multipolar Tbk (2001-
Commissioner, First Term, appointed at the Extraordinary 2008)
General Meeting of Shareholders dated 25 March 2025. • Senior Position, PT Bank Bali Tbk (1995-2000)
• Senior Position, PT Bank Panin Tbk (1984-1995)
Educational Background and Certifications
Bachelor of Economics (Accounting) from Tarumanegara Concurrent Positions
University (1986). • Member of the Board Investment Committee, PT
XLSMART Telecom Sejahtera Tbk
Professional Experience • President Director, PT Dian Swastatika Sentosa Tbk
• Commissioner, PT XLSMART Telecom Sejahtera Tbk
(2025-present) Affiliate Relations
• President Commissioner and Vice President None
Commissioner, Subsidiaries of PT Dian Swastatika
Sentosa Tbk Assocation Membership
• Non -Executive Chairman, Audit Committee Member, None
and Nomination Committee Member, Golden Energy and
Resources Limited (2015-2021)
• President Commissioner, PT Golden Energy Mines Tbk
(2012-2021)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
Sinar Mas Digital Day (Sinar Mas) Tangerang 3 October 2025
• AI Academy : Introduction for Executives (PT Dian Swastatika Sentosa Jakarta 24 October 2025
Tbk)
• Regulations on the Use of Renewable Energy: Solar, Geothermal,
Biodiesel, and Nuclear (PT Dian Swastatika Sentosa Tbk)
AI Innovation Asia 2025 (Economist Impact) Singapore 2 December 2025
2025 Integrated Annual Report 143
Page 146
Corporate
Governance
Nik Rizal Kamil
Commissioner
Age
53 years old as of December 2025
Nationality
Malaysian
Domicile
Selangor, Malaysia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office • Assistant Manager, Corporate Finance, RHB Sakura
16 April 2025 until the closing of the Annual General Meeting of Merchant Bankers Berhad (2001 – 2003).
Shareholders for the Fiscal Year of 2029.
Concurrent Positions
Appointment History in the Company • Member of Board Investment Committee, PT XLSMART
Commissioner, First Term, appointed at the Extraordinary Telecom Sejahtera Tbk.
General Meeting of Shareholders dated 25 March 2025. • Board Investment Committee, PT Link Net Tbk.
• Chairman of Board Risk and Compliance Committee, Robi
Educational Background and Certifications Axiata PLC
• Master of Science in Finance from London Business • Member of Board Audit Committee, Robi Axiata PLC
School, UK (2008). • Chairman of Board Investment Committee, Robi Axiata
• Bachelor of Science in Economics and Accounting from PLC
University of Bristol, UK(1992). • Chairman of Board Investment Committee, Smart Axiata
Co., Ltd
Professional Experience • Chairman of Board Risk and Compliance Committee,
• Commissioner, PT XLSMART Telecom Sejahtera Tbk EDOTCO Group Sdn. Bhd.
(2025-present) • Member of Board of Audit Committee, EDOTCO Group
• Commissioner, PT Link Net Tbk (2025-present) Sdn. Bhd.
• Director, CelcomDigi Berhad (2025-present) • Member of Board of Investment Committee, EDOTCO
• Director, Axiata Digital Services Sdn. Bhd. (2025-present) Group Sdn. Bhd.
• Director, Axiata Digital Labs Sdn. Bhd. (2025-present) • Member of the Board of Commissioners, PT Link Net Tbk
• Group Chief Financial Officer, Axiata Group Berhad,
(2024 – present). Affiliate Relations
• Director, Robi Axiata PLC (2024 - present). Group Chief Financial Officer, Axiata Group Berhad
• Director, EDOTCO Group Sdn. Bhd. (2024 - present).
• Commissioner, PT XL Axiata Tbk (2024-2025) Director of:
• Group Chief Financial Officer, RHB Banking Group (2021 1. Robi Axiata PLC
– 2023). 2. EDOTCO Group Sdn. Bhd.
• Non-Independent Non-Executive Director, Telekom 3. Axiata Digital Services Sdn. Bhd.
Malaysia Berhad (2012 –2018). 4. Axiata Digital Labs Sdn. Bhd.
• Executive Director-Investments, Khazanah Nasional 5. CelcomDigi Berhad
Berhad (2011 – 2021).
• Finance Manager, Special Projects Institution, Shell Commissioner of PT Link Net TbkNone
Malaysia Limited (2011 – 2011).
• Downstream Senior Financial Analyst, Shell International Association Membership
Petroleum Company Ltd, (2007 – 2011). • Fellow Chartered Account (FCA) and Business Finance
• Regional EP Senior Business Analyst, Shell EP International Professional (BFP), Institute of Chartered Accounts in
Ltd (Singapore) (2004 – 2007). England and Wales (ICAEW).
• Head of Planning & Economics, Shell Deepwater Borneo, • Member, Malaysian Institute of Accountants (MIA).
(2004 – 2007).
• Supervisor PSC and JV Accounting, Sarawak Shell Berhad
(2001 – 2003).
144 PT XLSMART Telecom Sejahtera Tbk
Page 147
Connecting Indonesia:
One Purpose-One Future
Training and Competency Development in 2025
Training/Workshop Venue Date
Axiata Group Executive Council Online 14 January 2025
• Sustainability (Workshop)
Nomura Asean Conference 2025 Mandarin Oriental Hotel, KL 15 January 2025
Axiata Group Risk & Compliance Workshop The Majestic Hotel, KL 21 January 2025
Axiata Group Executive Council Online 10 February 2025
• Meta AI Use Cases (Workshop)
Media Training Course Axiata Tower 13 February 2025
Mobile World Congress Gran Via, Barcelona 3 – 5 March 2025
Robi Axiata PLC Online 13 March 2025
• Corporate Governance and Company Law (Workshop)
Asean Investment Conference 2025 KL Convention Centre 8 April 2025
ASEAN 2025 Finance Track KL Convention Centre 8 April 2025
• Panel session on “A Nation that creates through Catalysing
Ecosystems”
Axiata Senior Leadership Forum (ASL Forum)
• Macro Trends and The Changing World (Workshop) EQ Hotel, KL 10 June 2025
• Leading through Change and Innovation (Workshop)
Global Telecommunications Finance Summit PWC Office, Milan, Italy 16 – 17 June 2025
CelcomDigi Board Strategy Workshops Ruma Hotel KL 1 – 2 July 2025
Axiata Mid-Year Board Retreat Axiata Tower 14 – 15 July 2025
• Growth & Creating Value with Shareholders
• The “How?” – Future State Option
• PE Performance Management & Value Creation
Mandatory Accreditation Programme Part II: Leading for Impact (LIP) Online 6 – 7 August 2025
Axiata Group Executive Council Online 10 September 2025
• Sharing on 5G workshop
IFRS Sustainability Disclosure Standards in Malaysia (Workshop) EQ Hotel, KL 25 September 2025
Axiata Group - Risk & Compliance Conference 2025 Online & Physical Axiata Tower 26 September 2025
CelcomDigi Operational Excellence Workshop Online 3 October 2025
JPM Conference Mandarin Oriental Hotel, KL 13 October 2025
Budget 2026 exclusive virtual session with Sec Gen of Treasury, Ministry Online 13 October 2025
of Finance
CelcomDigi Board Strategy Workshop 2 CelcomDigi Tower 24 October 2025
ASEAN Business Investment Summit MITEC, KL 25 October 2025
Axiata BAC Forum (Conference) The Majestic Hotel, KL
• Resilient Internal Audit, Talent Management & Technology in 28 October 2025
Navigating VUCA (Volatility, Uncertainty, Complexity, Ambiguity)
• The Audit Committee’s Role in Driving Credible Sustainability
Governance, Process & Reporting
• Navigating Complexity & Disruption: Whistleblowing, Good
Governance & Integrated Assurance
Axiata Year End Retreat Axiata Tower 4 – 5 November
• Fireside Chat: From Telco to TechCo – Growth in the Age of AI 2025
Axiata Group Executive Council Online 10 November 2025
• Meta 2026 plans – Authentication and APIs, Meta Auth, Business
Messaging
Workshop on National Sustainability Reporting Framework Axiata Tower 26 November 2025
AI Programme for Directors Axiata Tower 9 December 2025
Corporate Governance Refresher Session Online 10 December 2025
2025 Integrated Annual Report 145
Page 148
Corporate
Governance
Sean Quek
Commissioner
Age
48 years old as of December 2025
Nationality
Singaporean
Domicile
Singapore
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office Concurrent Positions
16 April 2025 until the closing of the Annual General Meeting of Chairman of the Board Investment Committee, PT XLSMART
Shareholders for the Fiscal Year of 2029. Telecom Sejahtera Tbk
Appointment History in the Company Affiliate Relations
Commissioner, First Term, appointed at the Extraordinary None
General Meeting of Shareholders dated 25 March 2025.
Association Membership
Educational Background and Certifications None
• Master of Business Administration from Harvard Business
School (2007).
• Bachelor of Science in Economics and Mathematics from
London School of Economics and Political Science (2001).
Professional Experience
• Commissioner, PT XLSMART Telecom Sejahtera Tbk
(2025-present)
• Board of Directors, MyRepublic Ltd (2014-present)
• Managing Director, Sinar Mas Telecommunication &
Technology Chairman’s Office (2012-2025)
• Chief Commercial Officer, GoldenShell BSM (2018-2020)
• CFO and Deputy GM, Golden Stena Weco Pte Ltd (2014-
2017)
• Principal, Quvat Capital (2007-2012)
• Associate, McKinsey & Company (2001-2004)
146 PT XLSMART Telecom Sejahtera Tbk
Page 149
Connecting Indonesia:
One Purpose-One Future
David Robert Dean
Commissioner
Age
67 years old as of December 2025
Nationality
British and German
Domicile
Feldafing, Germany
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office • Member of the Global Future Council on the Digital
16 April 2025 until the closing of the Annual General Meeting of Economy, World Economic Forum (2016-2019)
Shareholders for the Fiscal Year of 2029. • Member of the Global Agenda Council of the Future of
Digital Communications, World Economic Forum (2014-
Appointment History in the Company 2016)
Commissioner, First Term, appointed at the Extraordinary • Senior Advisor, The Boston Consulting Group
General Meeting of Shareholders dated 25 March 2025. (2014-present)
• Senior Partner & Managing Director, The Boston
Educational Background and Certifications Consulting Group (1985-2013)
• D.Phil. in Theoretical Nuclear Physics from University of
Oxford (1982). Concurrent Positions
• Master of Arts in Physics from University of Oxford (1979). • Chairman of Board Risk and Compliance Committee,
PT XLSMART Telecom Sejahtera Tbk
Professional Experience • Chairman of Supervisory Board, SUSS MicroTec SE
• Commissioner, PT XLSMART Telecom Sejahtera Tbk • Personal Committee, SUSS MicroTec SE
(2025-present) • Audit Committee, SUSS MicroTec SE
• Chairman of the Supervisory Board, SUSS MicroTec SE
(2020-present) Affiliate Relations
• Non-Executive Director, Axiata Group Berhad (2017- None
2025)
• Commissioner (Non-Executive Director), PT XL Axiata Tbk Association Membership
(2016-2023) None
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
Mobile World Congress Barcelona 3 – 5 March 2025
Axiata Group - Risk & Compliance Conference 2025 by Cedric Chehab, Virtual 26 September 2025
Fitch Solutions, Jeffrey Craine, Bain & Co., Bea Paterno, Skadden Arps and
Anton Bonifacio, Globe Telecom
2025 Integrated Annual Report 147
Page 150
Corporate
Governance
Retno Lestari Priansari Marsudi
Independent Commissioner
Age
63 years old as of December 2025
Nationality
Indonesian
Domicile
Depok, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office • Ambassador of the Republic of Indonesia to the Kingdom
16 April 2025 until the closing of the Annual General Meeting of of Norway and the Republic of Iceland, Ministry of Foreign
Shareholders for the Fiscal Year of 2029. Affairs-Republic of Indonesia (2005-2008)
• Director for West Europe Affairs, Ministry of Foreign
Appointment History in the Company Affairs-Republic of Indonesia (2003-2005)
Independent Commissioner, First Term, appointed at the • Director for Intra and Inter Regional Cooperation for
Extraordinary General Meeting of Shareholders dated 25 America and Europe, Ministry of Foreign Affairs-Republic
March 2025. of Indonesia (2001-2003)
• Economic Affairs Secretary at the Indonesian Embassy
Educational Background and Certifications in The Hague, Netherlands, Ministry of Foreign Affairs-
Bachelor of International Affairs from Gadjah Mada University Republic of Indonesia (1997-2001)
(1985).
Concurrent Positions
Professional Experience • Chairwoman of the Nominating and Remuneration
• Independent Commissioner, PT XLSMART Telecom Committee, PT XLSMART Telecom Sejahtera Tbk
Sejahtera Tbk (2025-present) • Member of the Board Audit Committee, PT XLSMART
• Independent Commissioner, PT Vale Indonesia Tbk Telecom Sejahtera Tbk.
(2025-present) • Chairwoman of Risk Mitigation Committee, PT Vale
• Independent Commissioner, PT Bundamedik Tbk Indonesia Tbk
(2025-present) • Independent Commissioner, PT Vale Indonesia Tbk
• Foreign Minister of the Republic of Indonesia, Ministry of • Independent Commissioner, PT Bundamedik Tbk
Foreign Affairs-Republic of Indonesia (2014-2024)
• Ambassador of the Republic of Indonesia to the Kingdom Affiliate Relations
of the Netherlands, Ministry of Foreign Affairs-Republic of None
Indonesia (2012-2014)
• Director General for American and European Affairs, Association Membership
Ministry of Foreign Affairs-Republic of Indonesia (2008- None
2012)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
Speaker in Discussion on “Leading with Purpose: Women in Faith, Business Doha 18 May 2025
and Public Policy”
Indonesia Water & Wastewater Expo and Forum Jakarta 11 June 2025
Keynote Speaker in Indonesia International Sustainability Forum Jakarta 10 October 2025
Key Speaker in the Leadership Session of the WE2025: Future in Motion Kuala Lumpur 25 November 2025
148 PT XLSMART Telecom Sejahtera Tbk
Page 151
Connecting Indonesia:
One Purpose-One Future
Robert Pakpahan
Independent Commissioner
Age
66 years old as of December 2025
Nationality
Indonesian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office • Director General of Tax, Ministry of Finance-Republic of
16 April 2025 until the closing of the Annual General Meeting of Indonesia (2017-2019)
Shareholders for the Fiscal Year of 2029. • Commissioner, Ex Officio Member of the Ministry of
Finance, Republic of Indonesia, Indonesia Deposit
Appointment History in the Company Insurance Corporation (IDIC) (2015-2019)
Independent Commissioner, First Term, appointed at the • Chairman of Audit Committee, Asian Development Bank
Extraordinary General Meeting of Shareholders dated 25 (2014-2016)
March 2025. • Director General of Debt Management, Ministry of
Finance-Republic of Indonesia (2012-2015)
Educational Background and Certifications
• Doctor of Philosophy in Economics from the University of Concurrent Positions
North Carolina at Chapel Hill, USA (1998). • Member of Board Audit Committee, PT XLSMART
• Diploma in Finance from the State College of Accountancy Telecom Sejahtera Tbk
(STAN) (1987). • Member of Board Risk and Compliance Committee,
PT XLSMART Telecom Sejahtera Tbk
Professional Experience • Chairman of the Board Audit Committee, PT Sarana
• Independent Commissioner, PT XLSMART Telecom Meditama Metropolitan Tbk
Sejahtera Tbk (2025-present) • President Commissioner/Independent Commissioner,
• Independent Commissioner, PT Surya Timur Alam Raya PT Sarana Meditama Metropolitan Tbk
Asset Management (PT STAR AM) (2021-present)
• President Commissioner/ Independent Commissioner, Affiliate Relations
PT Sarana Meditama Metropolitan Tbk (2020-present) None
• President Commissioner/Independent Commissioner,
PT Danareksa (Persero) (2020-2025) Association Membership
• President Commissioner and Independent Commissioner, Member of the Advisory Board, Indonesian Institute of
PT Dosni Roha Indonesia Tbk (2021-2023) Accountants (2022-2026)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
2 Annual Internal Audit & Risk Management Forum 2025
nd
SCTV Tower 8 Floorth
8 October 2025
Emtek ESG Leadership Forum 2025 - Driving Sustainable Value: Virtual 18 November 2025
Excellence through Integrity & Resilient Risk Management for Public Listed
2025 Integrated Annual Report 149
Page 152
Corporate
Governance
Willem Lucas Timmermans
Independent Commissioner
Age
61 years old as of December 2025
Nationality
Dutch
Domicile
Ko Samui, Thailand
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office • Non-Executive Director, Frontier Tower Associates Ltd
16 April 2025 until the closing of the Annual General Meeting of (2019-2022)
Shareholders for the Fiscal Year of 2029.
• Director/Chief Financial Officer, Director/Chief Operating
Officer, Director/Chief Transformation Officer, PT XL
Appointment History in the Company Axiata Tbk (2006-2018)
Commissioner, First Term, appointed at the Extraordinary • Non-Executive Director, Celcom Axiata Berhad (2011-
General Meeting of Shareholders dated 25 March 2025. 2017)
Educational Background and Certifications Concurrent Positions
• Master of Business Economics and Financing from State • Chairman of Board Audit Committee, PT XLSMART
University Groningen, Netherlands. Telecom Sejahtera Tbk
• Bachelor of Business Administration and Economics from • Member of Board Risk and Compliance Committee, PT
Hanze University Groningen, Netherlands. XLSMART Telecom Sejahtera Tbk
• Certified Management Accountant certification from the • Chairman of Board Audit Committee, Dialog Axiata Plc
Institute of Certified Management Accountants Australia. • Chairman of Related Parties Transaction Committee,
Dialog Axiata Plc
Professional Experience • Member of Nomination and Governance Committee,
• Independent Commissioner, PT XLSMART Telecom Dialog Axiata Plc
Sejahtera Tbk (2025-present) • Member of Board Risk and Compliance Committee, Dialog
• Board Audit Committee, PT BUMA Internasional Grup Tbk Axiata Plc
(2023-present) • Member of Board Investment Committee, Dialog Axiata
• Chairman of Board Audit Committee, Chairman of Related Plc
Parties Transaction Committee, Member of Nomination • Member of Board Audit Committee, PT BUMA Internasional
and Governance Committee, Member of Board Risk and Grup Tbk
Compliance Committee, Member of Board Investment
Committee, Dialog Axiata Plc (2022-present) Affiliate Relations
• Independent Non-Executive Director, Dialog Axiata Plc None
(2017-present)
• Independent Commissioner, Board Audit Committee, Association Membership
PT LinkNet Tbk (2023-2025) None
• Independent Commissioner, Board Audit Committee,
PT Lippo Karawaci Tbk (2021-2023)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
Conflict of Interests for Directors Virtual 18 December 2025
150 PT XLSMART Telecom Sejahtera Tbk
Page 153
Connecting Indonesia:
One Purpose-One Future
Multiple Board Membership of the Board of 4. Procedures for Meetings.
Commissioners 5. Remuneration.
6. Distribution of Authority.
The Company regulates the multiple board
memberships of the Board of Commissioners to This manual serves as an essential reference to ensure
ensure that each member can effectively perform their that all Board activities are conducted with integrity,
supervisory and advisory duties while maintaining objectivity, and adherence to the highest standards of
compliance with applicable governance standards. Good Corporate Governance (GCG).
Members of the Board of Commissioners may hold Duties and Responsibilities of the Board of
multiple positions under the following provisions: Commissioners
• As a member of the Board of Directors in a maximum
of 2 (two) other issuers or public companies; The duties and responsibilities of the Board of
• As a member of the Board of Commissioners Commissioners are stipulated in the Company’s
in a maximum of 2 (two) other issuers or public Articles of Association, in alignment with Law No. 40
companies; of 2007 concerning Limited Liability Companies and
• In the event that a member of the Board of Financial Services Authority (OJK) Regulation No. 33/
Commissioners does not hold any position as a POJK.04/2014. Additionally, these roles are further
Director in other public companies, he/she may elaborated in the Company’s Corporate Governance
serve as a member of the Board of Commissioners Policy and Board Manual.
in a maximum of 4 (four) other issuers or public
companies; In fulfilling its supervisory and advisory functions, the
• Members of the Board of Commissioners may Board of Commissioners is responsible for the following:
concurrently serve as members of a maximum of
5 (five) committees in issuers or public companies 1. Approval of the Business Plan
where they also hold a position as a member of the • Review and approve the Company’s proposed
Board of Directors or the Board of Commissioners. Business Plan for the upcoming financial year,
including its strategic direction, no later than
In accordance with prevailing regulations, Independent 60 days prior to the commencement of the new
Commissioners are prohibited from having any fiscal year.
affiliation with the Company, members of the Board of • Provide periodic guidance on the implementation
Directors or Board of Commissioners, or the Company’s and progress of the current business plan.
controlling shareholders.
2. Oversight of Management
All members of the Board of Commissioners currently • Supervise the performance and conduct of the
comply with these provisions, and their concurrent Board of Directors, ensuring that management
positions are periodically reviewed to ensure alignment activities align with the Company’s objectives,
with the Company’s corporate governance policies and approved policies, and applicable regulations.
relevant regulatory requirements. • Report to the General Meeting of Shareholders
(GMS) on supervisory duties and actions
Board Manual and Code of Ethics undertaken during the fiscal year.
• Provide advice to the Board of Directors as
The Company has established a comprehensive Board necessary.
Manual and Code of Ethics to guide the members of the
Board of Commissioners and the Board of Directors in 3. Access to Company Records and Premises
carrying out their duties and responsibilities effectively. Each Commissioner is entitled to access the
This framework is designed to promote a professional, Company’s buildings, premises, or other controlled
transparent, and collaborative working relationship areas, inspect all books, records, correspondence,
among Board members, thereby enhancing the overall and other evidentiary documents, verify the
effectiveness of the Company’s governance and condition of cash and other assets, and obtain
oversight functions. information regarding all actions undertaken by the
Board of Directors.
The Board Manual outlines the key governance
principles and operational guidelines governing the 4. Meetings
performance of the Board, which include: • Organize and participate in Board of
1. Criteria and Composition. Commissioners meetings and joint meetings
2. Duties and Responsibilities. with the Board of Directors in accordance with
3. Work Ethics. prevailing regulations.
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Corporate
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• Review and approve meeting minutes prepared 2. Capital Expenditures
by the Corporate Secretary. Approve any capital expenditure by any group
5. Annual Report Review company exceeding the amount approved in the
Review and endorse the Annual Report prepared relevant annual business plan for the item by more
by the Board of Directors, ensuring it contains than 10%, including cumulative prior expenditures
accurate, complete, and reliable information on the for the same item within the same financial year.
Company’s performance and governance. 3. Related Party Transactions
6. Appointment of Public Accountant Enter into Related Party Transactions (either as a
Propose the appointment of a Public Accountant single transaction or a series of related transactions)
and/or Public Accounting Firm for the ongoing fiscal exceeding Rp5,000,000,000 or a duration
year in accordance with prevailing regulations and exceeding 12 months, unless such transactions have
professional standards. been pre-approved for exemption by the Board of
7. Corporate Actions Commissioners or disclosed in the annual business
Review and authorize corporate actions within plan.
the limits of authority stipulated in the Articles 4. Litigation and Legal Proceedings
of Association and applicable laws, including Initiate, appeal, settle, or terminate any litigation,
transactions amounting to at least 5% of the arbitration, or other legal proceedings where the
Company’s gross revenue (before discounts) or total claimed amount exceeds Rp50,000,000,000,
10% of its Net Tangible Assets. except for claims against debtors arising in the
8. Corporate Governance Oversight ordinary course of business.
Monitor and evaluate the implementation of Good
Corporate Governance (GCG) principles to ensure Duties and Responsibilities of the President
accountability, transparency, and compliance with Commissioner
regulatory standards.
9. Committees The President Commissioner is responsible for
• Establish an Audit Committee, Remuneration coordinating the collective supervisory functions of the
Committee, Nomination Committee, and Board of Commissioners and ensuring that all duties
other committees as required under prevailing are performed effectively and in accordance with
regulations. the Company’s Articles of Association and prevailing
• If a Remuneration or Nomination Committee regulations.
is not established, these functions shall be
performed by the Board of Commissioners. The President Commissioner also serves as Chairman
10. Disclosure of Related Parties of the Board of Commissioners’ Meetings, the Joint
Disclose to the Company any relationships or Meetings of the Board of Commissioners and the Board
affiliations with related parties in accordance with of Directors, and the General Meeting of Shareholders
applicable disclosure regulations. (GMS). In this capacity, the President Commissioner
11. Disclosure of Share Ownership facilitates productive discussions, ensures effective
Report share ownership, including that of immediate decision-making processes, and promotes sound
family members, in the Company and/or other governance within the Board.
entities in compliance with relevant capital market
regulations. Board of Commissioners’ Requirements and
Appointment Policy
Supervisory Approval over Certain Actions of
the Board of Directors The appointment of members to the Board of
Commissioners is governed by the Senior Executive
In addition to the duties listed above, the Board of Nomination Policy, which sets forth procedures to
Commissioners is responsible for reviewing and ensure transparency, fairness, and compliance with
approving certain actions of the Board of Directors, as applicable regulations.
required by the Articles of Association. Such approvals
are part of the Board of Commissioners’ supervisory Candidates proposed by Shareholders and/or Minority
functions and include, but are not limited to, the Shareholders are submitted to the Nomination and
following: Remuneration Committee through the Corporate
1. Strategic Business Plans Secretary. The Committee reviews all nominations
Approve the Company’s new 5-year strategic plan to assess whether candidates meet the established
or annual business plan, or any amendments to qualifications, integrity standards, professional
existing plans. competence, and experience required for the role.
152 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
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Following review and endorsement by the Nomination the departing member or the existing Board term, as
and Remuneration Committee, the proposed candidates applicable.
are submitted to the General Meeting of Shareholders
(GMS) for final approval and appointment. Independent Commissioners
The qualifications and requirements for the Board of As of 31 December 2025, XLSMART’s Board of
Commissioners are based on OJK Regulation No. 33/ Commissioners consisted of three members, including
POJK.04/2014, supplemented by additional internal three Independent Commissioners:
criteria established by the Company. These criteria • Retno Lestari Priansari Marsudi
ensure that the Board maintains a diverse composition in • Robert Pakpahan
terms of skills, expertise, and professional background, • Willem Lucas Timmermans
thereby strengthening its oversight function.
The composition of Independent Commissioners
Resignation Policy for the Board of represents 30% of the total members of the Board of
Commissioners Commissioners, in full compliance with the provisions
of OJK Regulation No. 33/POJK.04/2014.
The resignation policy for members of the Board of
Commissioners is outlined in the Company’s Articles of Criteria of Independent Commissioners
Association and the Board Manual. Each Independent Commissioner of the Company
fulfills the independence requirements as stipulated
A member intending to resign must submit a formal by applicable laws and regulations, which include the
written notification addressed to the Nomination and following criteria:
Remuneration Committee, with copies sent to the Board
of Directors and the Corporate Secretary. Upon receipt No. Criteria Yes No
of the resignation notice, the Company will convene a
1 Has not been employed by, nor held a √
General Meeting of Shareholders (GMS) to deliberate
position with authority to plan, lead,
and decide on the resignation.
control, or supervise the Company
within the past six (6) months.
In addition to voluntary resignation, the term of office
of a member of the Board of Commissioners will 2 Holds no shares, either directly or √
automatically end under the following circumstances: indirectly, in the Company.
1. Involvement in a civil, criminal, financial, or other 3 Is not affiliated with any member √
legal dispute before a court, arbitration body, or of the Company’s Board of
government institution—whether in Indonesia or Commissioners, Board of Directors,
abroad—including disputes related to labor or or majority shareholders.
industrial relations. 4 Has no direct or indirect business √
2. Death of the concerned member. relationship related to the core
3. Expiration of the term of office without business activities of the Company
reappointment. that could affect his/her ability to act
4. Dismissal by the General Meeting of Shareholders independently.
(GMS).
5. Being declared bankrupt or placed under
5 For those who also serve as members √
of the Board Audit Committee (BAC),
guardianship pursuant to a court decision.
reappointment to the BAC may only
6. Loss of eligibility under applicable laws and
occur once following the conclusion
regulations.
of a full term of service.
Term of Office
Independency of the Independent Commissioners
The term of office for members of the Board of All Independent Commissioners have submitted
Commissioners of the Company is 5 (five) years, with a Statement of Independence, certifying their
eligibility for reappointment for one or more subsequent compliance with the independence criteria as required
terms of the same duration. under prevailing regulations. These statements are
formally documented and maintained by the Corporate
In the event that a Commissioner is appointed to fill a Secretary, serving as part of the Company’s governance
vacant position—arising from resignation, dismissal, records.
or other causes—the newly appointed Commissioner
shall serve for the remainder of the unexpired term of
2025 Integrated Annual Report 153
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Corporate
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Independent Commissioners' Meetings Commissioner at least 5 working days prior to the
meeting.
All Independent Commissioners convene separately
at least once a year, without the attendance of other 2. Invitation and Agenda
members of the Board of Commissioners or the Board The President Commissioner issues all meeting
of Directors. invitations, which must include the agenda, date,
time, and location. Invitations shall be delivered
On 22 November 2025, the Independent Commissioners via registered letter, email, or other written
casted approval through circular resolution on matters communication. For matters requiring approval of
pertaining to related party transactions, ensuring significant actions or transactions (as defined by the
that such activities were conducted transparently Articles of Association), invitations must be sent at
and in compliance with the applicable regulatory and least 21 days prior. For regular matters, invitations
governance frameworks. should be sent at least 14 days prior. The notification
period may be shortened if all Commissioners (and
Board of Commissioners’ Meetings Directors, for joint meetings) agree in writing.
Board of Commissioners’ Meeting Policy 3. Quorum and Participation
In general, the policy governing the Board of A meeting is considered valid if more than
Commissioners’ meetings is as follows: half of the total Commissioners are present or
represented by another Commissioner through
1. Frequency and Scheduling a valid proxy. Participation via teleconference or
The Board of Commissioners shall convene meetings other communication systems is permitted and
at least once every two months. Joint meetings with considered equivalent to attending in person.
the Board of Directors shall be held at least once
every four months. Additional meetings may be 4. Chairperson and Decision-Making
convened whenever deemed necessary by one or The President Commissioner chairs the meeting.
more Commissioners. For regular meetings, the In the absence of the President Commissioner,
schedule should be set in advance at the beginning another Commissioner present is appointed by the
of the financial year. Any Commissioner wishing to Board to chair. Each Commissioner has one vote
add items to the agenda must notify the President and may also cast a vote on behalf of a represented
154 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
Commissioner. Decisions are taken by consensus 7. Conflict of Interest
whenever possible; if consensus cannot be reached, Any Commissioner with a personal or indirect interest
decisions are adopted by a majority vote of the in a matter under consideration must disclose the
attending or represented Commissioners. The interest during the meeting and abstain from voting
President Commissioner does not hold a casting on that matter, unless the Board resolves otherwise.
vote.
Board of Commissioners' Meetings in 2025
5. Minutes of Meeting The schedule of meetings for the Board of
Minutes of each meeting must be documented in Commissioners in 2025 was prepared and submitted by
writing and signed by all attending Commissioners. the Corporate Secretary at the beginning of the year to
For joint meetings, attending Directors must also all members of the Board, ensuring that each meeting
sign. Commissioners or Directors who do not was planned and conducted in accordance with the
sign must provide a written explanation, which is Company’s governance framework and regulatory
attached to the minutes. The minutes constitute legal requirements.
proof of the decisions made. If a notary prepares the
minutes, signatures of Commissioners and Directors Throughout 2025, the Board of Commissioners
are not required. convened 18 meetings, along with 4 Joint Meetings
held with the Board of Directors. The following outlines
6. Decisions Without a Meeting the frequency and key agenda items discussed during
The Board of Commissioners may adopt valid these meetings.
decisions without convening a formal meeting if all
Commissioners are informed in writing and provide
their approval in signed documents, including via
fax or other electronic means. Such decisions carry
the same legal force as those made during formal
meetings.
2025 Integrated Annual Report 155
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Corporate
Governance
Didi Syafruddin
Yasmin Aladad
Wijayasuriya
Dr M. Chatib
Meeting
No Category Date Agenda Status
Number
Dr Hans
Yahya
Khan
Basri
XL AXIATA BOC Meetings (Pre-Merger)
1 Special No. 1.S/25 07-Jan-25 Board Matters Approval Proxy to JS Yes Yes Yes
Integration Matters Approval
2 Special No. 2.S/25 28-Jan-25 Integration Matters Approval Yes Proxy to JS Yes Yes
Integration Matters Approval
3 Special No. 3.S/25 05-Feb-25 Financial Statement FY Approval Yes Yes Yes Yes
2024
4 Regular No. 1/25 07-Feb-25 NRC Matters Approval Yes Proxy to JS Yes Yes
Report from BAC Noting
Report from BRCC Noting
Report from BIC Noting
5 Special No. 4.S/25 28-Feb-25 NRC Matters Approval Yes Yes Yes Yes
Integration Matters Approval
XLSMART BOC Meetings (Post-Merger)
6 Special No. 1.S/25 21-Apr-25 Board Meeting Policy Discussion No longer No longer No longer No longer
BOC Committee Matters Approval served as served as served as served as
Chairman Member of Member of Member of
Vision, Mission & Core Approval of the BOC the BOC the BOC the BOC
Values
Business Plan XLSMART Approval
Funding Plan Approval
7 Regular No. 1/25 05-May-25 Report from BAC Approval
Report from BRCC Noting
Report from BIC Noting
NRC Matters Approval
8 Special No. 2.S/25 05-Jun-25 Strategic Discussion Noting
9 Special No. 3.S/25 23-Jun-25 NRC Matters Approval
EGMS Plan Approval
Network Matters Approval
Business Plan Approval
Commercial Matters Noting
Integration Matters Noting
10 Special No. 4.S/25 24-Jul-25 Integration Matters Noting
11 Regular No. 2/25 22-Aug-25 Report from BAC Approval
Report from BRCC Noting
Report from BIC Approval
NRC Matters Approval
BOC Committee Matters Approval
12 Regular No. 3/25 19-Sep-25 NRC Matters Approval
Report from BIC Noting
13 Special No. 5.S/25 19-Sep-25 Integration Matters Noting
14 Special No. 6.S/25 03-Oct-25 Corporate Action Approval
15 Special No. 7.S/25 10-Oct-25 Integration Matters Noting
16 Special No. 8.S/25 27-Oct-25 Long Term Plan Approval
17 Regular No. 4/25 12-Nov-25 Report from BAC Approval
Report from BRCC Noting
Report from BIC Noting
NRC Matters Noting
18 Special No. 9.S/25 03-Des-25 Corporate Action Approval
Total Meetings Attendend 5 5 5 5
Attedance Rate 100% 100% 100% 100%
Regular Meetings 5 Yes 4 3 5 5
Special Meetings 13 No 0 0 0 0
Total Meetings Attendend 18 With Proxy 1 2 0 0
156 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
M. Arsjad Rasjid
Nik Rizal Kamil
Retno Marsudi
David R. Dean
Willem Lucas
Timmermans
Vivek Sood
Sean Quek
Pakpahan
L. Krisnan
Julianto
Sidarto
Robert
Cahya
P.M.
Yes Not yet Yes Not yet Not yet Not yet Not yet Not yet Not yet Not yet
Chairman of Member of Member of Member of Member of Member of Member of Member of
the BOC the BOC the BOC the BOC the BOC the BOC the BOC the BOC
Yes Yes
Yes Yes
Yes Yes
Yes Yes
No longer Yes Yes Yes Yes Yes Yes Yes Yes Yes
served as
Member of
the BOC
Proxy Yes Yes Yes Yes Yes Yes Yes Yes
to LKC
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Proxy to VS Yes Yes Yes Yes Yes Yes Yes Yes
Proxy to VS Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Absent Yes Yes Yes
Proxy to SQ Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
5 13 18 13 18 13 12 13 13 13
100% 100% 100% 100% 100% 100% 92% 100% 100% 100%
5 9 18 13 17 13 12 13 13 13
0 0 0 0 0 0 1 0 0 0
0 4 0 0 1 0 0 0 0 0
2025 Integrated Annual Report 157
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Corporate
Governance
No. Category Meeting Date Agenda Title Status
Dr M.Chatib Basri
Number for IAR
Didi Syarifuddin
M. Arsjad Rasjid
Julianto Sidarto
Yasmin Aladad
Nik Rizal Kamil
Wijayasuriya
Vivek Sood
L. Krisnan
Dr Hans
Cahya
Yahya
Khan
P.M.
1. Joint No. 1.J/25 07-Feb- Integration Noting Yes Yes Yes Yes Yes Yes Yes
No yet served as Member of the BOC
25 Matters
No yet served as Chairman of the
Corporate Approval
Events
Business Plan Approval
BOC
XL Axiata
Quarterly Noting
Performance
Update
Customer Noting
Discussion
2. Joint No. 1.J/25 05-May- Quarterly Noting Proxy Yes Yes Yes
25 Performance to LKC
Update
Financial Approval
Statement Q1
2025
Integration Approval
Matters
3. Joint No. 22-Aug- Network Noting Proxy Yes Yes Yes
2.J/25 25 Matters to VS
No Longer served as Chairman of the BOC
No longer served as Member of the BOC
No longer served as Member of the BOC
No longer served as Member of the BOC
No longer served as Member of the BOC
and
Corporate Approval RM
Actions
Corporate Noting
Actions
Regulatory Noting
Matters
Quarterly Noting
Performance
Update
Integration Noting
Matters
4. Joint No. 12-Nov- IT Matters Approval Yes Yes Yes Yes
3.J/25 25
Corporate Approval
Actions
Integration Noting
Matters
Quarterly Noting
Performance
Update
Total Meetings Attended 1 1 1 1 1 3 4 3 4
Attendance Rate 100% 100% 100% 100% 100% 100% 100% 100% 100%
Regular Meetings Yes 1 1 1 1 1 1 4 3 4
Special Meetings No 0 0 0 0 0 0 0 0 0
Total Meetings 4 With
0 0 0 0 0 2 0 0 0
Proxy
158 PT XLSMART Telecom Sejahtera Tbk
Page 161
3
3
0
0
No yet served as Member of the BOC Sean Quek
Yes
Yes
Yes
3
3
0
0
No yet served as Member of the BOC David R. Dean
Yes
Yes
Yes
3
3
0
0
No yet served as Member of the BOC Retno Marsudi
Yes
Yes
Yes
Robert
3
3
0
0
No yet served as Member of the BOC
Yes
Yes
Yes
Pakpahan
Willem Lucas
3
3
0
0
No yet served as Member of the BOC
Yes
Yes
Yes
Timmermans
1
1
0
0
No longer served as Member of the BOD Dian Siswarini
Yes
Abhijit
1
1
0
0
No longer served as Member of the BOD
Yes
Navalekar
I Gede
1
1
0
0
No longer served as Member of the BOD
Yes
Darmayusa
Rico Usthavia
1
1
0
0
No longer served as Member of the BOD
Yes
Frans
No yet served as Chairman of the
1
2
3
0
Rajeev Sethi
Yes
Yes
to AS
BOD
Proxy
No yet served as Chairman of the
3
3
0
0
Antony Susilo
Yes
Yes
Yes
BOD
No yet served as Chairman of the Shurish
3
3
0
0
Yes
Yes
Yes
BOD Subbramaniam
4
4
0
0
David A. Oses
Yes
Yes
Yes
Yes Yessie D.
4
4
0
0
Yes
Yes
Yes
Yes
Yosetya
No yet served as Chairman of the
3
3
0
0
Merza Fachys
Yes
Yes
Yes
BOD
No yet served as Chairman of the Andrijanto
3
3
0
0
Yes
Yes
Yes
BOD Muljono
4
4
0
0
Feiruz Ikhwan
Yes
Yes
Yes
Yes
2025 Integrated Annual Report
Jeremiah
3
3
0
0
No yet served as Member of the BOD
Yes
Yes
Yes
Ratadhi
One Purpose-One Future
Connecting Indonesia:
Sanjay
2
2
0
0
No yet served as Member of the BOD
Yes
Yes
Vaghasia
100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%
159
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Corporate
Governance
Attendance of the Board of Commissioners at Induction Program for the Board of
the GMS Commissioners
Information regarding the attendance of the Board of To ensure that newly appointed members of the Board
Commissioners at the GMS is available in the General of Commissioners are well-prepared to perform their
Meeting of Shareholders section. duties effectively, the Company conducts an Induction
Program coordinated by the Corporate Secretary.
Board of Commissioners’ Circular Resolutions The program is designed to provide a comprehensive
in 2025 understanding of the Company’s strategic direction,
governance framework, and operational landscape.
The following table summarizes the circular resolutions
approved by the Board of Commissioners in 2025. The induction includes presentations on the Company’s
strategy, which encompass business plans, branding
No. Date Description initiatives, and developments in technology and
1 13 June 2025 Strategic Procurement Matters
networks. It also covers key governance aspects,
including the duties, responsibilities, and authorities of
2 15 August 2025 Strategic Procurement Matters the Board of Commissioners, as well as policies related
3 29 October 2025 Corporate Actions to corporate governance implemented within the
Company.
On 11 June 2025, the Company held an Induction
Trainings and Competency Development of the Program for its newly appointed members of the
Board of Commissioners Board of Commissioners – M. Arsjad Rasjid P. M.
(President Commissioner), Lay Krisnan Cahya
The Company has established a policy to support (Commissioner), Sean Quek (Commissioner), David
the continuous development and competency Robert Dean (Commissioner), Retno Lestari Priansari
enhancement of the Board of Commissioners. This policy Marsudi (Independent Commissioner), Robert
aims to ensure that all Board members maintain up- Pakpahan (Independent Commissioner), and Willem
to-date knowledge, skills, and expertise to effectively Lucas Timmermans (Independent Commissioner).
carry out their supervisory and advisory duties in line The program was attended by all members, except
with Good Corporate Governance principles. President Commissioner M. Arsjad Rasjid P. M., who
was unable to participate due to prior commitments.
In 2025, the Board of Commissioners participated
in a range of training and competency development The program provided the newly appointed members
programs covering topics such as corporate with a thorough understanding of XLSMART’s business
governance, business strategy, regulatory updates, environment, governance principles, and strategic
and industry trends. Detailed information on each Board priorities, enabling them to fulfill their supervisory
member’s training and competency development responsibilities in alignment with the Company’s
program participation is available in the Profile section objectives.
of this Corporate Governance chapter.
Performance Assessment
of the Board of Commissioners
Assessment by the General Meeting of Meeting of Shareholders (AGMS). At this meeting, the
Shareholders Board of Commissioners is granted a full release and
discharge of responsibilities (acquit et de charge) for the
The annual performance of the Board of Commissioners supervisory duties and oversight functions performed
is presented to shareholders during the Annual General throughout the financial year.
160 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
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Self-Assessments The Board of Commissioners’ Supervisory Report
in 2025
In 2025, the Company conducted a self-assessment
of the Board of Commissioners and its supporting The Board of Commissioners oversight activities in
committees. The assessment evaluated several 2025 covered the following areas:
dimensions, including the overall effectiveness of the
Board, peer evaluations among members, and cross- 1. Implementation of the Company’s annual business
assessments between the Board of Commissioners and plan for the 2025 financial year, and approval of the
the Board of Directors. new Company’s annual business plan for the 2025
fiscal year, including the funding plan for the fiscal
The evaluation covered the members’ understanding year 2025;
of their respective roles, duties, and responsibilities, as 2. Nomination of Board of Directors and Board of
well as their adherence to Good Corporate Governance Commissioners of the MergeCo;
(GCG) principles. The results of this assessment 3. Change of member of the Board Audit Committee,
provided valuable recommendations for enhancing the Board Risk and Compliance Committee the
governance practices and served as a reference in Nominating and Remuneration Committee, and the
determining the reappointment and development of Board of Investment Committee;
Board members. 4. The Company’s financial, business and operational
performance, and quarterly financial statements;
Assessor 5. Approval of the Company’s long-term strategic
plans;
The self-assessment process was coordinated and 6. Amendment of the Company’s Articles of
reviewed by the Nominating and Remuneration Association in connection with the merger;
Committee, in accordance with its mandate to 7. The appropriation of the Company’s profit for
oversee the performance evaluation of the Board of the 2024 fiscal year includes the distribution of
Commissioners. dividends to shareholders;
8. The implementation of Company’s Extraordinary
Assessment Method General Meeting of Shareholder for the year 2025
and Annual General Meeting of Shareholders for
The assessment was conducted using a quantitative the 2024 fiscal year;The implementation of the
approach, with data collected through structured Company’s General Meeting of Bond holders/Sukuk
questionnaires distributed to each member of the Board holders for the creditor consent due to the merger.
of Commissioners, its Committees, and the Board of 9. The change of Board of Audit Committee, Board
Directors as part of the cross-evaluation process. Risk & Compliance Committee, Nomination &
Remuneration Committee and Board Investment
Assessment Criteria Committee, and approval of its Terms of Reference
post merger;
The evaluation of the Board of Commissioners’ 10. Approval of the draft amendment of Board Manual
performance was based on the following criteria: 2025;
• Governance 11. Implementation of Good Corporate Governance
• Leadership skills (Team player/Communicator) practises;
• Analytical skills (Ability to Analyze and Interpret 12. The implementation of risk management;
Information) 13. Implementation of duties and responsibilities of the
• Specialist skills and knowledge Audit Committee, Risk and Compliance Committee,
Nominating and Remuneration Committee, and
Assessment Results Board Investment Committee;
14. The results of the implementation of the
Based on the results of the 2025 self-assessment, the performance effectiveness assessment of the Board
Board of Commissioners effectively performed its of Directors, the Board of Commissioners, the Board
supervisory and advisory functions in accordance with Effectiveness Assessment for the 2024 financial
prevailing laws, regulations, and corporate governance year, including an assessment of the individual
standards. The Board demonstrated a high level of performance of the President Director and other
integrity, competence, and commitment in overseeing members of the Board of Directors, and the plan
the management of the Company and ensuring that its on the board of the performance effectiveness
operations aligned with XLSMART’s strategic objectives assessment of the Board of Directors and the Board
and GCG principles. of Commissioner for the 2025 financial year;
15. Determination of remuneration and nomination
period for members of the Board of Directors;
2025 Integrated Annual Report 161
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Corporate
Governance
16. Determination of Corporate Scorecard & KPI for Performance Assessment of Committees Under
the 2025 financial year, as well as the results of the the Board of Commissioners
implementation and achievement of the Company’s
and the Board of Directors’ targets based on the The Board of Commissioners is supported in the
2024 Corporate Scorecard and the 2024 Board of execution of its supervisory and advisory functions by
Directors’ KPIs; four committees, namely the Board Audit Committee,
17. The implementation of integration process post the Nominating and Remuneration Committee, the
merger; Board Risk and Compliance Committee, and the Board
18. Approval of the distribution of an additional Investment Committee.
dividend of Rp2.89 trillion (approximately Rp159 per
share) for the 2024 financial year, as resolved at Assessment Procedure & Criteria
the Extraordinary General Meeting of Shareholders
(EGMS) on 21 November 2025. In 2025, the Board of Commissioners conducted an
19. Approval of the divestment of the Company’s shares assessment of the performance of its supporting
in PT Mora Telematika Indonesia Tbk (Moratel) committees. The evaluation concluded that all
through the sale of the entire 18.32% ownership, committees have effectively and efficiently carried
equivalent to 4,331,835,710 shares, on 4 December out their respective duties and responsibilities in
2025 at an average price of Rp432 per share. accordance with their Terms of Reference. The
20. Approval of the sale of the Company’s treasury assessment was based on each committee’s periodic
shares, totaling 1,094,676,787 shares to Winsley reports, as well as their inputs, recommendations, and
International Engineering Limited (880 million oversight contributions throughout the year, as detailed
shares) and Fitzgerald & Wilkinson Investments in this Integrated Annual Report.
Ltd. (214.67 million shares) at Rp2,500 per share,
totaling Rp2.74 trillion.
21. Approval of the XLSMART Vision, Mission and Values
162 PT XLSMART Telecom Sejahtera Tbk
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Remuneration of the Board of
Commissioners and Board of Directors
Remuneration Procedure for the Board of for members of the Board of Directors, based on
Commissioners and Board of Directors the same principles and within the framework of the
Company’s Remuneration Policy for the relevant
The remuneration for members of the Board of financial year.
Commissioners and the Board of Directors is determined
through the General Meeting of Shareholders (GMS), In determining remuneration, the Company takes
based on the recommendations and authority granted into account several key considerations, including
to the relevant governance bodies. corporate performance, individual performance
targets, industry benchmarks, and non-monetary
The procedure is outlined as follows: benefits. The overall remuneration structure is reviewed
• The Nominating and Remuneration Committee regularly to ensure its competitiveness and alignment
is granted the authority to determine the salary, with market conditions.
bonuses, and other benefits for members of the
Board of Commissioners, in accordance with the The Board of Commissioners is responsible for
structure, policy, and amount of remuneration overseeing the implementation of the Remuneration
stipulated in the Company’s Remuneration Policy for Policy and periodically evaluating its effectiveness
the applicable financial year. to ensure that it continues to support the Company’s
• The Board of Commissioners is authorized to strategic objectives and uphold principles of fairness,
determine the salary, bonuses, and other benefits transparency, and accountability.
General Meeting of
Shareholders
Authority to the
Authority
Nominating &
to BOC
Remuneration
Committee
Stipulation of Stipulation of
BOC Salary Nominating BOD Salary
& Remuneration
Committee
Recommendation
Remuneration Structure
The remuneration structure for the Board of Commissioners and Board of Directors is governed by the Remuneration
for Senior Executive Policy. It comprises the following components:
1. Basic Salary;
2. Benefits; and
3. Bonus (applicable solely to members of the Board of Directors).
2025 Integrated Annual Report 163
Page 166
Corporate
Governance
2025 Total Remuneration
In 2025, the total remuneration allocated to the Board of Commissioners and Board of Directors amounted to Rp
117.97 billion*, with a detailed breakdown as follows:
Board of Commissioners (as of 31 December 2025)
Telecommunication
Name Salary Transport Other Allowances
Allowance
M. Arsjad Rasjid P.M. ✔ ✔ ✔ ✔
L. Krisnan Cahya ✔ ✔ ✔ ✔
Retno L.P. Marsudi ✔ ✔ ✔ ✔
Robert Pakpahan ✔ ✔ ✔ ✔
Vivek Sood
Nik Rizal Kamil ✔ ✔
David R. Dean ✔ ✔
Willem Lucas Timmermans ✔ ✔
Sean Quek ✔ ✔
Total 7,058,000,000 425,000,000 18,000,000 5,670,883,008
Board of Directors (as of 31 December 2025)
Allowances
Name Salary
Telecommunication
Housing Allowance Transport Allowance
Allowance
Rajeev Sethi ✔ ✔ ✔ ✔
Antony Susilo ✔ - ✔ ✔
David Arcelus Oses ✔ ✔ ✔ ✔
Andrijanto Muljono ✔ - ✔ ✔
Feiruz Ikhwan ✔ ✔ ✔ ✔
Shurish Subbramaniam ✔ ✔ ✔ ✔
Yessie Dianty Yosetya ✔ - ✔ ✔
Merza Fachys ✔ - ✔ ✔
Jeremiah Ratadhi S ✔ - ✔ ✔
Sanjay K. G. A Vaghasia ✔ ✔ ✔ ✔
Total 48,660,123,480 5,443,784,758 5,003,400,276 144,000,000
Note:
*Denotes total remuneration of Board of Commissioners and Board of Directors who are in chair as of 31 December 2025.
164 PT XLSMART Telecom Sejahtera Tbk
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Religious Holiday Above Rp1 Billion
Bonus Below Rp1 Billion Above Rp20 Billion
Allowance < Rp2 Billion
✔
✔
✔
✔
✔ ✔
✔ ✔
✔
✔
✔
200,000,000
Allowances Total Remuneration/Year
Bonus
Other Regular Religious Holiday Above Rp1 Billion
Below Rp1 Billion Above Rp2 Billion
Allowance Allowance <Rp2 Billion
✔ - ✔ ✔
✔ - ✔ ✔
✔ ✔ ✔
- - ✔ ✔
✔ ✔ ✔
✔ - ✔ ✔
✔ ✔ ✔
✔ - ✔ ✔
✔ ✔ ✔
✔ - ✔ ✔
2,868,939,427 2,393,400,992 40,086,476,977
2025 Integrated Annual Report 165
Page 168
Corporate
Governance
Board Audit Committee
The Company’s Board Audit Committee was established Composition of the Board Audit Committee
by the Board of Commissioners and operates under
its authority. The primary function of the Board Audit Members of the Board Audit Committee are appointed
Committee is to assist the Board of Commissioners in and dismissed by the Board of Commissioners and shall
overseeing the financial reporting process, internal consist of at least 3 (three) individuals, comprising the
control systems, risk management, audit processes, Company’s Independent Commissioners and other
and the Company’s compliance with applicable laws independent members from outside the Company.
and regulations.
The current composition of the Board Audit Committee
The establishment of the Board Audit Committee was consists of 3 (three) Independent Commissioners and
formalized through a Board of Commissioners’ Decree, one additional independent member from outside the
as recorded in the Minutes of the Special Board of Company. One of the Independent Commissioners
Commissioners Meeting No. 1.S/25, dated 21 April 2025, concurrently serves as the Chairperson of the Board
and remains under the responsibility of the Board of Audit Committee.
Commissioners.
For transparency and historical context, the table below
The legal basis for the formation of the Board Audit presents all individuals who have served on the Board
Committee is grounded in the following regulations: Audit Committee, including members appointed prior
1. Article 28 paragraph 4 of OJK Regulation No. 33/ to the merger of XL Axiata and those appointed after
POJK.04/2014, dated 8 December 2014, concerning the establishment of XLSMART.
the Board of Directors and Board of Commissioners
of Issuers or Public Companies.
2. OJK Regulation No. 55/POJK.04/2015, dated 23
December 2015, concerning the Establishment and
Work Guidelines of the Audit Committee (“POJK No.
55/POJK.04/2015”).
Pre-Merger Post-Merger
Name Position Status Name Position Status
Didi Syafruddin Chairman Independent Willem Lucas Chairman Independent
Yahya* Commissioner Timmermans Commissioner
Yasmin Binti Member Independent Retno Lestari Priansari Member Independent
Aladad Khan* Commissioner Marsudi Commissioner
Benny Redjo Member Independent External Robert Pakpahan Member Independent
Setyono* Party Commissioner
Nita Skolastika Member Independent External Nita Skolastika Member Independent
Ruslim Party Ruslim** External Party
* No longer served as the BAC member as of 15 April 2025
**Reappointed as the BAC member, effective as of 21 April 2025
166 PT XLSMART Telecom Sejahtera Tbk
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Profiles of the Board Audit Committee
The following are profiles of the members of the Board Audit Committee:
Willem Lucas Timmermans
Chairman of the Board Audit
Committee
Age
62 years old as of December 2025
Nationality
Dutch
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025.
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029.
His full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance chapter in this Annual Report.
Retno Lestari Priansari Marsudi
Member of the Board Audit
Committee
Age
63 years old as of December 2025
Nationality
Indonesian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025.
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029.
Her full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance Chapter in this Annual Report.
Robert Pakpahan
Member of the Board Audit
Committee
Age
66 years old as of December 2025
Nationality
Indonesian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025.
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029.
His full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance chapter in this Annual Report.
2025 Integrated Annual Report 167
Page 170
Corporate
Governance
Nita Skolastika Ruslim
Member of the Board Audit
Committee
Age
57 years old as of December 2025
Nationality
Indonesian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025.
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029.
Educational Background and Certifications • Member of Disciplinary Committee, Indonesian Institute of
Bachelor of Economics, Universitas Trisakti, 1991. Certified Public Accountants (IAPI) (2008-2010).
• Member of Indonesian Auditing Standard Boards,
Professional Experience Indonesia Institute of Certified Public Accountants (IAPI)
• Board Audit Committee Member, XLSMART (2025 – (2005-2008).
present) • Corporate Responsibility Leader, PWC Indonesia (2005-
• Board of Trustees, Yayasan Plan International Indonesia 2012).
(2023-present).
• Audit Committee Member of, PT Bank Jago Tbk Concurrent Positions*
(2021-Present). • Audit Committee Member, PT Medela Potentia Tbk and
• Audit Committee Member of, Indonesia Investment Indonesia Investment Authority (INA).
Authority (2021-present). • Board of Trustees, Yayasan Plan International Indonesia.
• Audit Committee Member of, PT Unilever Indonesia Tbk • Audit Committee Member, PT Bank Jago Tbk and PT
(2021-present). Unilever Indonesia Tbk.
• Board Audit Committee Member, XL Axiata (2021-2025).
• Member of the Professional Ethics Committee, at the Affiliate Relations
Indonesian Institute of Certified Public Accountants None
(2017-2019).
• Member of Governance Board of Partners, PWC Association Membership
Indonesia (2012-2019). • Indonesian Institute of Certified Public Accountants
• Head of Telecommunication, Info-com and Entertainment (IAPI)/Institut Akuntan Publik Indonesia.
(TICE) and Consumer, Industrial Product (CIPS) Group, • Indonesian Institute of Accountants (IAI)/Ikatan Akuntan
PWC Indonesia (2008-2014). Indonesia.
• Head of Audit Methodology Implementation Group and • Certified Practicing Accountant, Australia.
Human Capital Development Leader, PWC Indonesia
(2008-2014). *During her service as Member of the Board Audit Committee
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
Auditing Standard: 315 (Revised): Identification and assessment of risk in Webinar by IAPI 28 May 2025
material misrepresentation.
Latest SFAS Update in preparation of financial statement Webinar by IAPI 11 June 2025
Implementation of private entity Financial Accounting Standard in Webinar by IAPI 2 July 2025
preparation of financial statement.
Deep dive on climate change and carbon market: regulations, incentive, and Webinar by IAPI 9 July 2025
strategy of carbon market in Indonesia
Implementation of SFAS 115 & 116: Challenges in implementation and its Webinar by IAPI 4 August 2025
implication to the financial statements.
168 PT XLSMART Telecom Sejahtera Tbk
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Term of Office Duties and Responsibilities of the Board Audit
Committee
In accordance with OJK Regulation No. 55/
POJK.04/2015, the tenure of Audit Committee members Pursuant to its Charter, the primary duties and
shall not exceed the term of office of the Board of responsibilities of the Board Audit Committee include:
Commissioners, as stipulated in the Company’s Articles 1. Supervising the implementation of internal controls
of Association. Members may be reappointed for only and corporate governance.
one additional term following the conclusion of their 2. Reviewing financial reporting processes.
initial tenure. 3. Evaluating the performance of the External Auditor
and recommending the appointment or dismissal of
Statement of Independence the External Auditor.
4. Overseeing the Internal Audit function.
In accordance with the Board Audit Committee Charter 5. Reviewing and providing recommendations on
and OJK Regulation No. 55/POJK.04/2015, the Board material related-party transactions.
Audit Committee performs its duties and responsibilities
independently and professionally, without external Board Audit Committee's Meeting Policy
interference, and in full compliance with applicable
laws and regulations. All members of the Board Audit The Board Audit Committee convenes its meetings in
Committee meet the independence requirements, accordance with its Work Guidelines, as required under
as evidenced by Personal Statements signed upon OJK Regulation No. 55/POJK.04/2015. The Board Audit
their appointment and documented by the Corporate Committee is required to hold meetings at least once
Secretary. every 3 (three) months.
Board Audit Committee's Charter Board Audit Committee's Meetings in 2025
The Board Audit Committee conducts its duties based Throughout 2025, the Board Audit Committee
on its Charter, in the form of a Work Guideline or Terms convened 8 (eight) meetings, all of which were attended
of Reference. XLSMART’s Board Audit Committee by its members. The details of these meetings, including
Charter was issued on 21 April 2025 and is available on agendas and attendance, are presented in the following
the Company’s website (www.xlsmart.co.id). table:
Didi Yasmin Benny Willem Lucas Retno Robert Nita
Syafruddin Binti Redjo Timmermans Lestari Pakpahan Skolastika
No. Date Agenda Yahya Aladad Setyono BAC (WLT) Priansari (RP) Ruslim
(DSY) Khan (BRS) Marsudi (NSR)
(YAK) (RLM)
XL Axiata BAC Meetings (Pre-Merger)
1. Matters Arising from Not yet Not yet Not yet
Previous BAC Meeting ✔ ✔ ✔ Chairman Member Member ✔
2. Internal Audit and of the BAC of the of the BAC
Investigation Updates BAC
1 23
3. Risk & Compliance
January 2025
Update
4. Regulatory Update
5. Affiliate Party
Transaction Update
1. External Auditor Audit
for the period ended
✔ ✔ ✔ ✔
31 December 2024
2 30 2. XL Axiata Q4 2024
January 2025 Performance Update
as of Updated Audit
Result 31 December
2024
1. GHIA Replacement &
✔ ✔ ✔ ✔
3 Appointment (Acting)
21 February
2. Whistleblower Report
2025
Discussion
3. BAC Deliberation
2025 Integrated Annual Report 169
Page 172
Corporate
Governance
Didi Yasmin Benny Willem Lucas Retno Robert Nita
Syafruddin Binti Redjo Timmermans Lestari Pakpahan Skolastika
No. Date Agenda Yahya Aladad Setyono BAC (WLT) Priansari (RP) Ruslim
(DSY) Khan (BRS) Marsudi (NSR)
(YAK) (RLM)
1. External Auditor’s
audit report for the
✔ ✔ ✔ ✔
period ended 31
March 2025.
2. XL Axiata
performance report
for Q4 2024.
3. Confirmation of
the minutes of the
previous meeting.
4 14
4. Matters arising
April
from the previous
2025
meeting.
5. Internal Audit and
Investigation update.
6. Risk and Compliance
update.
7. Regulatory update.
8. Conflict of Interest
update.
9. Related Party
Transactions update.
XLSMART BAC Meetings (Post-Merger)
1. Audit Committee No longer No longer No longer ✔ ✔ ✔ ✔
agenda framework served as served as served as
2. Key handover points. Chairman member member
3. Audit report from of the BAC of the of the
2 PwC on the Q1 2025 BAC BAC
5
financial statements.
May
4. Financial
2025 performance for Q1
2025
5. Internal Audit Work
Plan for the year
2025.
6
25
Audited financial
statements of PT
✔ ✔ ✔ ✔
June 2025 Smartfren Telecom Tbk
as of 15 April 2025.
1. Matters arising from
the previous meeting.
2. Internal Audit update.
✔ ✔ ✔ ✔
28
7 3. Conflict of Interest
July 2025 update.
4. Corporate Secretary
update.
1. Update from the Chief
Financial Officer on ✔ ✔ ✔ ✔
tax neutrality issues.
14 August 2. Audit report from
8 PwC on the Q2 2025
2025 financial statements.
3. Financial
performance for Q2
2025
Proxy to Proxy to
Audit report from PwC
9
25 August
on the Q2 2025 financial ✔ WLT WLT ✔
2025 statements.
Proxy to
30
1. Matters arising from
the previous meeting. ✔ WLT ✔ ✔
10 October 2. Internal Audit update.
3. Corporate Secretary
2025
update.
170 PT XLSMART Telecom Sejahtera Tbk
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Didi Yasmin Benny Willem Lucas Retno Robert Nita
Syafruddin Binti Redjo Timmermans Lestari Pakpahan Skolastika
No. Date Agenda Yahya Aladad Setyono BAC (WLT) Priansari (RP) Ruslim
(DSY) Khan (BRS) Marsudi (NSR)
(YAK) (RLM)
1. Audit report from
PwC on the Q3 2025
✔ ✔ ✔ ✔
11 10 November financial statements.
2025 2. Financial
performance for Q3
2025.
Total Meetings Attended 1 1 1 7 7 7 8
Attendance Rate (%) 100% 100% 100% 100% 100% 100% 100%
Board Audit Committee's Activities Report in Review of Internal Controls and Risk
2025 Assessment
Throughout 2025, the Board Audit Committee (BAC) Based on the work and reports from the Internal Audit
carried out a range of oversight activities and provided Division, External Auditor, and XLSMART Management,
quarterly reports to the Board of Commissioners, in the Board Audit Committee is confident that XLSMART’s
accordance with its duties and responsibilities as internal control system is adequate and appropriate
stipulated in the Committee’s Terms of Reference. for the current business environment. The Board
Audit Committee emphasizes the need for continuous
Review of Compliance with Applicable Laws improvement in risk management and the internal
and Regulations control framework in light of the evolving business
landscape and emerging challenges.
The Board Audit Committee conducted an assessment
of XLSMART’s management regarding compliance with Review of External Auditor Independence and
applicable laws and regulations. This review included Non-Assurance Services
management’s self-assessment of compliance. The
Board Audit Committee did not identify any non- The Board Audit Committee reviewed the independence
compliance issues with regulations set forth by the of Rintis, Jumadi, Rianto & Rekan Public Accounting
Financial Services Authority (OJK), the Indonesia Stock Firm (a member of the PricewaterhouseCoopers
Exchange, or other laws and regulations relevant to global network). The firm confirmed to the Board
XLSMART’s business activities. In addition, the Board Audit Committee that it performed its audit duties
Audit Committee acknowledges management’s independently and has no conflicts of interest in auditing
ongoing efforts to uphold good corporate governance XLSMART’s financial statements.
throughout 2025.
Review of Financial Statements
Based on the independent auditor’s review of XLSMART’s
financial statements and representations made by
the Board of Directors, the Board Audit Committee
concluded that the annual consolidated financial
statements have been prepared in accordance with the
Indonesian Financial Accounting Standards (PABU).
The Board Audit Committee recommends to the Board
of Directors, through the Board of Commissioners, that
the audited financial statements for the year ended
31 December 2025 be included in XLSMART’s Annual
Report to shareholders and submitted to the OJK.
2025 Integrated Annual Report 171
Page 174
Corporate
Governance
Nominating and
Remuneration Committee
The Company has established a Nominating and Commissioner, and other members comprising of: (i)
Remuneration Committee in accordance with OJK member of Board of Commissioners (ii) competent party
Regulation No. 34/POJK.04/2014, which governs the external to the Company (non-affiliated to the Board of
formation and duties of such committees for Issuers Commissioners/Board of Directors/Company and is not
and Public Companies. The Committee is tasked with a member to any committees of the Company); or (iii) a
overseeing and managing the processes related to the senior HR personnel under the BOD.
nomination and remuneration of the Company’s senior
executives and Board members. The current composition of the Committee, effective
as of 21 April 2025, comprises an Independent
Composition of the Nominating and Commissioner serving as Chairperson, two members
Remuneration Committee who concurrently hold the positions of President
Commissioner and Commissioner, respectively, and
The Nominating and Remuneration Committee consists one independent external party.
of (as appointed by the Board of Commissioners in
their meeting) at least 3 (three) members, with 1 (one) The following table presents the composition of the
Nominating and Remuneration Committee Chair Nominating and Remuneration Committee before and
counted as member who shall be an Independent after the merger:
Pre-Merger Post-Merger
Name Position Status Name Position Status
Julianto Chairman Independent Retno Lestari Chairwoman Independent
Sidarto* Commissioner Priansari Marsudi Commissioner
Vivek Sood Member Commissioner Vivek Sood** Member Commissioner
M. Hira Kurnia* Member Chief Human M. Arsjad Rasjid P.M Member President
Capital Officer Commissioner
Ripy Member Independent External
Mangkoesoebroto Party
* No longer served as the NRC member as of 16 April 2025
** Reappointed as the NRC member, effective as of 21 April 2025
Profiles of the Nominating and Remuneration Committee
The following are the profiles of the members of the Nominating and Remuneration Committee:
Retno Lestari Priansari Marsudi
Chairwoman of the Nominating and
Remuneration Committee
Age
63 years old as of December 2025
Nationality
Indonesian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025.
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029.
Her full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance Chapter in this Annual Report.
172 PT XLSMART Telecom Sejahtera Tbk
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Vivek Sood
Member of the Nominating and
Remuneration Committee
Age
61 years old as of December 2025
Nationality
Indian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029
His full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance Chapter in this Annual Report.
M. Arsjad Rasjid P. M
Member of the Nominating and
Remuneration Committee
Age
56 years old as of December 2025
Nationality
Indonesian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029
His full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance Chapter in this Annual Report.
2025 Integrated Annual Report 173
Page 176
Corporate
Governance
Ripy Mangkoesoebroto
Member of the Nominating and
Remuneration Committee
Age
56 years old as of December 2025
Nationality
Indonesian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025.
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029.
Educational Background and Certifications • Chief HR Officer, AXA Services Indonesia (2011-2012).
• Bachelor's degree in Psychology, Universitas Indonesia, • HR Director, PT Schering Plough Indonesia Tbk – MSD
1993. Group (2010-2011).
• Master's degree in Education and Training System Design, • HR Director, PT MSD Indonesia – MSD Group (2007-
University of Twente, the Netherlands, 2002. 2010).
• Senior Business Associate, TASS Consulting (2007).
Professional Experience • Head of HR Services Marketing and Sales, PT HM
• Member of Nominating and Remuneration Committee, PT Sampoerna Tbk (2001-2006).
XLSMART Telecom Sejahtera Tbk (2025-present). • Client Account Manager, PT Daya Dimensi Indonesia
• Commissioner, PT Sampoerna Karya Bangsa (1995-2000).
(2025-present).
• People & Culture Director, PT HM Sampoerna (2020- Concurrent Positions
2025). Commissioner, PT Sampoerna Karya Bangsa (2025-present).
• Member of Human Resources Management Committee,
Lembaga Penjamin Simpanan (2019-2021). Affiliate Relations
• Founder & CEO, 3V (PT Wira Daya Visinesia) (2018-2020). None
• Chief HR Officer & President Commissioner, for PT IM2 (an
Indosat Subsidiary), PT Indosat Tbk (Indosat Ooredoo) Association Membership
(2012-2017). Member of the Employment Committee, Apindo (2024-2026).
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
Care Economy Workshop by ILO Doha, Qatar 1-18 September 2025
174 PT XLSMART Telecom Sejahtera Tbk
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Term of Office Duties and Responsibilities of the Nominating
and Remuneration Committee
The term of office for members of the Nominating and
Remuneration Committee (NRC) is stipulated in the NRC The Nominating and Remuneration Committee (NRC) is
Charter. Members are appointed for a defined term and responsible for implementing the functions stipulated in
may be reappointed; however, their total tenure must OJK Regulation No. 34/POJK.04/2014. Its main duties
not exceed that of the Board of Commissioners, as include evaluating and recommending candidates for
stated in the Company’s Articles of Association. the Board of Commissioners and Board of Directors,
whether through Committee meetings or circular
Statement of Independence resolutions, to ensure that each candidate meets the
required qualifications and professional standards.
Pursuant to the Nominating and Remuneration Recommendations are then submitted to the General
Committee (NRC) Charter and OJK Regulation No. Meeting of Shareholders (GMS) for approval.
34/POJK.04/2014, the NRC performs its duties
independently and without external influence, in full The NRC also reviews and recommends remuneration
compliance with applicable laws and regulations. structures and policies for the Board of Commissioners
Independence is maintained through the appointment and Board of Directors, taking into account their
of an Independent Commissioner as NRC Chairperson respective roles, responsibilities, performance, and
and the inclusion of members with independent prevailing market practices.
backgrounds. All independent members have fulfilled
the independence criteria, as confirmed in signed Pursuant to the authority delegated by the General
Personal Statements maintained by the Corporate Meeting of Shareholders, the NRC determines the
Secretary. remuneration scheme and amount for the Board of
Commissioners.
Nominating and Remuneration Committee
Charter Nominating and Remuneration Committee
Meeting Policy
The Nominating and Remuneration Committee
operates under a Charter that serves as the framework As stated in the Committee Charter and in compliance
for its duties and responsibilities. This Charter is aligned with OJK Regulation No. 34/POJK.04/2014, the
with OJK Regulation No. 34/POJK.04/2014 and was Committee convenes meetings at least once every four
initially approved by the Board of Commissioners on 13 months or as needed.
March 2015.
Nominating and Remuneration Committee
Meetings in 2025
The Charter was reviewed and updated in connection
with the merger and subsequently approved and Throughout 2025, the Nominating and Remuneration
adopted by the Board of Commissioners at its meeting Committee (NRC) convened 13 (thirteen) meetings.
on 21 April 2025. The latest version of the Charter is The NRC held meetings in two distinct phases: the pre-
available on the Company’s official website (www. merger phase, which focused on finalizing XL Axiata’s
xlsmart.co.id). legacy matters and preparing for the merger, and the
post-merger phase, which focused on integration,
compensation design, and the development of the new
corporate scorecard.
2025 Integrated Annual Report 175
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Corporate
Governance
The details of these meetings, including agendas and attendance, are presented in the following table:
No. Date Agenda Julianto Mochamad Retno Lestari Vivek Arsjad Ripy
Sidarto (JS) Hira Kurnia Priansari Sood Rasjid (AR) Mangkoesoebroto
(MHK) Marsudi (RLM) (VS) (RM)
XL Axiata NRC Meetings (Pre-Merger)
1
7
January
• Nomination of
the Board of ✔ ✔ Not yet
Chairwoman ✔ Not yet
Member
Not yet Member
of the NRC
2025 Commissioners and of the NRC of the
Board of Directors NRC
of MergeCo.
• Remuneration of
Director
2
28
January
Nomination of
the Independent ✔ ✔ ✔
2025 Commissioner of
MergeCo
3 7 • Results of
February
2025
Corporate & BOD
Scorecards for
✔ ✔ ✔
2024
• Long Term Reward
Board of Director
4
26
February
• Final nomination of
BOC MergeCo
✔ ✔ ✔
2025 • Nomination
succession of
President Director
& CEO
• Q1 2025 Corporate
Scorecard
• Board Effectiveness
Result FY 2024
5 24
March
Remuneration of new
President Director. ✔ ✔ ✔
2025
XLSMART NRC Meetings (Post-Merger)
6 21
April
Remuneration of
the new Board of
No longer
served as
No longer
served as ✔ ✔ ✔ ✔
2025 Directors of XLSMART Chairman of Member of
the NRC the NRC
7 2 • Q1 2025
May Performance Bonus
2025 • Compensation
Design of Board of
Director XLSMART
8 7 Q1 2025 Performance
May
2025
Bonus ✔ ✔ ✔ ✔
9 13
June
• Nomination of new
BOD members.
✔ ✔ ✔ ✔
2025 • 2025 Corporate
Scorecard & Bonus
Framework of
XLSMART.
10 18
June
2025 Corporate
Scorecard
✔ ✔ ✔ ✔
2025 and Director’s
remuneration.
11 21 2025 Corporate
August
2025
Scorecard of
XLSMART
✔ ✔ ✔ ✔
176 PT XLSMART Telecom Sejahtera Tbk
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No. Date Agenda Julianto Mochamad Retno Lestari Vivek Arsjad Ripy
Sidarto (JS) Hira Kurnia Priansari Sood Rasjid (AR) Mangkoesoebroto
(MHK) Marsudi (RLM) (VS) (RM)
12 2
September
• Board Effectiveness
Assessment FY ✔ ✔ ✔ ✔
2025 2025
• Director Tenure
• Review Board of
Commissioner
Remuneration
13 11 People Matter
November
2025
✔ ✔ ✖ ✔
Total Meetings Attended 5 5 8 13 12 8
Attendance Rate (%) 100% 100% 100% 100% 87.5% 100%
Nominating and Remuneration Committee's 3. Governance Framework
Activities Report in 2025 In strengthening post-merger governance, the
NRC undertook the following initiatives:
Throughout 2025, the Nominating and Remuneration • Board Tenure Review: Reviewing the tenure of the
Committee (“NRC”) carried out key activities to support Board of Directors and Board of Commissioners
the leadership transition, remuneration harmonization, in accordance with the Articles of Association
and governance framework of the Company following and prevailing practices;
the merger, including the following: • Board Assessment: Approving the
implementation of a Board Effectiveness
1. Merger Leadership and Succession (Project Assessment for 2025 as a baseline for evaluating
Rinjani) the performance of the newly established Board;
The NRC played a critical role in establishing and
XLSMART’s post-merger leadership structure by: • Review and Recommendation on 2025
• Managing the interim succession of the XL Axiata Corporate Scorecard KPIs: Reviewing and
Chief Executive Officer through the appointment providing recommendations on the 2025
of Rajeev Sethi to ensure leadership continuity Corporate Scorecard Key Performance
through Legal Day 1; and Indicators (KPIs) submitted to the Board of
• Finalizing the appointment of the Board of Commissioners for approval.
Directors and Board of Commissioners, ensuring
compliance with applicable OJK regulations, 4. People & Culture Integration
particularly with respect to independence and The NRC oversaw post-merger People and Culture
concurrent position requirements. Integration initiatives, ensuring smooth alignment
of organizational structures and processes.
2. Compensation Harmonization
As part of the post-merger integration process,
the NRC focused on harmonizing the BOD
remuneration & compensation frameworks of the
two legacy companies.
2025 Integrated Annual Report 177
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Corporate
Governance
Board Risk and
Compliance Committee
The establishment of the Company’s Board Risk and Composition of the Board Risk and Compliance
Compliance Committee (BRCC) was formalized through Committee
a Board of Commissioners’ Resolution, as recorded in
the Special Board of Commissioners’ Meeting Minutes The Chairperson and members of the Risk and
No. 1.S/25, dated 21 April 2025. The BRCC operates Compliance Committee (BRCC) are appointed and
under a Terms of Reference (TOR), also issued on 21 dismissed by the Board of Commissioners. The
April 2025, which serves as the guiding framework for Committee shall consist of at least 3 (three)members,
its activities. the majority of whom are Independent Commissioners.
The BRCC plays a critical role in overseeing and The current composition of the BRCC comprises
monitoring risks, ensuring compliance with applicable 5 (five) members, including one Commissioner
laws and regulations, and safeguarding the overall who concurrently serves as Chairperson, 2 (two)
integrity of the Company’s operations. The Committee Independent Commissioners, and two members from
reports directly to the Board of Commissioners and outside the Board of Commissioners.
ensures that all activities are aligned with the Company’s
strategic objectives and risk management framework.
The following table provides an overview of the BRCC membership, including members who served prior to the
merger and those appointed after the merger:
Pre-Merger Post-Merger
Name Position Status Name Position Status
Yasmin Binti Chairwoman Independent David Robert Dean Chairman Commissioner
Aladad Khan* Commissioner
Julianto Sidarto* Member Independent Willem Lucas Member Independent
Commissioner Timmermans Commissioner
Abid Adam Member External Party Robert Pakpahan Member Independent
Commissioner
Abid Adam** Member External Party
Indra Sentanu Member External Party
*No longer served as the BRCC member as of 16 April 2025
**Reappointed as the BRCC member, effective as of 21 April 2025
178 PT XLSMART Telecom Sejahtera Tbk
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Profile of the Board Risk and Compliance Committee
The following are the profiles of the members of the Board Risk and Compliance Committee:
David Robert Dean
Chairman of the Board Risk and
Compliance Committee
Age
67 years old as of December 2025
Nationality
British
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025.
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029.
His full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance Chapter in this Annual Report.
Robert Pakpahan
Member of the Board Risk and
Compliance Committee
Age
66 years old as of December 2025
Nationality
Indonesian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025.
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029
His full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance Chapter in this Annual Report.
2025 Integrated Annual Report 179
Page 182
Corporate
Governance
Willem Lucas Timmermans
Member of the Board Risk and
Compliance Committee
Age
62 years old as of December 2025
Nationality
Dutch
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025.
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029.
His full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance chapter in this Annual Report.
Abid Adam
Member of the Board Risk and
Compliance Committee
Age
44 years old as of December 2025
Nationality
South African
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025.
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029.
Educational Background and Certifications Concurrent Positions
• Leadership in the Digital Age from INSEAD Singapore • Board Risk & Compliance Committee Member, XLSMART
Campus, 2019. • Board Risk and Compliance Committee, Axiata Group
• Bachelor’s degree in computer science from University of Berhad
South Africa, South Africa, 2011. • Board Risk and Compliance Committee, Dialog Axiata
PLC
Professional Experience • Board Risk and Compliance, Robi Axiata Limited
• Board Risk & Compliance Committee Member, XLSMART • Chairman of Board, Audit, Risk and Compliance, Axiata
(2025 – present) Digital & Analytics Sdn. Bhd.
• Member of the Board Risk and Compliance Committee, XL • Chairman of Board Risk and Compliance, Boost Holding
Axiata (2025–present). Sdn. Bhd.
• Group Chief & Risk Compliance Officer, Axiata Group • Board of Risk and Compliance Committee Member, Smart
(2020-present). Axiata Co. Ltd.
• Group Chief Information Security Officer & Group Head, of • Board of Risk and Compliance Committee Member,
Privacy (2017-2020). EDOTCO Group Sdn. Bhd.
• Chief Information Security Officer, Old Mutual Limited
(2014-2017). Affiliate Relations
• Technology Risk & Business Information Security Officer, He holds position as Group Chief Risk & Compliance Officer of
Standard Bank Group (2012-2013). Axiata Group Berhad.
• Global Head: Information Risk Management, Standard
Bank (2010-2012). Association Membership
• Business Continuity & Information Risk Manager, Standard None
Bank (2006-2010).
180 PT XLSMART Telecom Sejahtera Tbk
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Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
Webinar - How to engage senior Webinar - Kuala Lumpur 5 February 2025
management and key stakeholders.
Solving the Supply Chain Security Puzzle Fireside Chat Virtual - Kuala Lumpur 7 February 2025
- ISMG’s Virtual AI Summit
NACSA Industry Engagement 2025 and Industry Hall 10, Concourse Level, Putrajaya 21 February 2025
Townhall on Cyber Security nternational Convention Centre (PICC)
KPMG - TPRM Transformation | Data and AI driven Webinar – Kuala Lumpur 25 February 2025
future Confirmation
GLOBAL CISO MEETING & MWC BARCELONA Barcelona, Spain 3 – 6 March 2025
CrowdStrike’s Hands-On Cybersecurity Event Renaissance Kuala Lumpur Hotel & 17 April 2025
Convention Center
Invitation to Speak at panel Discussion at Cyber Sheraton Imperial Kuala Lumpur 21 April 2025
Security Asia 2025
Invitation as a panel for industry session at Personal Hotel Pullman, Kuala Lumpur 29 April 2025
Data Protection Conference
Invitation as a Guest Speaker - GRC Fireside chat: Menara Sime Darby Holdings Berhad 7 May 2025
Navigating Cyber Security Risks in an AI-Driven World Selangor
3rd Annual Chief Risk Officer Conference at Carlton Carlton Hotel Bangkok, Thailand 14 May 2025
Hotel Bangkok Sukhumvit, Thailand
Conference: ASL 2025: Accelerate to Dominta EQ Hotel, Kuala Lumpur 10 June 2025
Live webcast: Unreliable AI: Addressing the Virtual – Kuala Lumpur 11 June 2025
Cybersecurity Risks of LLM-Based System
Special SLT: Crisis Management Training & Simulation Songket Meeting Room, Level 32, Axiata 24 June 2025
Exercise 2025 Tower
Live webcast: Cybersecurity’s human factor – more Virtual – Kuala Lumpur 25 June 2025
than an unpatched vulnerability
(Virtual Forum) Expert Working Group (EWG) Virtual – Kuala Lumpur 25 June 2025
Regulatory #8: AI
CYDES 2025 - Advancing Cyber Resilience Putrajaya International Convention Centre 1 July 2025
5G & OT Security Summit 2025 Kuala Lumpur Convention Centre 15 July 2025
Invitation as panelist: Fortifying the Future: The Role
of Cybersecurity Plays Today - Why cybersecurity is
essential in banking, public utilities, etc.
ISO 37001: 2016 ABMS - Interpretations and Zapin Boardroom, Level 30, Axiata Tower 16 July 2025
Implementation Training
The State of Model Risk Management: Trends, Gaps & Virtual – Kuala Lumpur 17 July 2025
Insights from Southeast Asia
GSMA Cybersecurity Summit Westin Hotel, Kuala Lumpur 24 September 2025
WSJ - Journal House Journal House, Singapore 1-2 October 2025
Khazanah Megatrends Forum 2025 Mandarin Oriental, Kuala Lumpur 6- 7 October 2025
World AI Show Malaysia DoubleTree by Hilton Kuala Lumpur 28 – 29 October 2025
Ericsson Mobile Network Security Summit – APAC Sunway Resort Hotel Kuala Lumpur 30 October 2025
FutureCISO Malaysia Conference 2025 (as speaker) DoubleTree by Hilton Kuala Lumpur 6 November 2025
Altel Group Sdn. Bhd. (AGSB) Executive Talk 202 Glenmarie Golf & Country Club Selangor 27 November 2025
(as guest speaker)
2025 Integrated Annual Report 181
Page 184
Corporate
Governance
Indra Sentanu
Member of the Board Risk and
Compliance Committee
Age
30 years old as of December 2025
Nationality
Indonesian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025.
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029.
Educational Background and Certifications
Bachelor of Science from University of London (2018)
Professional Experience
• Member of Board Risk and Compliance Committee, XLSMART (2025-present).
• Director, PT Bali Media Telekomunikasi (2025-present).
• Chairman's Office-Corporate Finance, Sinar Mas Telecommunication and Technology (2023-present).
• Group Head-Corporate Finance, PT Dian Swastatika Sentosa Tbk (2023-present).
• Investment Banking Associate, J.P. Morgan Indonesia (2018-2023).
Concurrent Positions
Director, PT Bali Media Telekomunikasi (2025-present).
Affiliate Relations
He serves as a Director at PT Bali Media Telekomunikasi, which is one of the Company’s shareholders.
Association Membership
None
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
2025 J.P. Morgan Investment Forum The St. Regis Jakarta 3 September 2025
Axiata GR&C Annual Conference 2025 Virtual/Online 26 September 2025
Artificial Intelligence: An Introduction for Executives Sinar Mas Land Plaza, Jakarta 24 October 2025
182 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
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Term of Office 1. The Company’s principal business risks affecting
shareholders’ investments and corporate assets.
The term of office for members of the Board Risk and 2. Cybersecurity risks and risks related to data privacy.
Compliance Committee (BRCC) is stipulated in the BRCC 3. Risks arising from non-compliant practices and
Charter. Members are appointed for a defined term and conduct, particularly those related to Anti-Bribery
may be reappointed; however, their total tenure must and Anti-Corruption.
not exceed that of the Board of Commissioners, as 4. Environmental, Social, and Governance (ESG) risks.
stated in the Company’s Articles of Association. 5. Occupational Health and Safety (OHS) risk.
6. Regulatory compliance risks.
Statement of Independence
In carrying out its duties and responsibilities, the Risk
Under its Charter, the Board Risk and Compliance and Compliance Committee undertakes, among
Committee (BRCC) operates independently in others, the following activities:
carrying out its duties and responsibilities, free from 1. Providing direction and oversight to the Risk and
interference and in full compliance with applicable Business Continuity Committee.
laws and regulations. All BRCC members have met the 2. Evaluating the effectiveness of policies, frameworks,
independence criteria as confirmed in their Personal and structures governing risk management and
Statements, which were signed upon appointment and compliance.
documented by the Corporate Secretary. 3. Reviewing periodic reports from Management
on risk and compliance activities, exposures, and
Board Risk and Compliance Committee's mitigation actions.
Charter 4. Advising the Board of Commissioners on Risk
and Compliance strategies and coordinating the
The Board Risk and Compliance Committee (BRCC) activities of the various Committees involved in risk
operates under a Charter (Terms of Reference), which oversight.
serves as the foundation for its activities. The Charter
was reviewed and updated in connection with the Board Risk and Compliance Committee's
merger and subsequently approved and adopted by Meeting Policy
the Board of Commissioners at its meeting on 21 April
2025. The latest version of the Charter is available on The Board Risk and Compliance Committee (BRCC)
the Company’s official website (www.xlsmart.co.id). is required to meet at least four times a year, with
additional meetings convened at the discretion of the
Duties and Responsibilities of the Board Risk Chairperson.
and Compliance Committee
Board Risk and Compliance Committee's
As set out in its Terms of Reference, the primary function Meetings in 2025
of the Board Risk and Compliance Committee (BRCC)
is to assist the Board of Commissioners of XLSMART in Throughout 2025, the Board Risk and Compliance
fulfilling its responsibilities relating to risk management Committee convened nine meetings, all of which were
and compliance. The BRCC is tasked with ensuring that attended by its members. The details of these meetings,
robust processes are in place to identify, assess, and including agendas and attendance, are presented in
monitor the following: the following table:
2025 Integrated Annual Report 183
Page 186
Corporate
Governance
No. Date Agenda Yasmin Binti Aladad
Julianto Sidarto
Khan
BRCC Member
BRCC Chairwoman
XL Axiata BRCC Meetings (Pre-Merger)
1 17 January 2025 1. AI Governance Update
2. ESG Implementation Update
✔ ✔
3. Cybersecurity and Data Privacy
4. Risk and Compliance update
2 23 January 2025 Regulatory Compliance Update ✔ ✔
3 30 January 2025 Financial Performance Update ✔ ✔
4 14 April 2025 Risk and Compliance update ✔ ✔
5 15 April 2025 1. Risk and Compliance update
2. Cybersecurity and Data Privacy
✔ ✔
3. ESG Implementation Update
4. Telco Regulatory Update
XLSMART BRCC Meetings (Post-Merger)
6 2 May 2025 1. Socialization of the Terms of Reference of the Risk No longer served as No longer served as
and Compliance Committee Chairwoman of the Member of the BRCC
2. Risk and Compliance Committee agenda BRCC
framework
3. XLSMART risk profile
4. 90-day Risk and Compliance implementation plan
5. Socialization of key risks and compliance
policies (Anti-Bribery and Anti-Corruption, GDS,
Cybersecurity, Data Privacy, Enterprise Risk
Management, Occupational Health and Safety)
6. Review of the Risk and Compliance Committee
Activity Report for Q1 2025
7 20 August 2025 1. Matters arising from the previous meeting
2. IT and Cybersecurity update
3. Data Privacy update
4. Risk and Compliance update
5. Occupational Health and Safety (OHS) update
6. Environmental, Social, and Governance (ESG)
7. Any other business
8 7 October 2025 1. Matters arising from the previous meeting
2. ESG update for Q2 2025
3. Occupational Health and Safety (OHS) strategy
4. Business Continuity Management
5. Risk and Compliance Committee meeting agenda
for 2026
9 10 November 2025 1. Matters arising from the previous meeting
2. Risk and Compliance update
3. IT – Business Support Systems
4. Cybersecurity and Data Privacy update
5. Occupational Health and Safety (OHS) update
6. Environmental, Social, and Governance (ESG)
7. Any other business
Total Meetings Attended 5 5
Attendance Rate 100% 100%
Board Risk and Compliance Committee's Activities 2. Assessed potential risks related to cybersecurity
Report in 2025 and corporate data privacy, particularly with
respect to the Company’s preparedness for the
In 2025, the Board Risk and Compliance Committee implementation of the Personal Data Protection
(BRCC) carried out its duties as outlined in the Terms of Law.
Reference, including: 3. Oversaw the Company’s Risk and Compliance
1. Conducted quarterly reviews of the Company’s Program, including monitoring and evaluating
principal and emerging risks. Based on these compliance with Anti-Bribery and Anti-Corruption
reviews, the Risk and Compliance Committee policies.
provided recommendations to the Company’s 4. Oversaw the ESG program and its implementation,
Management, with particular emphasis on potential including sustainability reporting.
future macroeconomic, operational, and financial 5. Oversaw the Company’s Occupational Health and
implications. Safety (OHS) framework, including monitoring
184 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
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David Robert Dean Willem Lucas Timmermans Robert Pakpahan Abid Adam Indra Sentanu
BRCC Chairman BRCC Member BRCC Member BRCC Member BRCC Member
Not yet Chairman of the Not yet Member of the
BRCC BRCC
Not yet Member of the
BRCC
✔ Not yet Member of the
BRCC
Not yet Chairman of the Not yet Member of the
BRCC BRCC
Not yet Member of the
BRCC
✔ Not yet Member of the
BRCC
✔
✔
✔
✔ ✔ ✔ ✔ ✔
✔ ✔ ✔ ✔ ✔
✔ ✔ ✔ ✔ ✔
✔ ✔ ✔ ✔ ✔
4 4 4 9 4
100% 100% 100% 100% 100%
adherence to safety standards, evaluating 8. Oversaw the strengthening of Business Continuity
workplace safety risks, and ensuring alignment with Management (BCM) and IT Disaster Recovery (IT
applicable regulatory requirements. DR) capabilities, considering the natural disasters
6. Reviewed recent regulatory developments, experienced in Indonesia during the year, to ensure
particularly those related to potential compliance operational resilience and crisis preparedness.
risks within the telecommunications industry. 9. Reviewed the Company’s approach to AI
7. Reviewed and approved various governance Governance, ensuring that the adoption and use
instruments, including Policies, Standards, and of artificial intelligence across the Company are
Frameworks related to Cybersecurity, Data conducted safely, securely, and responsibly, in
Privacy, and other key governance areas, aimed at alignment with emerging risk considerations and
strengthening the Company’s overall governance best practices.
architecture.
2025 Integrated Annual Report 185
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Corporate
Governance
Board Investment
Committee
The Board Investment Committee was established representatives from each of the Company’s strategic
pursuant to Article 18 paragraph (3) of the Company’s shareholders. The BIC may also include Special
Articles of Association and was formalized through a Members and Permanent Invitees, as deemed
resolution of the Board of Commissioners as set out necessary.
in the Minutes of the Special Meeting of the Board of
Commissioners No. 1.S/25 dated 21 April 2025, with all The current composition of the BIC consists of four
of its authorities, powers, and duties being subject to Commissioners, one of whom serves concurrently as
the provisions of the aforementioned Article. the Chairperson and a member of the Committee.
Composition of the Board Investment Committee The following table presents the composition of the
Board Investment Committee prior to and following the
The membership of the Board Investment Committee merger:
(BIC) consists of four members, comprising 2 (two)
Pre-Merger Post-Merger
Name Position Status Name Position Status
Vivek Sood Chairman Commissioner Sean Quek Chairman Commissioner
Dr. Hans Member Commissioner Nik Rizal Kamil Member Commissioner
Wijayasuriya*
Didi Syafruddin Member Independent L. Krisnan Cahya Member Commissioner
Yahya** Commissioner
Vivek Sood*** Member Commissioner
*No longer serving as the BIC member as of 1 January 2025
**No longer serving as the BIC member as of 16 April 2025
***Appointed as the BIC member, effective as of 21 April 2025
Profile of the Board Investment Committee
The following are the profiles of the members of the Board Investment Committee:
Sean Quek
Chairman of the Board Investment
Committee
Age
48 years old as of December 2025
Nationality
Singaporean
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029
His full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance chapter in this Annual Report.
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Nik Rizal Kamil
Member of Board Investment
Committee
Age
53 years old as of December 2025
Nationality
Malaysian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029
His full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance chapter in this Annual Report.
L. Krisnan Cahya
Member of Board Investment
Committee
Age
64 years old as of December 2025
Nationality
Indonesian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029
His full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance chapter in this Annual Report.
Vivek Sood
Member of Board Investment
Committee
Age
61 years old as of December 2025
Nationality
Indian
Legal Basis of Appointment
Decree of the Board of Commissioners No. 1.S/25 dated 21 April
2025
Term of Office
21 April 2025 until the closing of Annual General Meeting of
Shareholders for the Fiscal Year of 2029
His full profile, including educational background, professional experience, concurrent positions, and participation in training
and competency development programs in 2025, is available in the Board of Commissioners Profiles section of the Corporate
Governance chapter in this Annual Report.
2025 Integrated Annual Report 187
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Corporate
Governance
Term of Office 2. Monitoring and discussing early-stage funding
of investments and investment-like activities,
The term of office for members of the Board Investment including the resulting financial performance and
Committee (BIC) is stipulated in the BIC Charter. transformation outcomes.
Members are appointed for a defined term and may 3. Evaluating and reviewing the annual Business Plan
be reappointed; however, their total tenure must not proposed by the Board of Directors and providing
exceed that of the Board of Commissioners, as stated in recommendations to the Board of Commissioners
the Company’s Articles of Association. prior to its approval.
4. Monitoring,discussing,andprovidingrecommendations
Statement of Independence on the comparison between the business plan and
actual performance, including capital expenditures,
Pursuant to its Charter, the Board Investment operating expenditures, and long-term obligations,
Committee (BIC) operates independently in carrying on a quarterly basis.
out its duties and responsibilities, free from external 5. Reviewing,discussing,andproviding recommendations
interference and in compliance with applicable laws on any acquisition and/or purchase, disposal and/
and regulations. All members of the BIC have fulfilled the or sale of fixed assets, in accordance with the
independence criteria, as confirmed in their Personal guidelines set out in the Board Manual.
Statements signed upon appointment and documented 6. Evaluating, reviewing, and providing recommendations
by the Corporate Secretary. to the Board of Commissioners on any investment
and/or divestment proposals submitted by the
Board of Directors that require approval from the
Board Investment Committee's Charter Board of Commissioners pursuant to the Articles of
Association, the Board Manual, and the Company’s
The Board Investment Committee operates in Approval Authority Policy, insofar as such matters
accordance with its Charter or Terms of Reference, do not fall under the responsibilities of other Board
which serves as the basis for the conduct of its activities. committees.
The XLSMART Board Investment Committee Charter
was issued on 21 April 2025 and was subsequently Board Investment Committee's Meeting Policy
updated on 22 August 2025.
The Board Investment Committee (BIC) shall meet
Duties and Responsibilities of the Board Investment at least quarterly or as needed. Notwithstanding this
Committee schedule, any significant issues or concerns must be
promptly communicated in writing (including via email)
As stipulated in its Terms of Reference, the primary to all BIC members.
function of the Board Investment Committee is to
assist the Board of Commissioners in carrying out Board Investment Committee's Meetings in 2025
its supervisory and advisory functions in relation to
the Company’s investment activities and initiatives, Throughout 2025, the Board Investment Committee
including acquisitions and divestments, insofar as convened four meetings, all of which were attended by
such matters fall within the authority of the Board of its members. The details of these meetings, including
Commissioners as set out in the Articles of Association, agendas and attendance, are presented in the following
the Board Manual, and/or the applicable Authority table:
Limits of the Company.
The duties and responsibilities of the Committee include
the following:
1. Monitoring and discussing investments and material
investment-like activities (such as contracts
that bind the Company to material future cash
outflows, including minimum revenue commitments,
minimum guarantees, and/or recurring payments
with lock-in periods), divestment plans, as well as
asset procurement and the Company’s operational
requirements.
188 PT XLSMART Telecom Sejahtera Tbk
Page 191
Connecting Indonesia:
One Purpose-One Future
No. Date Agenda Vivek Hans Didi Syafruddin Sean Quek Nik Rizal L. Krisnan
Sood Wijayasuriya Yahya Kamil Cahya
XL Axiata BIC Meetings (Pre-Merger) & XLSMART BIC Meetings (Post-Merger)
1. Approval of the Not yet Not yet Not yet
minutes of the
previous meeting
✔ ✔ ✔ Chairman
of the BIC
Member
of the BIC
Member
of the BIC
14 March and follow-up
1 2025 action items.
2. Budget for Q2
2025.
3. Any other business.
XLSMART BIC Meetings (Post-Merger)
1. XLSMART capital
expenditure
✔ No longer
served as
No longer
served as
✔ ✔ ✔
requirements for Member of Member of
2 May
2 2025
Q2 2025. the BIC the BIC
2. Network
procurement.
3. Any other business.
1. a. Confirmation of
the minutes of the ✔ ✔ ✔ ✔
previous meeting.
b. Formalization
of the Investment
Committee’s
Circular
18 July Resolution on the
3
2025 recommendation
for tower
procurement.
2. XLSMART capital
expenditure
requirements for
Q3 2025.
3. Any other business.
1. a. Confirmation of
the minutes of the
✔ ✔ Proxy to
VS
✔
previous meeting.
b. Formalization
of the Investment
Committee’s
Circular
4 Resolution on the
6 October
recommendation
2025
for:
- Tower
procurement;
- IP and DWDM.
2. XLSMART capital
expenditure
requirements for
Q4 2025.
Total Meetings Attended 4 1 1 3 3 3
Attendance Rate (%) 100% 100% 100% 100% 100% 100%
Board Investment Committee's Activities Report in 2. Monitored, discussed, and provided advice on the
2025 Business Plan by comparing actual performance
against the plan, including capital expenditures and
In 2025, the Board Investment Committee carried out operating expenditures for Q2 2025, Q3 2025, and
various activities and reported on them in accordance Q4 2025.
with the duties and responsibilities set out in its Terms of
Reference, including the following:
1. Evaluated, reviewed, and provided
recommendations to the Board of Commissioners
on the proposed business combination between PT
XL Axiata Tbk and PT Smartfren Telecom Tbk.
2025 Integrated Annual Report 189
Page 192
Corporate
Governance
Board of Directors
The Board of Directors serves as the key governing Changes in the Composition of the Board of
body of the Company, vested with collective authority Directors in 2025
and responsibility to manage the Company in pursuit
of its vision, mission, and strategic objectives. Acting Throughout 2025, there were several changes in the
in accordance with the Articles of Association, the composition of the Company’s Board of Directors. At
Board is accountable to shareholders and stakeholders the Annual General Meeting of Shareholders (AGMS)
for ensuring effective, transparent, and responsible held on 25 March 2025, the Shareholders accepted the
management of the Company’s operations. resignations of and granted full release and discharge
(acquit et de charge) to Dian Siswarini (President
The Board’s primary duties include overseeing the Director), Abhijit Jayant Navalekar (Director), and Rico
execution of corporate strategies, establishing sound Usthavia Frans (Director), effective upon the closing of
policies, and ensuring that the Company’s operations the AGMS, as well as to I Gede Darmayusa (Director),
are conducted efficiently, effectively, and in compliance effective from the Business Merger Effective Date. At
with prevailing laws and regulations. In performing the same meeting, Rajeev Sethi was appointed as the
these responsibilities, the Board upholds the highest new President Director, effective from the close of the
principles of Good Corporate Governance (GCG), AGMS.
promoting integrity, accountability, and sustainable
value creation for all stakeholders. Subsequently, at the Extraordinary General Meeting of
Shareholders (EGMS) on the same date, 25 March 2025,
Legal References the Shareholders approved the end of term of Feiruz
Ikhwan, Yessie Dianty Yosetya, and David Arcelus
The implementation of the Board of Directors’ duties Oses as of the Merger Effective Date, and granted full
and responsibilities is guided by the following prevailing release and discharge (acquit et de charge) to them.
laws and internal governance documents: On the same occasion, the Shareholders reappointed
these three Directors and also appointed several new
1. Law No. 40 of 2007 on Limited Liability Company. members to the Board of Directors to form the new
2. OJK Regulation No. 33/POJK.04/2014 on the Board composition of the Board effective as of the Merger
of Directors and the Board of Commissioners of Effective Date.
Issuers or Public Companies.
3. Articles of Association of the Company. Furthermore, based on the EGMS dated 12 August
4. Board Manual & Code of Ethics of the Company. 2025, the Shareholders appointed Sanjay Vaghasia as
a Director of the Company.
Composition of the Board of Directors
The Company is required to have at least two members
on its Board of Directors, one of whom shall serve as
the President Director. The composition of the Board
of Directors must be determined and approved by the
General Meeting of Shareholders (GMS) in accordance
with applicable laws and regulations. In the event
that the number of Directors falls below two for any
reason, the Company must convene a GMS to appoint
a replacement Director(s) within no later than 60 (sixty)
days from the occurrence of such vacancy.
190 PT XLSMART Telecom Sejahtera Tbk
Page 193
Connecting Indonesia:
One Purpose-One Future
The following table outlines the chronology of these changes and the resulting composition of the Board of Directors
based on each resolution:
AGMS – 3 May 2024 AGMS – 25 March 2025 EGMS – 25 March 2025 EGMS – 12 August 2025
Name Position Name Position Name Position Name Position
Dian President Rajeev Sethi President Rajeev Sethi President Rajeev Sethi President Director
Siswarini Director Director Director
Yessie Director Yessie Dianty Director Antony Susilo Director Antony Susilo Director
Dianty Yosetya
Yosetya
Feiruz Director Feiruz Ikhwan Director David Arcelus Director David Arcelus Director
Ikhwan Oses Oses
David Director David Arcelus Director Andrijanto Director Andrijanto Director
Arcelus Oses Muljono Muljono
Oses
Abhijit J. Director I Gede Director Feiruz Ikhwan Director Feiruz Ikhwan Director
Navalekar Darmayusa
I Gede Director Shurish Director Shurish Director
Darmayusa Subbramaniam Subbramaniam
Rico Director Yessie Dianty Director Yessie Dianty Director
Usthavia Yosetya Yosetya
Frans
Merza Fachys Director Merza Fachys Director
Jeremiah Director Jeremiah Director
Ratadhi Ratadhi
Sanjay Director
Vaghasia
2025 Integrated Annual Report 191
Page 194
Corporate
Governance
Profiles of the Board of Directors
The profiles of the current members of the Board of Directors are presented below.
Rajeev Sethi
President Director & Chief Executive Officer (CEO)
Age
53 years old as of December 2025
Nationality
Indian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Annual General Meeting of Shareholders dated
25 March 2025.
Term of Office • Chief Executive Officer, Grameenphone (2014-2016)
16 April 2025 until the closing of the Annual General Meeting of • Chief Marketing Officer, Uninor (Telenor Group) ( 2013-
Shareholders for the Fiscal Year of 2029. 2014)
• Circle Business Head-UP East, Telenor India ( 2009-2013)
Appointment History in the Company • General Manager-Sales& Marketing, Vodafone (2008-
President Director, First Term, appointed at the Annual 2009)
General Meeting of Shareholders on 25 March 2025 • Zonal Manager, Hewlett Packard (2007-2008)
• Head of Sales, Vodafone (Hutchinson Telecom) (2003-
Educational Background and Certifications 2007)
• Brand Academy from London Business School (2012) • Regional Manager, Asian Paints (1997-2003)
• MBA, Marketing, Finance and Operations from Indian • Executive Engineer, Indian Oil Corporation (1993-1995)
Institute of Management, Lucknow (1997)
• Bachelor of Electrical Engineering from Gujarat University Concurrent Positions
(1993) • Chairperson of Risk and Business Continuity Committee,
PT XLSMART Telecom Sejahtera Tbk
Professional Experience • Member of People Committee, PT XLSMART Telecom
• President Director & CEO, PT XLSMART Telecom Sejahtera Tbk
Sejahtera Tbk (2025-present)
• Managing Director & CEO, Robi Axiata Limited (2022- Affiliate Relations
2025) None
• Chief Executive Officer, Ooredoo Myanmar Limited (2019-
2022) Association Membership
• Chief Commercial Officer, Airtel (2017-2019) None
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
Leadership Huddle Session The Westin Jakarta 15 April 2025
Private Learning- Bahasa Indonesia XLSMART Training Center 21 April 2025
2 Leadership Huddle Session-Living Our
nd
The Westin Jakarta 9 May 2025
Identity as One
192 PT XLSMART Telecom Sejahtera Tbk
Page 195
Connecting Indonesia:
One Purpose-One Future
Antony Susilo
Director & Chief Financial Officer
Age
53 years old as of December 2025
Nationality
Indonesian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025.
Term of Office • Vice President Finance, PT Excelcomindo Pratama (1997-
16 April 2025 until the closing of the Annual General Meeting of 2005)
Shareholders for the Fiscal Year of 2029. • Auditor, Arthur Andersen/Prasetio, Utomo & Co (1995-
1997)
Appointment History in the Company • Auditor, KPMG Hanadi Sujendro & Partner (1993-1995)
Director, First Term, appointed at the Extraordinary General
Meeting of Shareholders on 25 March 2025 Concurrent Positions
• Member of Risk and Business Continuity Committee, PT
Educational Background and Certifications XLSMART Telecom Sejahtera Tbk
• Bachelor of Economics from Atma Jaya University (1997). • Member of People Committee, PT XLSMART Telecom
Sejahtera Tbk
Professional Experience • Chairperson of Gift, Donation and Sponsorship
• Director, PT XLSMART Telecom Sejahtera Tbk Committee, PT XLSMART Telecom Sejahtera Tbk
(2025-present)
• Director, PT Distribusi Sentra Jaya (2014-2025) Affiliate Relations
• Director, PT Smartfren Telecom Tbk (2011-2025) None
• Director, PT Smart Telecom (2005-2025)
• Commissioner, PT SF Digital Terdepan (2021-2024) Association Membership
None
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
2nd Leadership Huddle Session-Living Our The Westin Jakarta 9 May 2025
Identity as One
2025 Integrated Annual Report 193
Page 196
Corporate
Governance
David Arcelus Oses
Director & Chief Commercial Officer
Age
48 years old as of December 2025
Nationality
Spanish
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of
Shareholders dated 25 March 2025
Term of Office • Director, PT XL Axiata Tbk (2020-2025)
16 April 2025 until the closing of the Annual General Meeting of • Chief Marketing Officer (CMO), PT XL Axiata Tbk (2016-
Shareholders for the Fiscal Year of 2029. 2020)
• Associate Partner, McKinsey & Company (2006-2015)
Appointment History in the Company • Project Manager, Gamesa Eolica, C2i Engineering (2000-
Director, First Term, appointed at the Extraordinary General 2004)
Meeting of Shareholders dated 25 March 2025
Concurrent Positions
Educational Background and Certifications • Member of Risk and Business Continuity Committee, PT
• Master of Business Administration from IESE Business XLSMART Telecom Sejahtera Tbk
School, Barcelona, Spain (2004-2006) • Member of People Committee, PT XLSMART Telecom
• MBA (International Exchange Program) from Wharton Sejahtera Tbk
School of Business, Philadelphia, United States (2005)
• Exchange Program-Industrial Engineering from Universite Affiliate Relations
Bordeaux I, Bordeaux, France (2000) None
• Master of Industrial Engineering from Tecnun, Universidad
de Navarra, San Sebastian, Spain (1995-2000) Association Membership
None
Professional Experience
• Director, PT XLSMART Telecom Sejahtera Tbk
(2025-present)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
2024 Mandatory Training: Data Privacy, XLearn 31 March 2025
Cybersecurity, Risk Management, Ethics &
Compliance
Leadership Huddle Session The Westin Jakarta 15 April 2025
2 Leadership Huddle Session-Living Our
nd
The Westin Jakarta 9 May 2025
Identity as One
194 PT XLSMART Telecom Sejahtera Tbk
Page 197
Connecting Indonesia:
One Purpose-One Future
Andrijanto Muljono
Director & Chief Enterprise & Strategic
Relationship Officer
Age
54 years old as of December 2025
Nationality
Indonesian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of
Shareholders dated 25 March 2025
Term of Office • Chief Financial Officer (CEO), PT Dian Swastatika Sentosa
16 April 2025 until the closing of the Annual General Meeting of Tbk (Sinar Mas Group) (2020-2021)
Shareholders for the Fiscal Year of 2029. • Chief Operating Officer (COO) & CEO, Lippo Financial
Service Group & Ciptadana Capital (2018-2020)
Appointment History in the Company • Sales & Marketing Director and Finance & Operation
Director, First Term, appointed at the Extraordinary General Director, PT Surya Artha Nusantara Finance (Astra
Meeting of Shareholders dated 25 March 2025 International Group) (1994-2018)
Educational Background and Certifications Concurrent Positions
• Master of Management from Prasetya Mulya Business • Member of Risk and Business Continuity Committee, PT
School (2006) XLSMART Telecom Sejahtera Tbk
• Bachelor of Industrial Engineering from University of • Member of People Committee, PT XLSMART Telecom
Indonesia (1994) Sejahtera Tbk
Professional Experience Affiliate Relations
• Director, PT XLSMART Telecom Sejahtera Tbk None
(2025-present)
• Director, PT Smart Telecom (2022-2025) Association Membership
• CEO, PT Smartfren Telecom Tbk (2022-2025) None
• Director, PT Smart Telecom (2022-2025)
• CEO, PT Eka Mas Republik (Sinar Mas Group) (2021-2022)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
Leadership Huddle Session The Westin Jakarta 15 April 2025
2nd Leadership Huddle Session – Living Our The Westin Jakarta 9 May 2025
Identity as One
How to be Sales Champion Unifying Energy to Auditorium XLSMART Sabang 26 June 2025
Conquer Bravo 500
Podcast: Future Digital Trend XLSMART HQ Office 28 August 2025
Socialization Workshop Migrasi 365 Microsoft Teams 29 August 2025
Socialization Workshop Success Factor Microsoft Teams 29 August 2025
2025 Integrated Annual Report 195
Page 198
Corporate
Governance
Feiruz Ikhwan Bin Abdul Malek
Director & Chief Strategy & Home Business Officer
Age
50 years old as of December 2025
Nationality
Malaysian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office • Chief Financial Officer, Smart Axiata Co, Ltd. (2018-2021)
16 April 2025 until the closing of the Annual General Meeting of • Group Head Finance, PT XL Axiata Tbk (2017-2018)
Shareholders for the Fiscal Year of 2029. • Vice President Strategic Finance, PT XL Axiata Tbk (2015-
2017)
Appointment History in the Company • Vice President Pricing & Capacity Management, PT XL
Director, First Term, appointed at the Extraordinary General Axiata Tbk (2014-2015)
Meeting of Shareholders dated 25 March 2025 • Head of Investor Relations, Business Control, Corporate
Finance, PT XL Axiata Tbk (2011-2014)
Educational Background and Certifications
• Chartered Management Accountant and Chartered Concurrent Positions
Global Management Accountant from Chartered Institute • Member of Risk and Business Continuity Committee, PT
of Management Accountants (CIMA), United Kingdom XLSMART Telecom Sejahtera Tbk
(2006) • Member of People Committee, PT XLSMART Telecom
• Bachelor of Science, Economics (Accounting & Finance) Sejahtera Tbk
from the London School of Economics and Political
Science (LSE) (1997) Affiliate Relations
None
Professional Experience
• Director, PT XLSMART Telecom Sejahtera Tbk (April Association Membership
2025-present) CMA (Chartered Management Accountant) and Chartered
• Director, PT XL Axiata Tbk (May 2023-April 2025) Global Management Accountant (CGMA), Chartered Institute
• Advisor to CEO, PT XL Axiata Tbk (February-May 2023) of Management Accountants (CIMA), United Kingdom
• Acting Chief Executive Officer, Smart Axiata Co. Ltd.,
(2021-February 2023)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
2024 Mandatory Training: Data Privacy, XLearn 31 March 2025
Cybersecurity, Risk Management, Ethics &
Compliance
2nd Leadership Huddle Session-Living Our The Westin Jakarta 9 May 2025
Identity as One
GDSC XLearn 31 March 2025
196 PT XLSMART Telecom Sejahtera Tbk
Page 199
Connecting Indonesia:
One Purpose-One Future
Shurish Subbramaniam
Director & Chief Technology Officer
Age
53 years old as of December 2025
Nationality
Malaysian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office • Chief Network Officer, PT Smartfren Telecom Tbk (2013-
16 April 2025 until the closing of the Annual General Meeting of 2016)
Shareholders for the Fiscal Year of 2029. • Vice President Operations APAC, Ceragon Network
(2010-2013)
Appointment History in the Company • Technical Advisor Radio Access Network Operations,
Director, First Term, appointed at the Extraordinary General Digital Mobile Philippines Inc (2006-2010)
Meeting of Shareholders dated 25 March 2025 • Network Performance Management Manager, Maxis
Mobile Malaysia (1998-2006)
Educational Background and Certifications
• Master of Engineering, Electronic Telecommunication Concurrent Positions
from University of Hull (1996) • Member of Risk and Business Continuity Committee, PT
• Bachelor of City & Guilds Part I, II & III, XLSMART Telecom Sejahtera Tbk
Telecommunications Engineering from Damansara • Member of People Committee, PT XLSMART Telecom
Utama College, Malaysia (1992) Sejahtera Tbk
Professional Experience Affiliate Relations
• Director, PT XLSMART Telecom Sejahtera Tbk None
(2025-present)
• Director, PT Smartfren Telecom Tbk (2018-2025) Association Membership
• Chief Technology Officer, Webe Digital Sdn. Bhd. (2016- None
2018)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
Leadership Huddle Session The Westin Jakarta 15 April 2025
2nd Leadership Huddle Session-Living Our The Westin Jakarta 9 May 2025
Identity as One
2025 Integrated Annual Report 197
Page 200
Corporate
Governance
Yessie Dianty Yosetya
Director & Chief Information Technology Officer
Age
52 years old as of December 2025
Nationality
Indonesian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office • Senior General Manager Mobile Finance, PT XL Axiata Tbk
16 April 2025 until the closing of the Annual General Meeting of (2011-2013).
Shareholders for the Fiscal Year of 2029. • Senior General Manager IT Development, PT XL Axiata
Tbk (2009-2011).
Appointment History in the Company • General Manager Business Support System, PT XL Axiata
Director, First Term, appointed at the Extraordinary General Tbk (2006-2009).
Meeting of Shareholders dated 25 March 2025.
Concurrent Positions
Educational Background and Certifications • Member of Risk Management and Business Continuity
Bachelor of Electrical Engineering from Satya Wacana Committee, PT XLSMART Telecom Sejahtera Tbk.
University (1997). • Member of People Committee, PT XLSMART Telecom
Sejahtera Tbk.
Professional Experience • Chairperson of Cyber Security & Privacy Steering
• Director, PT XLSMART Telecom Sejahtera Tbk Committee, PT XLSMART Telecom Sejahtera Tbk.
(2025-present) • Member of Digital Committee, PT Pertamina Bina Medika
• Member of Digital Committee, PT Pertamina Bina Medika IHC.
(2024-present)
• Commissioner, PT Hipernet Indodata (June Affiliate Relations
2022-present). None
• Commissioner, PT One Indonesia Synergy (2016-present).
• Director, PT XL Axiata Tbk (2016-2025). Association Membership
• Chief Digital Services Officer, PT XL Axiata Tbk (2015- • Chairwoman, Asosiasi ICIO Community (2024-present)
2016). • Vice Chairwoman, Asosiasi ICIO Community (2022-
• Vice President Director, PT XL Axiata Tbk (2013-2015). 2024)
• Co-Chair, G20 Empower (2020-present)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
2024 Mandatory Training: Data Privacy, Via XLearn 31 March 2025
Cybersecurity, Risk Management, Ethics &
Compliance
Leadership Huddle Session The Westin Jakarta 15 April 2025
2nd Leadership Huddle Session-Living Our The Westin Jakarta 9 May 2025
Identity as One
198 PT XLSMART Telecom Sejahtera Tbk
Page 201
Connecting Indonesia:
One Purpose-One Future
Merza Fachys
Director & Chief Regulatory Officer
Age
69 years old as of December 2025
Nationality
Indonesian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office • Director & Chief of Corporate Affairs, PT Smartfren
16 April 2025 until the closing of the Annual General Meeting of Telecom Tbk (2007-2009)
Shareholders for the Fiscal Year of 2029. • General Manager & Regional Account Manager, PT
Siemens Indonesia (1998-2007)
Appointment History in the Company
Director, First Term, appointed at the Extraordinary General Concurrent Positions
Meeting of Shareholders dated 25 March 2025. • Member of Risk and Business Continuity Committee, PT
XLSMART Telecom Sejahtera Tbk.
Educational Background and Certifications • Member of People Committee, PT XLSMART Telecom
• Master of Business Administration from IPMI Business Sejahtera Tbk.
School (2006).
• Bachelor of Electrical Engineering from Bandung Institute Affiliate Relations
of Technology (1980). None
Professional Experience Association Membership
• Director, PT XLSMART Telecom Sejahtera Tbk • Supervisory Board, Pengelola Nama Domain Internet
(2025-present) Indonesia (2019-present)
• President Director, PT Distribusi Sentra Jaya • Supervisory Board, Sinarmas Muslim Foundation
(2014-present) (2019-present)
• President Director, PT Smarfren Telecom Tbk (2013-2025) • Secretary General, ITSB Foundation (2018-present)
• Director of Technology & Network, PT Smartfren Telecom • Deputy Chairman, MASTEL Indonesia (2016-present)
Tbk (2011-2015) • Secretary General, ATSI (2016-present)
• President Director, PT Smartfren Telecom Tbk (2009-
2011)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
2nd Leadership Huddle Session-Living Our The Westin Jakarta 9 May 2025
Identity as One
2025 Integrated Annual Report 199
Page 202
Corporate
Governance
Jeremiah Ratadhi
Director & Chief People Officer
Age
45 years old as of December 2025
Nationality
Indonesian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of Shareholders
dated 25 March 2025
Term of Office • Group Head Culture Transformation and Change
16 April 2025 until the closing of the Annual General Meeting of Management, Indosat Ooredoo (2016-2017)
Shareholders for the Fiscal Year of 2029. • Division Head CEO Office/Division Head Network Quality
Assurance, Indosat Ooredoo (2014-2015)
Appointment History in the Company
Director, First Term, appointed at the Extraordinary General Concurrent Positions
Meeting of Shareholders dated 25 March 2025 • Member of Risk and Business Continuity Committee, PT
XLSMART Telecom Sejahtera Tbk.
Educational Background and Certifications • Chairman of People Committee, PT XLSMART Telecom
• Master of Advanced Management from Yale University Sejahtera Tbk.
(2016) • Member of Gift, Donation, and Sponsorship Committee,
• Bachelor of Telecommunication from Bandung Institute of PT XLSMART Telecom Sejahtera Tbk.
Technology (2002).
Affiliate Relations
Professional Experience None
• Director of PT XLSMART Telecom Sejahtera Tbk
(2025-present) Association Membership
• Advisor, Axiata Group & Sinar Mas Group (2024-2025) Member of Supervisory Board, ATSI (2025-2029)
• Acting Head of Strategy, Ooredoo Myanmar (2024)
• Chief Human Resources Officer, Ooredoo Myanmar
(2019-2024)
• Head of Performance and Analytics, GOJEK (2019)
• Group Head Human Resources Operations, Indosat
Ooredoo (2017-2019)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
2 Leadership Huddle Session-Living Our
nd
The Westin Jakarta 9 May 2025
Identity as One
How to be Sales Champion Unifying Energy to Auditorium XLSMART Sabang 26 June 2025
Conquer Bravo 500
200 PT XLSMART Telecom Sejahtera Tbk
Page 203
Connecting Indonesia:
One Purpose-One Future
Sanjay Vaghasia
Director & Chief Integration Officer
Age
56 years old as of December 2025
Nationality
Malaysian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Resolution of the Extraordinary General Meeting of
Shareholders dated 12 August 2025.
Term of Office • Head/Senior Manager of Network/IT Planning &
12 August 2025 until the closing of the Annual General Meeting Engineering, Wataniya Telecoms (Ooredoo Kuwait)
of Shareholders for the Fiscal Year of 2029. (2004-2009)
• Director of Network Implementation & Project
Appointment History in the Company Management Officer, DiGi.Com Bhd “DiGi” (2002-2004)
Director, First Term, appointed at the Extraordinary General • Director of Network Implementation & Project
Meeting of Shareholders dated 12 August 2025 Management Officer (PMO), Oskar Mobil (Now Vodafone
Oskar) (1999-2002)
Educational Background and Certifications • Regional Program Manager, Lucent Technologies (1998-
Bachelor of Engineering in Communication and Electronics 1999)
from Northumbria University, United Kingdom (1994) • Assistant Manager Network Planning, Maxis Mobile
(1995-1998)
Professional Experience
• Director, PT XLSMART Telecom Sejahtera Tbk Concurrent Positions
(2025-present) • Member of Risk and Business Continuity Committee, PT
• Chief Integration Officer, Indosat Ooredoo Hutchison XLSMART Telecom Sejahtera Tbk.
(2021-2024) • Member of People Committee, PT XLSMART Telecom
• Chief Technology Officer, Ooredoo Myanmar, Ooredoo Sejahtera Tbk.
Group (2018-2021)
• Chief Technology Officer, Banglalink Digital Ltd, Veon Affiliate Relations
Group (2016-2018) None
• Chief Technology & Information Officer, Ooredoo
Maldives, Ooredoo Group (2013-2016) Association Membership
• Vice President Head of Sales and Distribution, Uninor, None
Telenor Group, Karnataka Circle (2009-2011)
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
2nd Leadership Huddle Session-Living Our The Westin Jakarta 9 May 2025
Identity as One
2025 Integrated Annual Report 201
Page 204
Corporate
Governance
Multiple Board Membership of the Board of Duties and Responsibilities of the Board of
Directors Directors
The Company regulates multiple board memberships to The Board of Directors carries out its duties and
ensure that members of the Board of Directors can fulfill responsibilities which include:
their responsibilities effectively and in accordance with 1. Articles of Association Approvals, Registration
applicable governance standards. and Gazetting
Submit the Company’s Articles of Association and
Members of the Board of Directors may hold multiple any amendments to them to the Ministry of Law &
positions under the following provisions: Human Rights for approval or registration and to the
Government Printing Office.
• As a member of the Board of Directors in a maximum 2. Share Registry
of one (1) other issuer or public company; Create and maintain (or appoint a Share Registrar to
• As a member of the Board of Commissioners in do so) a registry of shares recording: (a) name and
a maximum of three (3) other issuers or public address of all Shareholders; (b) the sum, number,
companies; and/or and date of acquisition of the shares or collective
• As a member of a maximum of five (5) committees share certificates; (c) name and address of pledge
in issuers or public companies where they also serve of company’s shares; (d) any other important
as a member of the Board of Directors or Board of information.
Commissioners. 3. Special Share Registry
Create and maintain a special registry containing
Pursuant to Regulation No. I-A of the Indonesia Stock the share ownership and business relations of the
Exchange, Independent Directors are not permitted to Board of Directors, the Board of Commissioners and
hold multiple directorships in other companies. their respective families in the Company’s and the
date(s) those shares were acquired.
All members of the Board of Directors comply with 4. Corporate Documents
these provisions, and their concurrent positions are Maintain all important lists, registries and corporate
periodically reviewed to ensure consistency with documents, including resolutions, minutes of
prevailing regulations and the Company’s internal GMS, Board of Directors, Board of Commissioners
policies. meetings within the Company’s domicile and
provide Shareholders’ access to them as required by
Board Manual and Code of Ethics laws.
5. Corporate Accounts
The Company has adopted a Board Manual and Maintain all corporate accounts and financial
Code of Ethics for the Board of Directors, serving as a documents in accordance with accounting
comprehensive guide to ensure effective governance standards and provide Shareholders’ access to
and ethical conduct. This manual provides a structured them as required by law and Articles of Association.
framework to support Board members in maintaining 6. Integrated Annual Report
professional and collaborative working relationships, Within 5 months of fiscal year end, prepare
thereby enhancing the efficiency and integrity of the annual report which at least includes: (a) financial
decision-making process. statements that contains the data for the latest
financial year and the financial year immediately
The Board Manual covers the following key elements: prior to it (including a profit and loss statement,
1. Criteria and composition of the Board. cash flows, any equity changes, and any other
2. Duties and responsibilities assigned to Board relevant data); (b) the Company’s activity report; (c)
members. a corporate social responsibility statement; (d) any
3. A Code of Ethics addressing conflicts of interest, incidents that occurred which may impact on the
confidentiality of company documents, and Company’s activities; (e) a report from the Board of
adherence to prevailing regulations. Commissioners on their supervisory activities over
4. Procedures governing the convening of meetings, the previous financial year; (f) the names of all Board
including quorum requirements and voting rights. of Directors, Board of Commissioners members; and
5. Remuneration policies for Board members. (g) any salary or honorarium payments made to the
6. Distribution of authority among Board members. members of the Board of Commissioners and Board
of Directors.
7. Board of Directors’ Meetings
Convene meetings as per prevailing regulations.
202 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
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8. Business Plan 10. Company Vision and Purpose
Provide the Board of Commissioners for approval Determine the Company vision and purpose
of the Company’s business plan and budget no later regularly, and review to ensure the Company
than 60 days prior to the close of fiscal year, failing of vision and purpose are inline and relevant with the
which the previous years’ business plan shall apply. Company’s business.
9. Corporate Strategy
Determine the corporate strategy, and review, In addition to the general duties and responsibilities
monitor and oversee the implementation of the said of the Board of Directors, the specific responsibilities
corporate strategy. assigned to each individual member of the Board are
outlined as follows:
Rajeev Sethi Responsible for overseeing the overall management of the Company, including but not
President Director & Chief limited to ensuring effective governance, strategic direction, and regulatory compliance.
Executive Officer
Antony Susilo Responsible for overseeing the Finance Directorate, including but not limited to the planning,
Director & Chief Financial execution, and control of the Company’s financial strategies and operations.
Officer
David Arcelus Oses Responsible for the Commercial Directorate, including but not limited to formulating and executing
Director & Chief Commercial commercial strategies to drive customer growth, revenue, and market competitiveness.
Officer
Andrijanto Muljono Responsible for overseeing the Enterprise & Strategic Relationship Directorate, including but not
Director & Chief Enterprise & limited to driving enterprise business growth through strategic partnerships, technology solutions,
Strategic Relationship Officer and customized services.
Feiruz Ikhwan Responsible for overseeing the Strategy & Home Business Directorate, including but not limited to
Director & Chief Strategy & managing the Home Business and Home Sales groups.
Home Business Officer
Shurish Subbramaniam Responsible for the Technology Directorate, including but not limited to defining and aligning
Director & Chief Technology technology strategy with business goals, overseeing network planning and design (RAN,
Officer Transport, and Core).
Yessie Dianty Yosetya Responsible for overseeing the IT Directorate, including but not limited to covering IT strategy,
Director & Chief Information planning, and service operations.
Technology Officer
Merza Fachys Responsible for overseeing the Regulatory Directorate, including but not limited to corporate
Director & Chief Regulatory communication, sustainability, legal, and regulatory compliance.
Officer
Jeremiah Ratadhi Responsible for overseeing the People Directorate, including but not limited to managing the full
Director & Chief People employee and lifecycle through the Human Capital and HR groups.
Officer
Sanjay Vaghasia Responsible for overseeing the Integration Directorate, including but not limited to
Director & Chief Integration integration, transformation program management, and business process.
Officer
Board of Directors’ Requirements and Board member requirements and qualifications are
Appointment Policy aligned with POJK No. 33/POJK.04/2014, as well
as additional criteria established by the Company,
The appointment of the Company’s Board of Directors including considerations for skills diversity and the
is guided by the Senior Executive Nomination Policy. overall composition of the Board.
Candidates, proposed by Shareholders and/or Minority
Shareholders, are submitted to the Nominating and Resignation Policy for the Board of Directors
Remuneration Committee via the Corporate Secretary.
The Company’s Articles of Association and the Board
The Committee evaluates each nomination to ensure Manual provide the framework for Board members’
that candidates meet the required qualifications, resignation. Board members who intend to resign
experience, and integrity standards before forwarding must submit a formal written resignation letter to the
their recommendations to the General Meeting of Nominating and Remuneration Committee (NRC),
Shareholders (GMS) for final approval. with copies addressed to the Board of Directors and the
2025 Integrated Annual Report 203
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Corporate
Governance
Corporate Secretary. Upon receipt, the Company shall 6. Failure to meet qualifications as required by
convene a General Meeting of Shareholders (GMS) prevailing legislation and regulations.
within a maximum period of 90 days to deliberate and
decide on the resignation. The Board of Commissioners holds the authority to
suspend a Board member, preventing them from
In addition to voluntary resignation, a Board member’s performing their duties until the suspension is lifted or
term will automatically end under the following revoked by the GMS. Any suspension must be based
circumstances: on a resolution by the Board of Commissioners, and
1. Involvement in civil, criminal, monetary crimes, or the affected member must be notified in writing.
other legal disputes in any judicial or arbitration Subsequently, the Board of Commissioners must
institution, whether in Indonesia or abroad, including convene a GMS to confirm or revoke the suspension.
administrative disputes with authorized government
bodies or labor/industrial disputes. Term of Office
2. Death of the member.
3. Non-reappointment at the conclusion of the term of The standard term of office for the Company’s
office. Board of Directors is five years, with the possibility of
4. Dismissal by the GMS. reappointment for subsequent terms. In cases where a
5. Being declared bankrupt or placed under Director is appointed to fill a vacant position, they shall
guardianship by a court. serve the remaining term of the vacated seat.
Dian Siswarini
Navalekar
BOD Meeting
No. Category Date Agenda Title For IAR Status
Number
Abhijit
XL Axiata Board of Directors' Meetings (Pre-Merger)
1. Regular No. 1/25 07-Jan-25 Integration Matters Approval Yes Yes
Network Matters Noting
Corporate Events Noting
Finance Discussion Noting
2. Regular No. 2/25 23-Jan-25 Integration Matters Noting Yes Yes
Integration Matters Noting
Integration Matters Noting
Corporate Actions Discussion Approval
Regulatory Matters Noting
Corporate Events Approval
Corporate Events Noting
Business Plan XL Axiata Approval
Monthly Performance Update Noting
3. Regular No. 3/25 04-Feb-25 Integration Matters Noting Yes Yes
Corporate Events Approval
Corporate Events Approval
Regulatory Matters Noting
4. Regular No. 4/25 18-Feb-25 Integration Matters Noting Yes Yes
Integration Matters Noting
Integration Matters Approval
Corporate Events Noting
Subsidiary Company Discussion Approval
Board Investment Committee Discussion Approval
Monthly Performance Update Noting
5. Regular No. 5/25 26-Feb-25 Integration Matters Noting Yes Yes
Integration Matters Approval
Subsidiary Company Discussion Approval
6. Regular No. 6/25 18-Mar-25 Corporate Events Approval Yes Yes
Corporate Events Approval
7. Special No. 1.S/25 26-Mar-25 Internal Policy Discussion Approval No longer No longer
serving as serving as
Corporate Events Approval
Chairman of Member of
the BOD the BOD
8. Regular No. 7/25 08-Apr-25 Monthly Performance Update Noting
Network Matters Noting
Corporate Events Noting
9. Regular No. 8/25 14-Apr-25 Strategic Discussion Approval
Monthly Performance Update Noting
204 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
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Board of Directors’ Meeting Policy 5. Minutes of the meeting must be prepared as
documentation of decisions made at the meeting.
The general guidelines for Board meetings are as 6. The minutes must be made in writing and signed
follows: by all present Board members and must be
1. The Corporate Secretary determines the scheduling communicated to all Board members.
of meetings. 7. The Board of Directors may make decisions without
2. Board meetings are chaired by the President holding a meeting; however, these decisions must
Director. If the President Director is unavailable, a be approved and documented in one or more written
Director chosen by the other present members may communications, such as facsimile, email, or other
chair the meeting. methods.
3. If a Director cannot attend a meeting, they may
authorize another Director as a proxy. A Director can Board of Directors’ Meetings in 2025
only represent one other Director as a proxy.
4. A Board meeting decision is valid only if more than In 2025, the Board of Directors convened 45 meetings.
half of the Board members or their proxies are The meetings covered various agendas, with
present. attendance and frequency documented as follows:
Subbramaniam
Feiruz Ikhwan
Merza Fachys
Rico Usthavia
David A. Oses
Antony Susilo
Rajeev Sethi
Darmayusa
Andrijanto
Vaghasia
Jeremiah
Yessie D.
Yosetya
Muljono
Ratadhi
Shurish
Sanjay
Gede
Yes Proxy to Not yet Not yet Not yet Yes Yes Not yet Not yet Yes Not yet Not yet
YDY Chairman Member of Member of Member of Member of Member of Member of
of the BOD the BOD the BOD the BOD the BOD the BOD the BOD
Yes Yes Yes Proxy to Yes
DAO
Yes Yes Yes Proxy to Yes
DAO
Yes Yes Yes Yes Yes
Yes Proxy to Yes Yes Yes
YDY
Yes Yes Yes Yes Yes
Yes No longer Yes Yes Proxy to Yes
serving as DAO
Member of
the BOD
Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes
2025 Integrated Annual Report 205
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Corporate
Governance
Dian Siswarini
Navalekar
BOD Meeting
No. Category Date Agenda Title For IAR Status
Number
Abhijit
Board of Directors' Meetings (Post-Merger)
10. Special No. 1.S/25 16-Apr-25 Segregation Duties & Responsibilities Approval No longer No longer
serving as serving as
Corporate Policy Approval
Chairman of Chairman of
Corporate Policy Approval the BOD the BOD
BOC Committee Matters Approval
People Matters Approval
Business Plan XLSMART Approval
11. Regular No. 1/25 22-Apr-25 Corporate Events Noting
Integration Matters Noting
Integration Matters Noting
12. Regular No. 2/25 29-Apr-25 Board Investment Committee Discussion Noting
Strategic Procurement Matters Approval
Network Matters Approval
Integration Matters Noting
Network Matters Noting
Network Matters Noting
13. Regular No. 3/25 06-May-25 Integration Matters Approval
Organization Matters Noting
Organization Matters Noting
Integration Matters Noting
14. Regular No. 4/25 13-May-25 Monthly Performance Update Noting
Enterprise Discussion Noting
Integration Matters Approval
Integration Matters Noting
15. Regular No. 5/25 19-May-25 Internal Policy Discussion Noting
Commercial Discussion Noting
Corporate Events Noting
Integration Matters Noting
Strategic Discussion Noting
Corporate Events Noting
16. Regular No. 6/25 27-May-25 Strategic Procurement Matters Approval
Organization Matters Approval
Commercial Discussion Noting
Integration Matters Noting
17. Regular No. 7/25 03-Jun-25 Business Plan XLSMART Approval
Coprporate Scorecard Noting
Enterprise Discussion Noting
Integration Matters Noting
Commercial Discussion Noting
18. Regular No. 8/25 13-Jun-25 Strategic Procurement Matters Approval
Network Matters Noting
Commercial Metters Noting
Integration Matters Noting
Commercial Discussion Noting
19. Special No. 2.S/25 16-Jun-25 Business Plan Approval
20. Regular No. 9/25 17-Jun-25 Monthly Performance Update Noting
Integration Matters Noting
21. Regular No. 10/25 24-Jun-25 Integration Matters Noting
Commercial Discussion Noting
22. Regular No. 11/25 01-Jul-25 People Matters Approval
People Matters Approval
Corporate Events Noting
23. Regular No. 12/25 08/07/25 Corporate Policy Approval
Integration Matters Noting
Commercial Discussion Noting
24. Special No. 3.S/25 14-Jul-25 Monthly Performance Update Noting
25. Regular No. 13/25 15-Jul-25 Corporate Actions Approval
Integration Matters Noting
206 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
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Subbramaniam
Feiruz Ikhwan
Merza Fachys
Rico Usthavia
David A. Oses
Antony Susilo
Rajeev Sethi
Darmayusa
Andrijanto
Vaghasia
Jeremiah
Yessie D.
Yosetya
Muljono
Ratadhi
Shurish
Sanjay
Gede
No longer No longer Yes Yes Yes Yes Yes Yes Yes Yes Yes Not yet
serving as serving as Member of
Member of Chairman the BOD
the BOD of the BOD
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Proxy to AS Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Proxy to Proxy to SS Yes Yes Yes Yes Proxy to Yes Yes
DAO YDY
Proxy to AS Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Proxy to AS Yes Yes
Yes Yes Yes Yes Yes Yes Proxy to AS Yes Yes
Yes Yes Yes Yes Yes Yes Proxy to AS Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Proxy to SS Proxy to AS Yes Yes Yes Yes
Yes Yes Yes Proxy to SS Proxy to AS Absent Proxy to JR Yes Yes
2025 Integrated Annual Report 207
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Corporate
Governance
Dian Siswarini
Navalekar
BOD Meeting
No. Category Date Agenda Title For IAR Status
Number
Abhijit
26. Regular No. 14/25 29-Jul-25 Corporate Policy Approval No longer No longer
serving as serving as
Integration Matters Noting
Chairman of Member of
27. Regular No. 15/25 05-Aug-25 Corporate Policy Approval the BOD the BOD
Integration Matters Noting
Commercial Discussion Noting
Corporate Policy Approval
Strategic Procurement Matters Approval
Strategic Procurement Matters Approval
Strategic Discussion Noting
28. Regular No. 16/25 12-Aug-25 Corporate Policy Approval
Monthly Performance Update Noting
29. Special No. 4.s./25 21-Aug-25 Regulatory Matters Approval
30. Special No. 5.s./25 22-Aug-25 Corporate Actions Discussion Approval
31. Regular No. 17/25 26-Aug-25 People and Organization Matters Approval
Organization Matters Noting
Strategic Procurement Matters Approval
Strategic Procurement Matters Approval
Internal Policy Discussion Approval
Corporate Events Noting
Integration Matters Noting
Strategic Discussion Noting
32. Regular No. 18/25 02-Sep-25 Corporate Policy Approval
Procurement Discussion Approval
Corporate Events Noting
HSE Matters Noting
Strategic Discussion Noting
Integration Matters Noting
33. Regular No. 19/25 09-Sep-25 People Matters Approval
Corporate Policy Approval
Monthly Performance Update Noting
34. Regular No. 20/25 23-Sep-25 Corporate Policy Approval
Long Term Plan Approval
Corporate Events Noting
35. Regular No. 21/25 30-Sep-25 Strategic Procurement Matters Approval
Corporate Actions Discussion Approval
Annual and Sustainability Report Noting
Commercial Discussion Noting
36. Regular No. 22/25 07-Oct-25 Integration Matters Approval
Corporate Communication Discussion Noting
Integration Matters Noting
37. Regular No. 23/25 21-Oct-25 Corporate Actions Discussion Approval
Strategic Discussion Approval
Network Matters Noting
Integration Matters Noting
38. Regular No. 24/25 28-Oct-25 Corporate Actions Discussion Approval
Commercial Discussion Approval
Strategic Procurement Matters Approval
Integration Matters Noting
39. Regular No. 25/25 04-Nov-25 IT Matters Noting
Integration Matters Noting
Commercial Discussion Noting
208 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
Subbramaniam
Feiruz Ikhwan
Merza Fachys
Rico Usthavia
David A. Oses
Antony Susilo
Rajeev Sethi
Darmayusa
Andrijanto
Vaghasia
Jeremiah
Yessie D.
Yosetya
Muljono
Ratadhi
Shurish
Sanjay
Gede
No longer No longer Proxy to AS Yes Yes Proxy to SS Yes Yes Yes Proxy to Yes No longer
serving as serving as YDY serving as
Member of Member of Member of
the BOD the BOD Yes Yes Yes Yes Yes Yes Yes Yes Yes the BOD
Proxy to AS Yes Yes Yes Yes Yes Yes Yes Proxy to SV Yes
Proxy to AS Yes Yes Yes Yes Yes Yes Yes Yes Yes
Proxy to AS Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Proxy to SS Proxy to FI Yes Proxy to AS Yes Yes Yes
Yes Yes Yes Yes Yes Yes Yes Yes Yes Proxy to SS
Yes Yes Proxy to MF Yes Yes Yes Yes Yes Yes Yes
Yes Yes Proxy to FI Yes Proxy to Yes Proxy to Yes Yes Proxy to MF
DAO AS
Proxy to Yes Proxy to FI Yes Proxy to JR Yes Yes Yes Yes Proxy to MF
AS
Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Proxy to JR Proxy to Yes Yes Yes Proxy to Yes Yes Yes
SV MF
Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Proxy to Yes Yes Yes Yes Yes Yes Yes
SV
2025 Integrated Annual Report 209
Page 212
Corporate
Governance
Dian Siswarini
Navalekar
BOD Meeting
No. Category Date Agenda Title For IAR Status
Number
Abhijit
40. Regular No. 26/25 11-Nov-25 Corporate Actions Discussion Approval No longer No longer
serving as serving as
Monthly Performance Update Noting Chairman Member of
of the BOD the BOD
Strategic Discussion Noting
41. Regular No. 27/25 18-Nov-25 Corporate Policy Approval
Integration Matters Approval
Network Matters Noting
Network Matters Noting
IT Matters Noting
Integration Matters Noting
42. Regular No. 28/25 25-Nov-25 Corporate Policy Approval
Strategic Procurement Matters Approval
Integration Matters Noting
Commercial Discussion Noting
43. Regular No. 29/25 02-Dec-25 Corporate Actions Discussion Approval
Network Matters Noting
44. Regular No. 30/25 09-Dec-25 Network Matters Approval
Monthly Performance Update Noting
45. Regular No. 31/25 16-Dec-25 Integration Matters Noting
Network Matters Noting
Sustainability Matters Noting
Integration Matters Noting
Commercial Discussion Noting
Total Meetings 6 6
Attendance Rate 100% 100%
Regular Meetings 39 Yes 6 6
Special Meetings 6 No 0 0
Total Meetings 45 With Proxy 0 0
Joint Meetings of the Board of Commissioners Attendance of the Board of Directors at the
and the Board of Directors in 2025 GMS
Details regarding joint meetings of the Board of Information on the attendance of Board members at the
Commissioners and the Board of Directors in 2025 are General Meeting of Shareholders (GMS) is available in
provided in the Board of Commissioners section. the General Meeting of Shareholders section.
Board of Directors’ Circular Resolutions in 2025
Throughout 2025, the Board of Directors issued 20 audit, financial matters, and other corporate matters,
circular resolutions covering, among others, strategic as detailed in the table below:
procurement, Corporate Secretary matters, internal
No. Date Description
1 01 May 2025 Strategic Procurement Matters
2 16 May 2025 Corporate Secretary Matters
3 23 May 2025 Corporate Secretary Matters
4 03 June 2025 Corporate Secretary Matters
5 20 June 2025 Strategic Procurement Matters
6 01 July 2025 Strategic Procurement Matters
7 01 July 2025 Corporate Secretary Matters
210 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
Subbramaniam
Feiruz Ikhwan
Merza Fachys
Rico Usthavia
David A. Oses
Antony Susilo
Rajeev Sethi
Darmayusa
Andrijanto
Vaghasia
Jeremiah
Yessie D.
Yosetya
Muljono
Ratadhi
Shurish
Sanjay
Gede
No longer No longer Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes
serving as serving as
Member of Member of
the BOD the BOD
Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Proxy to AS Yes Yes Yes
Yes Yes Yes Proxy to Yes Yes Yes Yes Yes Yes
YDY
Yes Yes Yes Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes Proxy to AS Yes Yes Yes
9 6 39 36 36 45 45 35 36 45 36 34
100% 100% 100% 100% 100% 100% 100% 97% 100% 100% 100% 100%
9 4 32 34 31 40 37 35 25 44 35 15
0 0 0 0 0 0 0 1 0 0 0 0
0 2 7 2 5 5 8 0 11 1 1 1
No. Date Description
8 08 Jul 2025 Strategic Procurement Matters
9 09 July 2025 Enterprise Matters
10 17 July 2025 Strategic Procurement Matters
11 25 July 2025 Internal Audit Matters
12 18 August 2025 Strategic Procurement Matters
13 25 August 2025 Corporate Secretary Matters
14 08 September 2025 Strategic Procurement Matters
15 12 September 2025 Strategic Procurement Matters
16 03 October 2025 Corporate Secretary Matters
17 30 October 2025 Strategic Procurement Matters
18 11 November 2025 Strategic Procurement Matters
19 27 November 2025 Financial Matters
20 16 December 2025 Financial Matters
Training and Competency Development of the Board of Directors
Each member of the Board of Directors continuously enhances their competencies to effectively fulfill their duties
and responsibilities. Competency development activities include participation in seminars, training sessions, and
speaking engagements relevant to the Company’s business.
2025 Integrated Annual Report 211
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Corporate
Governance
In 2025, the Board of Directors participated in various training programs aimed at strengthening their effectiveness
in their respective roles. Detailed information regarding these programs is presented in the Profile section of the
Board Members within this Corporate Governance chapter.
Induction Program for the Board of Directors
The Company has implemented a structured Induction Program for newly appointed members of both the Board
of Commissioners and the Board of Directors. Coordinated by the Corporate Secretary, the program covers key
aspects of the Company’s operations, including:
1. The Company’s strategy, encompassing business plans, branding, technology, and network infrastructure.
2. Governance matters, including:
a. Duties, responsibilities, and authorities of Board members.
b. Policies related to corporate governance.
In 2025, the Induction Program was conducted for the newly appointed members of the Board of Directors Rajeev
Sethi, Antony Susilo, Andrijanto Muljono, Shurish Subbramaniam, Merza Fachys, Jeremiah Ratadhi, and Sanjay
Vaghasia on 14 May 2025 and organized by the Corporate Secretary.
212 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
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Performance Assessment of the Board
of Directors
Assessment by the Nominating and Assessment Criteria
Remuneration Committee
The performance of the Board of Directors was
The Nominating and Remuneration Committee (NRC) evaluated based on the following criteria:
is responsible for evaluating the performance of 1. Board Structure, Dynamics, and Functioning
each member of the Board of Directors, including the 2. The Board’s Role in Governance
President Director. This assessment is conducted based 3. Financial Reporting, Internal Controls, and Risk
on the achievement of Key Performance Indicators Management
(KPIs) aligned with the Company’s strategic objectives
and specific targets, where applicable. Assessment Results
The overall performance of the Board is reported Based on the assessment, the Board of Directors has
collectively at the General Meeting of Shareholders satisfactorily fulfilled its duties and responsibilities in
(GMS), which provides full release and discharge (acquit accordance with applicable regulations and relevant
et de charge) to the Board of Directors for management standards.
conducted during the year.
Performance Assessment of Committees under
Self-Assessment the Board of Directors
In 2025, the Company carried out an independent self- The Board of Directors is supported by several
assessment of the Board of Directors. The evaluation specialized committees, including the Information
covered Board effectiveness, peer assessments among Technology Committee, the Risk Management and
Board members, and Cross-Board assessments. The Business Continuity Committee, the Ethics and Integrity
focus was on clarifying roles, duties, and responsibilities Committee, the People Committee, and the Gift,
while reviewing adherence to the Company’s Good Donation & Sponsorship Committee.
Corporate Governance (GCG) principles. The
assessment results serve as recommendations Assessment Procedure and Criteria
for enhancing GCG practices and are taken into
consideration in the reappointment of individual Board In 2025, the Board conducted an evaluation of these
members. committees’ performance. The assessment concluded
that each committee has effectively and efficiently
Assessor fulfilled its respective responsibilities. This evaluation
was based on the committees’ periodic reports, as
The Nominating and Remuneration Committee well as their inputs and recommendations concerning
performed a self-assessment of the Board of Directors. their designated areas of oversight, as detailed in this
Integrated Annual Report.
Assessment Method
Succession Policy of the Board of Directors
A quantitative approach was employed for the
evaluation, utilizing data collection techniques such The Company’s Succession Policy for the Board of
as structured questionnaires completed by all Board Directors establishes a structured approach to ensure
members and peer assessments conducted among the leadership continuity and sustained organizational
Board members. performance. The policy requires identified successors
to undertake a range of developmental activities
focused on enhancing job performance, leadership
capabilities, and personal growth. These activities
2025 Integrated Annual Report 213
Page 216
Corporate
Governance
include targeted training programs and collaborative and readiness of such candidates are regularly
projects designed to address strategic and operational assessed through both internal evaluation panels and
challenges. independent third-party assessments.
The Nominating and Remuneration Committee All selection and appointment processes for Director
(NRC) holds primary responsibility for overseeing the positions are conducted in accordance with the
nomination and selection process for prospective procedures set out in the Company’s Nomination Policy,
Directors. A sitting Director may propose an internal while also adhering to prevailing laws and regulations
candidate, including individuals from the Company’s governing the appointment of Directors.
Talent Pool, as a potential successor. The competencies
Loan Policy for the Board of
Commissioners and Board of Directors
In accordance with the Company’s Remuneration Policy all financial relationships between the Company and
for Senior Executives, the provision of personal loans to its governing bodies remain transparent, professional,
members of the Board of Commissioners and the Board and free from any potential conflicts of interest.
of Directors is strictly prohibited. This policy ensures that
Share Ownership Policy of the Board of
Commissioners and Board of Directors
Pursuant to the Policy on Share Ownership by the Board Secretary. The Corporate Secretary will then submit the
of Commissioners and Board of Directors, enacted required notification to the Financial Services Authority
on 16 August 2016, every member of the Board of (OJK), in accordance with OJK Regulation No. 4 of 2024
Commissioners and the Board of Directors is required to concerning Reports on Share Ownership or Changes in
regularly disclose their shareholdings in the Company Share Ownership in a Public Company and Reports on
as well as in other entities. This disclosure extends to the Share Encumbrance Activities by a Public Company.
share ownership of their immediate family members.
All records are maintained in the Special Register of
Shareholders, administered by the Corporate Secretary Share Ownership by the Board of
Division. Commissioners and Directors
In compliance with this policy, any transaction involving As of 31 December 2025, details regarding the
the purchase or sale of the Company’s shares by share ownership of each member of the Board of
members of the Board of Commissioners or Board of Commissioners and the Board of Directors are presented
Directors must be reported promptly to the Corporate in the Corporate Data chapter of this Integrated Annual
Report.
214 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
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2025 Integrated Annual Report 215
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Corporate
Governance
Risk Management and Business
Continuity Committee
The Risk Management and Business Continuity Feiruz Ikhwan, Member
Committee (RBCC) was formed by the Board of - Director and Chief Finance Officer, Antony Susilo,
Directors (BOD) on 7 May 2013 and further formalized Member
through the Decree of the BOD Meeting No. 47/20 dated - Director & Chief Enterprise Strategic Relationship
24 November 2017. The RBCC reports directly to the Officer, Andrijanto Muljono, Member
BOD to ensure effective oversight and integration of risk - Director & Chief People Officer, Jeremiah Ratadhi,
management and business continuity practices across Member
the organization. - Director & Chief Regulatory Officer, Merza Fachys,
Member
Risk Management and Business Continuity - Director & Chief Integration Officer, Sanjay
Committee Charter Vaghasia, Member
- Chief Risk and Compliances, Shasidharan
The Committee operates under a Committee Charter Prapakaran , Secretary
(RBCC Terms of Reference), which outlines its duties,
authorities, and operational framework. The most Profiles of the Management and Business
recent revision of the Charter was approved through Continuity Committee
the BOD Decree No. 01/25 dated 16 April 2025.
The profiles (including training and competency
Membership and Profile of RBCC development) of the current BOD members on the
RBCC (Rajeev Sethi, Shurish Subbramaniam, Yessie
The Committee is composed of the following individuals: D. Yosetya, David Arcelus Oses, Feiruz Ikhwan,
- President Director & Chief Executive Officer, Rajeev Antony Susilo, Andrijanto Muljono, Jeremiah Ratadhi,
Sethi, Chairman Merza Fachys and Sanjay Vagashia) as well as the
- Director & Chief Technology Officer Shurish previous RBCC members (I Gede Darmayusa, Abhijit
Subbramaniam, Member J. Navalekar and Dian Siswarini) are included in the
- Director & Chief Information Technology Officer, Corporate Governance chapter of this Integrated
Yessie D. Yosetya, Member Annual Report under the section titled "Profiles of the
- Director & Chief Commercial Officer, David Arcelus Board of Directors."
Oses, Member
- Director & Chief Strategy & Home Business Officer, Below are the profiles of the non-BOD committee
members:
Shasidharan Prapakaran
Risk Management and Business Continuity
Committee Secretary
Age
53 years old as of December 2025
Nationality
Malaysian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Employment Agreement Letter No. 0024/RM/XLSMART/IV/2025
Terms of Office
16 April 2025 – Present
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Educational Background
• Master of Business Administration (Honours), Melbourne Business School - University of Melbourne, Australia, 2006
• Bachelor of Engineering (Electrical & Electronics), First Class (Honours), University of Leicester, UK, 1996
Certification
• Chartered Global Management Accountant (AICPA & CIMA)
• Prince2™ Foundation
• IC Agile Certified Professional – Coach & Facilitator
Professional Experience
Axiata Group Berhad (Axiata)
• Head of Group Special Projects & Group Partnerships (2024 – 2025)
• Head of Group Synergy & Digitisation (2020 – 2023)
• Head of Operational Development & Support (2017 – 2020)
• Head of Sub-Region, Regional Development (2014 – 2017)
• Head of Digital Transformation, Smart Axiata (2015 – 2016)
• Vice President, Investments, Khazanah Nasional (2009 – 2014)
• Assistant Vice President, Investments, Khazanah Nasional (2007 – 2009)
Concurrent Positions
Member and Secretary of Gift, Donation, and Sponsorship Committee
Affiliate Relations
None
Association Membership
AICPA & CIMA Malaysia
Training and Competency Development in 2025
Training/Workshop Venue Date of Implementation
Mandatory: Corporate Identity & XL Culture Xlearn 5 June 2025
Mandatory: Cybersecurity Refresher Xlearn 5 June 2025
Mandatory: Data Privacy Refresher Xlearn 9 June 2025
Mandatory: ABAC & Risk Management Xlearn 5 July 2025
Mandatory: K3L (Health & Safety) Xlearn 17 September 2025
Axiata GR&C Annual Conference 2025 Online 26 September 2025
Digital Savvy Xlearn 29 September 2025
Executive Leadership Masterclass - The Business Sinar Mas Land, Plaza Tower 2 9 October 2025
Case for Climate Action: A Strategic Imperative
for Growth and Competitiveness (ESG)
Duties and Responsibilities of RBCC accordance with the risk-based compliance plan.
The RBCC scope oversees the effectiveness of Risk - Monitor the implementation of sustainability
Management, implementation of Business Continuity practices across the Company.
Management (BCM), as well as monitoring of - Oversee compliance with regulatory requirements
compliance. This includes, but is not limited to, the imposed by relevant authorities.
Company’s Anti-Bribery and Anti-Corruption (ABAC)
policy, Environmental, Social and Governance (ESG) Statement of Independence
aspects and Regulatory Compliance.
The RBCC performs its duties and responsibilities with
The following outline the primary duties and full independence, free from external influence, and in
responsibilities of the RBCC: adherence with relevant laws and regulations.
- Review and assess the adequacy of policies, RBCC Meetings in 2025
frameworks, and structures governing risk and
compliance, including their effectiveness in practice. The RBCC Terms of Reference (TOR) defines the policy
- Evaluate risk assessments conducted by risk owners governing Committee meetings. In accordance with
and the adequacy of associated mitigation plans. this policy, the Committee is required to meet at least
- Promote and maintain a healthy risk and compliance four times annually.
culture throughout the organisation.
- Define strategic objectives for BCM and review the
adequacy of the BCM framework and methodology.
- Assess the results of ABAC monitoring conducted in
2025 Integrated Annual Report 217
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Corporate
Governance
During 2025, the RBCC convened four (4) meetings, two (2) meetings were held before XLSMART Legal Day 1.
Detailed information regarding the agendas, attendance, and outcomes of these meetings are provided below.
I Gede Dian Yessie D.
No. Date Agenda
Darmayusa* Siswarini* Yosetya*
1 13 January 2025 • Ratification of previous Yes Yes Yes
• Minutes of Meeting (Proxy to (Proxy to RUF)
• Matters Arising from previous meeting IGD)
• ESG Implementation
• ERM & Top Risk
• Compliance Management
• BCM Update
• Key IT Risk & Resiliency Update
• Human Capital and Regulatory Update
2 11 April 2025 • Ratification of previous Yes No Yes
• Minutes of Meeting
• Matters Arising from previous meeting
• Telco Regulatory Update
• ESG Implementation Update
• Key IT Risks & Resiliency Update
• ERM & Top Risk
Total Attendance in 2025 2/2 1/2 2/2
Percentage of attendance in 2025 100% 50% 100%
In 2025, the RBCC convened two (2) meetings after XLSMART Legal Day 1. More detailed information about the
XLSMART RBCC meetings can be found below.
No. Date Agenda Rajeev Andrijanto Yessie D.
Sethi* Muljono* Yosetya*
1 23 July 2025 • Ratification of previous Yes Yes Yes
• Minutes of Meeting
• Matters Arising from previous meeting
• RBCC & BRCC roles according to TOR
• Top & Emerging Risk
• 90 days compliance status, ABAC &GDS,
BCM
• Regulatory Update
• BCM Update
• R&C H2 2025 Plan, 2016 ABMS 2nd
surveillance, integrity framework key
control continues improvement
• Status ABAC implementation in
Procurement and Contract
• Telco Regulatory Update
• ESG Implementation
• Key IT Risk & Resiliency Update
2 27 October 2025 • Ratification of previous Yes Yes Yes
• Minutes of Meeting
• Matters Arising from previous meeting
• Sanction Policy
• Top Risks & Business Continuity
• Regulatory Dashboard Update
• Integrity Framework Key Control
Continues Improvement
• 2026 Risk and Compliance Plan
• ESG Implementation Update
• Key IT Risks & Resiliency Update
• Telco Regulatory Update
Total Attendance in 2025 2/2 2/2 2/2
Percentage of attendance in 2025 100% 100% 100%
*In accordance with the approved RBCC Terms of Reference (TOR) Under Decree of the Board of Directors No. 01/25 dated 16 April 2025, the RBCC
Chairperson is Rajeev Sethi (CEO) and Members consist of all BOD members.
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David Arcelus Rico Usthavia Abhijit J. Marwan O. Yofie (R&C)
Feiruz Ikhwan* M. Hira Kurnia Rajeev Sethi*
Oses* Frans Navalekar* Baasir Secretary
Yes No No Yes Yes Yes Not yet Yes
Member of
the RBCC
Yes No Yes No Yes No Yes Yes
2/2 1/2 1/2 1/2 2/2 1/2 1/1 2/2
100% 50% 50% 50% 100% 50% 100% 100%
David Arcelus Shurish Merza Antony Jeremiah Feiruz Sanjay Shasidharan
Oses* Subbramaniam* Fachys* Susilo* Ratadhi* Ikhwan* Vagashia* Prapakaran (R&C)
Secretary
No Yes Yes Yes Yes Yes Yes Yes
Yes Yes Yes Yes Yes Yes No Yes
1/2 2/2 2/2 2/2 2/2 2/2 1/2 2/2
50% 100% 100% 100% 100% 100% 50% 100%
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Corporate
Governance
RBCC Activities Report in 2025
Anti-Bribery Management System (ABMS)
In 2025, the Risk Management and Business Continuity
Certification.
Committee (RBCC) carried out various activities to fulfil
• Launched Company’s internal VITAL platform for
its duties and responsibilities, including:
GDS transaction approval and tracking at Legal Day
• Re-established Company’s RBCC and GDS
1 and performed socialisation as part of the 90-day
Committee TOR at Legal Day 1.
plan.
• Re-established Company’s Enterprise Risk
• Reviewed the achievement of 100% of Integrity
Management (ERM), Business Continuity
Pack Declaration signing (Code of Conduct, ABAC
Management (BCM), Anti-Bribery Anti-Corruption
& GDS) and 100% completion of ABAC learning
(ABAC), and Gift Donation & Sponsor policies.
(including ERM &BCM).
• Re-established Company’s Crisis Management
• Review quarterly Top Risks and Emerging Risks,
Team (CMT).
including mitigation plan performed by the Business
• Established Company’s Sanction Policy.
Unit.
• Oversaw the implementation of twenty-six (26) BCM
• Reviewed challenges related to ESG implementation.
testing & exercising plans, including Earthquake
• Evaluated and ensured adherence to relevant
Data Centre tabletop simulation, notification tree,
regulations.
emergency drills, and functionality testing.
• Developed the Risk & Compliance Plan for 2026.
• Review the surveillance result of the ISO 37001:2016
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People Committee
The People Committee was established by the Duties and Responsibilities of People Capital
Company’s Board of Directors on 12 July 2019. Committee
Membership and Profile of the People The People Committee is responsible for the following
Committee matters:
1. Organizational Development
The term of office of the People Committee members is The Committee evaluates business changes and
aligned with the term of office of the Board of Directors, their impact on the organizational structure, and
unless otherwise determined by a resolution of the proposes partial organizational adjustments
Board of Directors. The basis for the appointment of the and/or organizational development processes to
People Committee members is stipulated in the Board address such changes. All proposals are subject to
of Directors’ Decree dated 16 April 2025. comprehensive analysis in terms of cost, risk, and
benefits to the overall organization.
The composition of the People Committee is as follows: 2. Manpower Planning (MPP)
1. Jeremiah Ratadhi, Chairperson The Committee evaluates the Company’s MPP and
2. Rajeev Sethi, Member workforce productivity, and proposes initiatives
3. Antony Susilo, Member to enhance workforce productivity and efficiency
4. David Arcelus Oses, Member in order to achieve business outcomes through
5. Andrijanto Muljono, Member optimization and/or resource savings. This scope
6. Feiruz Ikhwan, Member includes permanent and contract employees, as
7. Shurish Subbramaniam, Member well as outsourced labor and managed resources.
8. Yessie D. Yosetya, Member The Committee also evaluates and proposes
9. Merza Fachys, Member strategies or initiatives for outsourcing specific jobs
10. Sanjay Vaghasia, Member or functions within business units, supported by a
thorough assessment of costs, risks, and benefits to
The profiles of the People Committee members, the Company.
including training, and competency development 3. Employee Rewards and Benefits
namely Jeremiah Ratadhi, Rajeev Sethi, Antony Susilo, The Committee proposes initiatives related to
David Arcelus Oses, Andrijanto Muljono, Feiruz Ikhwan, employee reward and benefit programs aimed at
Shurish Subbramaniam, Yessie D. Yosetya, Merza enhancing employee motivation and retention.
Fachys, and Sanjay Vaghasia—are presented in the 4. Performance Management
Corporate Governance Chapter, under the Board of The Committee discusses performance
Directors section of this Integrated Annual Report. management activities to further operationalize
top-down decisions from Board of Directors’
Statement of Independence meetings regarding organizational performance
and the delegation of such performance targets to
The People Committee carries out its duties and respective departments.
responsibilities professionally and independently, 5. Talent Management
without interference from external parties, and in The Committee proposes Talent Management
compliance with prevailing laws and regulations. Programs covering talent identification,
development, and retention to mitigate workforce
People Committee Charter competition in the labor market.
6. Learning and Development
In performing its duties, the People Committee operates The Committee discusses learning and development
in accordance with its Charter or Terms of Reference, intervention plans to equip employees with the
which was updated and approved by the Board of competencies required to achieve the Company’s
Directors on 16 April 2025. business plans.
7. Corporate Culture
The Committee proposes initiatives to support the
implementation and strengthening of the Company’s
Corporate Culture across the organization.
2025 Integrated Annual Report 221
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Corporate
Governance
8. Human Resources Policies People Committee Meeting Policy
The Committee proposes new Human Resources
policies or amendments and/or revisions to existing The People Committee conducts its meetings in
policies to align with changes in business practices accordance with the Terms of Reference, which serve
and organizational needs. All HR policies are subject as the governing framework. The Committee is required
to approval by the Board of Directors. to meet at least once every two months.
9. Other Human Resources Matters
The Committee discusses other HR-related matters People Committee Meetings in 2025
not listed above, insofar as they relate to employee
productivity and require the views of the Board In 2025, the People Committee held 4 (four))meetings
of Directors, including but not limited to industrial following the merger. More detailed information
relations, Employer Value Proposition (EVP), regarding the People Committee meetings is presented
employee engagement, talent acquisition, and HR below:
performance.
Yessie D. Yosetya
Jeremiah Ratadhi
Sanjay Vaghasia
Subbramaniam
Feiruz Ikhwan
Merza Fachys
David A. Oses
Antony Susilo
Rajeev Sethi
Andrijanto
No. Date Agenda
Muljono
Shurish
1. Contract Employee
07 Arrangement
1 October
2025
2. 2025 Scorecard
Framework and
✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔
Reward Simulation
11
2 November
2025
People Matters Post
Integration ✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔
02
3
December
2025
People Matters Post
Integration ✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔
09
4 December
2025
People Matters Post
Integration ✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔
Total meetings attendend in 2025 4 4 4 4 4 4 4 4 4 4
Attendance Rate 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%
People Committee Activities Report in 2025 The People Committee primarily focused on the impact
of corporate initiatives, the design and implementation
of an integrated organizational structure aligned
The People Committee was established to enhance
with the Company’s vision, talent development, the
decision-making effectiveness in the people capital
implementation of the Performance Management
domain and to assist the Board of Directors in carrying
System in 2025, employee productivity, and other
out effective decision-making processes.
people capital operational metrics.
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Gift, Donation, and
Sponsorship Committee
The Company’s Gift, Donation, and Sponsorship Duties and Responsibilities of GDSC
Committee (GDSC) was established by the Board of
Directors through Decree No. 33/20, dated 18 August GDSC’s role is to ensure that GDS Transactions are
2020. The Committee has a Committee Charter (GDSC appropriately identified, assessed, and monitored for
Terms of Reference) used as the basis of its work, with relevant risks and activities and that transactions are
the latest adjustments approved by Decree of the approved in accordance with the Limits of Authority
Board of Directors No. 01/25, dated 16 April 2025. The (LOA).
committee reports directly to the Board of Directors.
The following outline the primary duties and responsibilities
Membership and Profile of GDSC of the GDSC:
1. Review, deliberate, challenge, and approve GDS
Under Decree of the Board of Directors No. 01/25 transactions in accordance with GDS policy and
dated 16 April 2025, the Company’s GDSC consist of a procedure.
chairperson and two Committee members as follows: 2. Provide quarterly reports on the types, status,and
1. Director and Chief Finance Officer, Antony Susilo, alerts of GDS transactions, along with any relevant
Chairperson information or risk exposure, if any, to the Board
2. Director & Chief People Officer, Jeremiah Ratadhi, of Directors and Board Risk and Compliance
Member Committee (BRCC) for notation.
3. Chief Risk and Compliance Officer, Shasidharan
Prapakaran, Member GDSC's Meetings in 2025
Antony Susilo’s and Jeremiah Ratadhi’s profile (including The policy governing Committee meetings is outlined
training and competency development) are presented in the GDSC Terms of Reference. The Committee meets
in the Corporate Governance Chapter of this ntegrated at least four times a year. In 2025, the GDSC convened
Annual Report under the section for the Board of a total of four (4) meetings, one (1) meeting before
Directors. Shasidharan Prapakaran’s profile is presented “XLSMART Legal Day 1” (LD1) and three (3) meetings
in the Risk and Business Continuity Committee (RBCC) after LD1.
section.
More detailed information about the one (1) meeting of XL Axiata GDSC meeting held in 2025 before LD1 can be
found below:
No. Date Agenda Feiruz Ikhwan M. Hira Kurnia Yofie.
GDSC GDSC MEMBER* GDSC MEMBER &
CHAIRPERSON* SECRETARY*
GDSC #1- 24 March 2025 • Matter Arising from the Yes Yes Yes
2025 previous meeting
• Summary GDS Transaction
2025 Plan
• Overview of GDS Offerings
as of Q1 2025
• GDS system readiness from
Axiata VITAL to XLSMART:
Get Approved
Total Attendance in 2025 1/1 1/1 1/1
Percentage of attendance in 2025 100% 100% 100%
2025 Integrated Annual Report 223
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Corporate
Governance
More detailed information about the 3 (three) meetings of XLSMART GDSC meetings held in 2025 after LD1 can be
found below:
No. Date Agenda Feiruz Ikhwan M. Hira Kurnia Yofie.
GDSC GDSC MEMBER* GDSC MEMBER &
CHAIRPERSON* SECRETARY*
GDSC #2- 18 July 2025 • Matter Arising from the previous Yes Yes Yes
2025 meeting
• Risk & Compliance Review and
Update
• CSR Program Review and Update
• HC Corporate Credit Card & Exit
Clearance System Improvement
Update
• Enterprise’s BAMS Plan required
GDSC Approval Update
GDSC #3- 16 October • Matter Arising from the previous Yes Yes Yes
2025 2025 meeting
• GDS Policy & Process Compliance
Review
• GDS Discussion Transactions
Analysis
• Risk and Compliance Review on
Enterprise Proposal Status Update
GDSC #4- 19 December • Matter Arising from the previous Yes Yes Yes
2025 2025 meeting
• GDS Policy and Procedure
Benchmarking
• GDS Transactions of Note
• GDS Procedure Change – Impact
Analysis
• GDS Transactions Analysis
Total Attendance in 2025 3/3 3/3 3/3
Percentage of attendance in 2025 100% 100% 100%
*In accordance with the approved GDSC Committee Terms of Reference (TOR) Under Decree of the Board of Directors No. 01/25 dated 16 April
2025, the GDSC Chairperson and Member consist of: Director and Chief Finance Officer (CFO), Director and Chief People Officer (CPO), and Chief
Risk and Compliance Officer (CRCO). As of XLSMART Legal Day 1 the composition is as follows: Antony Susilo (CFO), Jeremiah Ratadhi (CPO), and
Shasidharan Prapakaran (CRCO).
GDSC's Activity Report 2025
The GDS Committee carries out its main activity of reviewing Gifts, Donations, and Sponsorship (GDS) requests
within the Company. The committee adheres to the “VITAL” principles during its decision-making process regarding
the provision and receipt of GDS.
VITAL principles are detailed in XLSMART GDS Policy.
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Ethics and Integrity
Committee
The Ethics and Integrity Committee was established For transparency and historical context, the table
by the Board of Directors on 30 June 2020 to assist below presents all individuals who have served on the
the Board in overseeing and ensuring the prevention, Ethics and Integrity Committee, including members
detection, and appropriate response to instances of appointed prior to the merger of XL Axiata and
fraud or misconduct within the Company. Smartfren and those appointed after the establishment
of XLSMART.
Composition of Ethics and Integrity Committee
Composition of Ethics and Integrity Committee consist
of 1 Chairperson and 2 Permanent Members.
Pre-Merger Post-Merger
Name Position Status Name Position Status
Dian Siswarini* Chairperson President Director & Chief Rajeev Sethi Chairperson President Director &
Executive Officer Chief Executive Officer
Feiruz Ikhwan* Permanent Director & Chief Finance Antony Susilo Permanent Director & Chief Finance
Member Officer Member Officer
Mochamad Permanent Chief Human Capital Jeremiah Permanent Director & Chief People
Hira Kurnia * Member Officer Ratadhi Member Officer
Profiles of Ethics and Integrity Committee Group Internal Audit, and the Whistleblowing System.
The Committee reviews investigation outcomes,
Profiles, including training and competency determines whether further inquiry is required, and
development, of Rajeev Sethi, Antony Susilo and monitors the progress of investigations under its
Jeremiah Ratadhi are presented in the Corporate mandate.
Governance chapter of this Integrated Annual Report
under the Board of Directors section. Consequence Management
The Committee evaluates and determines appropriate
Statement of Independence disciplinary actions in line with the severity of the
misconduct. Where cases involve financial loss or
The Ethics and Integrity Committee conducts its duties potential legal implications, the Committee decides
professionally and independently, free from external on further actions, including restitution or referral to
influence, in accordance with applicable laws and relevant authorities, subject to the required approvals.
regulations. Decisions on consequence management are formally
communicated to the affected employee and relevant
Ethics and Integrity Committee's Charter stakeholders through the People Office.
The Committee operates under Terms of Reference, Reporting and Advisory Role
with latest adjustments that were approved by Board The Committee assesses whether existing controls
of Director through the Board Minutes of Meeting No. are adequate to prevent recurrence of misconduct
14/25, dated 29 July 2025. and advises management on control improvements. It
reports quarterly to the Board Audit Committee on case
Duties and Responsibilities of Ethics and progress, investigation outcomes, and implementation
Integrity Committee of recommendations, including whistleblowing
statistics.
Investigation Oversight
The Ethics and Integrity Committee serves as the central Ethics and Integrity Committee's Meeting Policy
body overseeing the review and handling of disciplinary
cases, allegations, and complaints received through The Ethics and Integrity Committee shall hold meetings
management channels, including the People Office, at least four times a year.
2025 Integrated Annual Report 225
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Corporate
Governance
Ethics and Integrity Committee's Meetings in 2025
Throughout 2025, the Ethics and Integrity Committee convened 4 meetings. The details of these meetings are
presented as follows:
No. Date Agenda Dian Feiruz Mochamad Rajeev Sethi Antony Jeremiah
Siswarini Ikhwan Hira Kurnia Susilo Ratadhi
EIC/01/ 6 Investigation √ √ √ Not Yet Not Yet Not Yet
2025 March Cases Update Chairperson Permanent Permanent
2025 of EIC Member of Member of
EIC EIC
EIC/02/ 23 Investigation No longer No longer No longer √ √ √
2025 July Cases Update served served served as EIC
2025 as EIC as EIC Permanent
Chairperson Permanent Member,
Member attend as a
permanent
invitee
EIC- 3 Investigation No longer No longer No longer √ √ √
Special/ September Cases Update served served served as EIC
01/2025 2025 as EIC as EIC Permanent
Chairperson Permanent Member,
Member attend as a
permanent
invitee
EIC/03/ 10 Investigation No longer No longer No longer √ √ √
2025 October Cases Update served served served as EIC
2025 as EIC as EIC Permanent
Chairperson Permanent Member,
Member attend as a
permanent
invitee
Total Meetings Attended 1/1 1/1 4/4 3/3 3/3 3/3
Attendance Rate (%) 100% 100% 100% 100% 100% 100%
Ethics and Integrity Committee's Activities Report in 2025
Throughout 2025, the Ethics and Integrity Committee conducted reviews of investigation results and ensured that
appropriate disciplinary actions were implemented in accordance with the Company’s internal regulations and
Code of Ethics. During the year, employees found to have breached the Code of Ethics were subject to disciplinary
measures consistent with the provisions outlined in the Company’s policies.
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Corporate Secretary
The Corporate Secretary plays a vital role in fostering regulatory framework—particularly Indonesia Stock
and maintaining effective relationships between the Exchange Regulation No. 1-A and Financial Services
Company and its key stakeholders, including regulatory Authority Regulation No. 35/POJK.04/2014—the
authorities, market participants, investors, and the Company has established the Corporate Secretary
wider public. This function ensures that communication function, reporting directly to the President Director.
channels remain clear, transparent, and efficient, Ranty Astari Rachman currently serves in this role, as
supporting the Company’s commitment to good documented in the Board of Directors Meeting Minutes
corporate governance. No. 13/20, dated 13 March 2020. Her appointment
has also been formally communicated to both the OJK
Profile of the Corporate Secretary (Financial Services Authority) and the IDX (Indonesia
Stock Exchange), underscoring the Company’s
As a public company, and in compliance with Indonesia’s dedication to transparency and governance.
Ranty Astari Rachman*
Corporate Secretary
Age
42 years old as of December 2025
Nationality
Indonesian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Minutes of the XL Axiata Board of Directors Meeting No. 13/20,
dated 13 March 2020
Educational Background
• Master of Management in Strategic Management from University of Prasetiya Mulya Jakarta, graduated in 2025.
• Bachelor’s Degree in Law from Universitas Padjajaran Bandung, graduated in 2005.
Professional Experience
• Secretary General, Indonesian Corporate Secretary Association (2024 – present).
• Vice Chairwoman for Research and Policy Analysis, Indonesian Corporate Secretary Association (2021 – 2024).
• Head of Public Affairs & Government Relations at PT Trinusa Travelindo (Traveloka) (March 2019 – March 2020).
• VP Corporate Secretary & CSR at PT Citilink Indonesia (2016 – 2019).
• VP Corporate Secretary of PT Garuda Indonesia (Persero) Tbk (2008 – 2015).
• Member of GCG Committee at PT Garuda Indonesia Maintenance Facility (2013 – 2015).
• Associate of Lexindo Consulting (2006 – 2008).
Corporate Secretary Awards
• Top Corporate Secretary Champion 2025, September 2025, SWA Magazine.
• 50 Big Capitalization Public Listed Company; and Best Disclosure and Transparency, September 2025, The 16th IICD
Corporate Governance Awards.
• Best PR Leader Awards 2025, The Iconomics.
*has formally tendered her resignation, effective March 28, 2026.
2025 Integrated Annual Report 227
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Corporate
Governance
Corporate Secretary Organization as of 31 December 2025
President Director &
CEO
Corporate
Secretary
Corporate Corporate Corporate Corporate
Secretary Secretary Secretary Secretary
Officer Officer Officer Officer
Duties and Responsibilities
In general, the duties and responsibilities of the Corporate Secretary, as stipulated in the Company’s Corporate
Secretary Charter, cover the administrative, communication, and compliance functions that support the effective
implementation of corporate governance and regulatory obligations.
The main duties and responsibilities are as follows:
Duties and Responsibilities
Implementation • Maintain effective communication and coordination among the Company’s organs and
of GCG and act as a liaison between the Company, shareholders, the Financial Services Authority
Regulatory (OJK), and other stakeholders.
Compliance • Conduct the Board Induction Program for new members of the Board of Commissioners
and the Board of Directors.
• Support the Board of Directors, the Board of Commissioners, and Board of Commissioners’
Committees in organizing meetings and maintaining proper documentation.
• Assist in the preparation of the Company’s Annual Report and other corporate disclosure
materials.
• Provide advice to the Board of Directors, the Board of Commissioners, and the Committees
to ensure compliance with capital market regulations and other applicable laws.
• Represent the Company in correspondence with capital market authorities as delegated.
• Manage the disclosure of information to OJK, IDX, and the public, including material
information and periodic reports.
• Organize the General Meeting of Shareholders (GMS), including preparation and
submission of related documents in accordance with prevailing regulations.
• Submit periodic reports to the Board of Directors and the Board of Commissioners on the
implementation of Corporate Secretary functions and disclose relevant information in the
Annual Report.
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Duties and Responsibilities
Monitoring Monitor developments in capital market and investment regulations to ensure the Company’s
Regulatory activities remain compliant.
Developments
Corporate Manage and maintain the Company’s important documents in accordance with Law No. 8 of
Document 1997 on Company Documents, ensuring proper administration and record-keeping.
Management
Corporate Manage corporate actions of the Company that fall under capital market regulations, such
Action as Mergers & Acquisitions (M&A), Rights Issues, Bond/Sukuk issuances, and other significant
Management transactions.
Training and Competency Development in 2025
No. Training Location Date Organizer
1 Mergers & Acquisitions in Public Ashley Hotel - 10 September 2025 ICSA
Companies: Strategy, Regulation, Jakarta, Indonesia
and the Role of the Corporate
Secretary
2 ICSA x Olahkarsa Leaders Talks Jakarta, Indonesia 29 October 2025 ICSA
Sustainable Podcast: "The
Strategic Role of Corporate
Secretary in Strengthening
Governance and Public Trust"
3 Antara Business Forum 2025 The Westin Hotel - Jakarta, Indonesia 19 November 2025 Perum LKBN Antara
4 ICSA Afternoon Coffee Batch 8 PIC Creative, Wisma Staco - Jakarta, 28 November 2025 ICSA
"Special Dividend Discussion & Indonesia
Public Offering"
Corporate Secretary Activities Report in 2025
In 2025, the Corporate Secretary carried out activities to support governance, compliance, and corporate
administration in accordance with the Corporate Secretary Charter, as follows:
Duties and Implementation of Duties and Responsibilities in 2025
Responsibilities
Management a. By the end of 2025, the Corporate Secretary has determined the meeting schedule
Meetings of the Board and Agenda of the Regular Meeting of the Board of Commissioners and the Joint
of Directors, Board of Meeting of the Board of Commissioners and the Board of Directors for the fiscal year
Commissioners and 2025 based on the provisions of the Articles of Association.
Company Committees b. Organizing weekly meetings of the Board of Directors and meetings of the Board of
Directors and/or Board of Commissioners outside the routine meeting schedule.
c. Assist in organizing regular meetings of each Committee under the Board of
Commissioners.
d. Perform administrative processes including data updates on the Diligent Board
application used by each member of the Board of Commissioners, Board of Directors,
and Committee in terms of:
> Accessing invitations and meeting locations;
> Accessing and studying meeting materials;
> Evaluating the draft minutes of the meeting;
> Providing digital review;
> Making circular decisions by affixing a digital signature;
> Vote digitally; and
> Accessing the Messenger facility in the application.
e. Creating and documenting minutes of each such meeting.
f. Distribute fragments of important decisions made during/in the meeting to the relevant
lines of business wfor follow-up.
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Corporate
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Duties and Implementation of Duties and Responsibilities in 2025
Responsibilities
By the end of 2025, as many as :
a. 18 Board of Commissioners meetings, consisting of:
> 5 Regular Board of Commissioners Meetings;
> 13 Special Board of Commissioners Meetings;
b. 45 Board of Directors meetings, consisting of:
> 39 Regular Board of Directors Meetings;
> 6 Special Board of Directors Meetings;
c. 4 Joint Meetings of the Board of Commissioners and the Board of Directors;
d. 7 Audit Committee Meetings;
e. 4 Risk and Compliance Committee Meetings;
f. 13 Nomination and Remuneration Committee Meetings;
g. 4 Investment Committee Meetings;
h. 3 Board of Commissioners Circular Resolutions; and
i. 20 Board of Directors Circular Resolutions.
Electronic General The Corporate Secretary is responsible for the implementation of the Company's GMS
Meeting of in 2025 which was held 4 (four) times, namely the Annual GMS on 25 March 2025 and
Shareholders (e-GMS) Extraordinary GMS on 25 March 2025, 12 August 2025, and 21 November 2025. The
Extraordinary GMS and Annual GMS were held electronically (e-RUPS) in accordance with
the provisions of POJK No. 15/POJK.04/2020 concerning the Plan and Implementation of
General Meeting of Shareholders of Public Companies and POJK No. 16/POJK.04/2020
concerning the Implementation of Electronic General Meeting of Shareholders of Public
Companies.
The Corporate Secretary is the first public company secretary in Indonesia to carry out
the GMS electronically (e-RUPS), and is also a benchmark for other public companies,
even this e-RUPS innovation has received recognition and awards from capital market
institutions (IDX Channel) in the IDX Channel Anugerah Inovasi Indonesia event for the
Sustainability - Good Corporate Governance category in 2020. In accordance with OJK
regulations, the Company currently uses the e-RUPS and e-Voting platform provided by
the Indonesian Central Securities Depository (KSEI) to conduct the GMS electronically.
The responsibilities of the Corporate Secretary in the implementation of e-RUPS include,
among others:
a. Fulfillment of the obligation to report the Notice of e-RUPS plan to the Financial
Services Authority, including reporting on the Announcement, Invitation, Summary of
Minutes, and Minutes of Meeting to the Financial Services Authority, Indonesia Stock
Exchange, as well as announcements to Shareholders and/or the Public in accordance
with the provisions as stipulated in POJK No. 15/POJK.04/2020 concerning Planning
and Holding General Meetings of Shareholders of Public Companies in conjunction
with POJK No. 16/POJK.04/2020 concerning Implementation of Electronic General
Meetings of Shareholders of Public Companies;
b. Preparing the e-RUPS online registration system for Shareholders;
c. Preparing and ensuring the availability of Meeting materials for the benefit of
Shareholders, through a QR Code at the time of electronic registration including
providing it on the XLSMART’s website;
d. Preparing the availability of an electronic voting system (e-Voting), including the
delivery of e-Voting access to Shareholders who have registered online to attend the
e-RUPS;
e. Prepare conference media for electronic meetings;
f. Providing access to the Meeting to be attended electronically by Shareholders and/
or Shareholders' Proxies, members of the Board of Directors, members of the Board of
Commissioners, and members of the Committee under the Board of Commissioners;
g. Coordinate with Notary and Securities Administration Bureau as independent parties
appointed to assist the implementation of the Meeting based on applicable regulations;
h. Coordinate with KSEI in the process of implementing e-RUPS through KSEI's eASY.
KSEI system;
i. Updating all Meeting materials from the Announcement to the Meeting Minutes on
XLSMART's website, so that they can be accessed by the public and stakeholders;
j. Provide a record of the implementation of the e-RUPS to the Notary and the Public.
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Duties and Implementation of Duties and Responsibilities in 2025
Responsibilities
Conflict of Interest The Corporate Secretary assists and monitors as much as possible the independence
Management and of decision-making by XLSMART Organs and Committees. As stipulated in the Limited
Insider Trading Liability Company Law and XLSMART's Articles of Association, parties who have a
Prevention conflict of interest must provide a statement and cannot participate in discussions
and/or decision making. The Corporate Secretary maintains a proper process in every
matter submitted to the Board of Directors, Board of Commissioners, and/or XLSMART
Committee meetings.
This process is also well documented in the meeting minutes in the event of a conflict of
interest condition of one of the parties. In terms of avoiding transactions that have potential
conflicts of interest, the Corporate Secretary has also implemented OJK Regulation
No. 42/POJK.04/2020 concerning Affiliated Transactions and Conflict of Interest
Transactions. Every year, the Corporate Secretary has also conducted socialization to
internal units that often conduct transactions. As a form of assistance to these units, the
Company also has a Standard Operating Procedure (SOP) Affiliated Transaction Capital
Market Report. For each affiliated transaction that requires a Fairness Opinion from the
Public Appraisal Service Office and disclosure of Information Disclosure to the public, the
Board of Directors and the Board of Commissioners sign a Declaration of No Conflict of
Interest on the transaction which is then documented by the Corporate Secretary.
In addition, to prevent conflicts of interest, the Corporate Secretary periodically
documents the Statement of Share Ownership and Statement of Dual Position made
by each member of the Company's Board of Directors and Board of Commissioners on
30 June 2025 and 31 December 2025. Throughout 2025, the Corporate Secretary also
prevented Insider Trading through internal announcements related to the implementation
of the Blackout period which prohibits the Company's employees from buying and selling
the Company's shares in a certain period before the public announcement of corporate
actions carried out by the Company that may affect the decisions of shareholders, which
corporate actions are related to changes in business activities carried out by XL Axiata.
Compliance with The Corporate Secretary ensures that there are no violations of the Capital Market
Capital Market Regulations applicable in Indonesia. During 2025, there were no fines or administrative
Regulations sanctions for violations or forms of noncompliance with Capital Market related regulations.
Corporate Action In 2025, the Corporate Secretary has actively and strategically involved an and played
as a project leader on the merger between PT XL Axiata Tbk, PT Smartfren Telecom Tbk
and PT Smart Telecom, and the integration governance of mergeco, including to ensure
compliance with applicable Capital Market regulations, among others:
• Amendments to the Articles of Association in connection with the merger;
• Re-establishment of the BOC Committees in relation to the newly mergeco, PT
XLSMART Telecom Sejahtera Tbk;
• Organizing the Extraordinary General Meeting of Shareholders and Annual General
Meeting of Shareholders electronically;
• Dividend Distribution for fiscal year 2024 and additional dividend distribution for fiscal
year 2024.
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Duties and Implementation of Duties and Responsibilities in 2025
Responsibilities
Company Document The implementation of the Single Registration System (SRS) through the ELO e-office
Management platform that modernizes and automates the process of company registration and
documentation by the Corporate Secretary initiated in 2023 continued in 2025. During
2025, a total of ±7800 company documents were registered in SRS.
The Corporate Secretary also has a Record Management System (RMS) team that plays
a role not only in handling, but also as a centralized storage center for all crucial company
documents. Through the RMS team, the Corporate Secretary participated in the process
of renewing the ISO 27001 Certification on Information Security Management System to
Version 2022 and played an active role in the process of obtaining ISO 27701 Certification
on Privacy Information Management System. These efforts included the renovation of the
RMS team's workspace to comply with these ISO standards including adding document
storage facilities, updating archival equipment and improving workspace access security.
During the year, the Corporate Secretary has updated several procedures for managing
the Company's document archives. Each procedure is tailored to the Company's
requirements and complies with the Republic of Indonesia's regulations regarding
document archiving. This is the Corporate Secretary's commitment to ensure that the
company's document management not only meets the company's internal standards, but
also complies with national regulations, thus ensuring compliance with applicable rules in
the Republic of Indonesia.
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Duties and Implementation of Duties and Responsibilities in 2025
Responsibilities
Implementation of The Corporate Secretary has carried out reporting and information disclosure obligations
Reporting Obligations through the XLSMART website and the Indonesia Stock Exchange website (through the
Related to the Capital IDXNet e-Reporting system).
Market
Throughout 2025, the Corporate Secretary carried out reporting and information
disclosure obligations to regulators and the public, among others, as follows:
• Regular Monthly Report related to Monthly Report on Securities Holder Registration;
• Regular Monthly Report related to Debt in Foreign Exchange;
• Annual Regular Report on the Submission of the Company's Annual Financial
Statements;
• Quarterly Regular Report related to the Submission of the Company's Interim Financial
Statements;
• Annual Regular Report related to the Submission of the Company's Integrated Annual
Report;
• Annual Regular Report related to the Submission of Sustainability Report;
• Annual Regular Report related to Public Expose;
• Annual Regular Report related to Evaluation of Public Accountant and Public
Accounting Firm for Financial Year 2024;
• Annual Regular Report related to the Appointment/Change of Public Accountant and/
or Public Accounting Firm for the financial year 2025;
• Annual Regular Report related to Annual Rating Results Report; and
• Incidental Reports related to other Information Disclosure, among others as follows;
- Report on Changes in Audit Committee Members;
- Report on Changes in Internal Audit;
- Fund Readiness Ahead of Maturity of Shelf Registration Bonds and/or Shelf
Registration Sukuk;
- Coupon and/or Ijarah Fee Payment Report;
- Repayment of Principal and Interest of Shelf-Registered Bonds and Shelf-
Registered Sukuk Ijarah;
- Ownership or Any Change in Share Ownership of Public Listed Companies (Share
Ownership of Certain Shareholders);
- Plan to Submit Limited Audited and Reviewed Interim Financial Statements;
- Affiliated Transactions;
- Resignation of Members of the Board of Directors of the Company;
- Distribution of dividends for the fiscal year 2024;
- The appointment of the Director of the Company (Yessie D. Yosetya) as
representative from Indonesia in the EMPOWER Alliance under G20 Presidency of
South Africa.
The Corporate Secretary regularly communicates with capital market regulators,
including the Financial Services Authority and the Indonesia Stock Exchange, regarding
corporate actions, governance, and matters related to capital market regulations.
Reporting Related to The Corporate Secretary is also responsible for reporting to the Investment Coordinating
Foreign Investment Board. XLSMART as a foreign investment company (“PMA”) is subject to and fulfills its
obligations to regulations related to PMA companies. Among them is to conduct periodic
reporting electronically related to the investment activity report (LKPM) as stipulated in
Article 15 of Law Number 25 of 2007 concerning Investment, which is submitted for the
first quarter, second quarter, third quarter, and fourth quarter of 2025 This submission
is also carried out in a timely manner with technical submission in accordance with
applicable regulations, namely BKPM Regulation Number 5 of 2021.
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Corporate
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Duties and Implementation of Duties and Responsibilities in 2025
Responsibilities
Implementation of The Corporate Secretary also ensures that XLSMART continues to apply the principles of
Good Corporate Good Corporate Governance. The Corporate Secretary has conducted a self-assessment
Governance for the implementation of the parameters of the newly launched ASEAN Corporate
Governance Scorecard in 2024. The results of this self-assessment have been published
by the Corporate Secretary on the Company's website.
In 2025, the Corporate Secretary has updated the Articles of Association, as well as the
Financial Limit of Authority (LOA). In addition, the Corporate Secretary also reviewed
and provided input on the Board of Directors’s committees and other internal Company
policies.
To support the implementation of Good Corporate Governance, the Corporate Secretary
also makes Power of Attorney, both regular and incidental, to delegate the authority of
the Board of Directors to internal and external parties of the Company in accordance with
the provisions stipulated in the Articles of Association, Limit of Authority (LOA), internal
policies of the Company and other provisions of laws and regulations applicable to the
Company.
Training and/ The Corporate Secretary ensures the implementation of competency development
or Competency programs for Directors and Commissioners in 2025.
Improvement of the
Board of Directors
and Board of
Commissioners
Others • Actively joined and participated in the Corporate Secretary association since 2021
and currently serves as Secretary General since 2025.
• Conducting Board Effectiveness Assessment for 2025 for the Board of Directors
and Board of Commissioners based on the mandate given by the Nomination and
Remuneration Committee in-house.
• Ensure the implementation and provide input on Subsidiary Good Corporate
Governance Management, including the implementation of Board of Commissioners
and Committee meetings.
• Ensure legal compliance on the Board of Commissioners committees.
234 PT XLSMART Telecom Sejahtera Tbk
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Investor Relations
Christopher Eko Kusumowidagdo
Investor Relations
Age
44 years old
Nationality
Indonesian
Domicile
Jakarta, Indonesia
Legal Basis of Appointment
Serves as Investor Relations since 1 November 2024
Terms of Office
1 November 2024 – Present
Educational Background
• Master of Business Administration, Nanyang Technological University, Singapore, 2011
• Bachelor of Engineering (Electrical & Electronic), Nanyang Technological University, Singapore, 2004
Professional Experience
• Group Head Risk and Compliance, PT XL Axiata Tbk, September 2023 – October 2024
• Head of Financial Planning & Analysis, PT XL Axiata Tbk, May 2020 – August 2023
• Senior Manager – Business Development & Joint Venture, PT AKR Corporindo Tbk, June 2019 – April 2020
• Finance Manager – Indonesia & Philippines, GE Power Services, May 2016 – May 2019
Throughout 2025, XLSMART maintained an active and The IR function also strengthened its disclosure quality
transparent dialogue with the investment community and reporting discipline, improving the clarity of
as the Company navigated its first full year following the financial commentary and expanding operational KPI
merger. The Investor Relations (IR) function remained visibility. Feedback from the investment community
focused on delivering timely, consistent, and decision- was systematically captured and channelled into
relevant information to domestic and international refining the Company’s communication strategy.
stakeholders. Regular engagements with institutional This disciplined approach reinforced XLSMART’s
investors, analysts, and rating agencies ensured that commitment to transparency and credibility, especially
the market received clear insights into operational during a transformative integration period.
performance, integration progress, and strategic
priorities. Looking ahead, XLSMART remains committed to
regular, two-way communication with all market
During the year, the IR team executed a structured participants. The Company will continue to enhance
engagement programme that included quarterly investor-facing materials, leverage digital IR tools,
earnings briefings, non-deal roadshows, investor and proactively address strategic themes relevant
conferences, and targeted one-on-one as well as to long-term value creation—ranging from network
group meetings. In total, the Investor Relations (IR) modernization and customer experience to capital
team conducted 345 total engagements with analysts allocation priorities and synergy realization.
and investors in 2025, reflecting broad-based interest
from both existing and prospective shareholders. These In line with this commitment, communication with
interactions covered key areas of focus for the market, investors is conducted through the official Investor
including network integration milestones, pricing Relations email at ir@xlsmart.co.id.
alignment, operating cost discipline, capital efficiency,
and the medium-term synergy roadmap.
2025 Integrated Annual Report 235
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Corporate
Governance
A comprehensive summary of 2025 IR engagements is presented below:
Investor Relations Activities in 2025
Date Activities Venue
January - March 2025 Investor Roadshows Pre-Merger Jakarta & Virtual
5 February 2025 4Q 2024 Earnings Conference Call Virtual
February - April 2025 General Meeting of Bondholders Jakarta
25 March 2025 Annual General Meeting of Shareholders 2025 Jakarta
25 March 2025 Extraordinary General Meeting of Shareholders 2025 Jakarta
25 March 2025 Public Expose 2025 Jakarta
6 May 2025 1Q 2025 Earnings Conference Call Virtual
12 August 2025 Extraordinary General Meeting of Shareholders 2025 Virtual
27 August 2025 2Q 2025 Earnings Conference Call Virtual
3 September 2025 JP Morgan Indonesia Forum Virtual
13 November 2025 3Q 2025 Earnings Conference Call Virtual
21 November 2025 Extraordinary General Meeting of Shareholders 2025 Virtual
24 November 2025 UBS Asia Telecom Virtual Event Virtual
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Internal Audit
The Company has established an Internal Audit the President Director & Chief Executive Officer may
Division in compliance with OJK Regulation No. 56/ propose a replacement, subject to the approval of the
POJK.04/2015 concerning the Establishment and Board of Commissioners.
Guidelines for the Preparation of the Internal Audit
Charter. This regulation serves as the formal foundation According to the Board Audit Committee Terms of
that defines the roles, responsibilities, authority, and Reference and the Internal Audit Charter, the Board
scope of work of the Internal Audit Division in carrying Audit Committee recommends the appointment of
out its functions independently and objectively. the Group Head of Internal Audit, upon review of the
proposal from the President Director & Chief Executive
Group Head Internal Audit Officer, for approval by the Board of Commissioners. If
According to the Internal Audit Charter, the Group the Group Head of Internal Audit is deemed negligent or
Head Internal Audit is appointed and dismissed by the unable to perform the duties as stipulated in the Internal
President Director & Chief Executive Officer with the Audit Charter, the President Director & Chief Executive
approval of the Board of Commissioners. If the Group Officer may propose a replacement, which shall be
Head Internal Audit is deemed negligent or unable to reviewed and recommended by the Board Audit
perform the duties outlined in the Internal Audit Charter, Committee for approval by the Board of Commissioners.
Venerdi Faizal Fakhmi Wibowo
Group Head Internal Audit
Age
45 years old
Nationality
Indonesian
Domicile
Bekasi, Jawa Barat, Indonesia
Legal Basis of Appointment
Mr. Venerdi Faizal Fakhmi Wibowo was appointed as Group Head
of Internal Audit of XLSMART following the recommendation of
the Board Audit Committee upon the proposal of the President
Director & Chief Executive Officer, and the approval of the Board
of Commissioners, effective 1 October 2025.
Educational Background
Bachelor of Economics degree in accounting from Universitas Islam Indonesia (2003) and was awarded the “Ak.” (Accountant)
professional designation by Universitas Gadjah Mada (2004).
Professional Experience
• Group Head Internal Audit, XLSMART (October 2025 – Present)
• VP-Head of Quality Assurance & Remediation, Indosat Ooredoo Hutchison (July 2019 – September 2025)
• VP-Head of Information Technology Audit, Indosat Ooredoo Hutchison, (January 2011 – June 2019)
• Associate to Assistant Manager, PricewaterhouseCoopers, (December 2005 – December 2010)
• First Year Professional, Ernst & Young (October 2004 – November 2005)
Volunteering
Chairman of the Audit Committee, Information Systems Audit and Control Association (ISACA) Indonesia Chapter (October 2014
– March 2016).
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Corporate
Governance
Internal Audit Profession Certification
Certification Awarding Institution Year Obtaine
Certified Internal Auditor (CIA) The Institute of Internal Auditors (IIA) 2025
Certified in Risk and Information Systems Control Information Systems Audit and Control Association (ISACA) 2020
(CRISC)
Certified Information Systems Auditor (CISA) Information Systems Audit and Control Association (ISACA) 2011
Training or Competency Development in 2025
Training/Workshop Venue Date Of Implementation
Ooredoo Group Internal Audit Forum Online February 2025
Indosat Ooredoo Hutchison Leadership Program Jakarta February 2025
Kellogg’s Artificial Intelligence Application for Growth Jakarta May 2025
Internal Audit in the Company’s Structure
Certifications Number
As stipulated in the Internal Audit Charter, the Internal Computer Hacking Forensic Investigator (CHFI) 1
Audit Division reports directly to the President Director
Certified Cybersecurity Nexus Fundamental 1
& Chief Executive Officer and the Audit Committee. (CCNF)
As of 31 December 2025, the Internal Audit Division Certified Risk Management Professional (CRMP) 1
of XLSMART consists of 19 personnel occupying the
Limited Marketing Broker-Dealer Representatives 1
following positions:
Data Visualization with Power BI and Effective 1
Data Storytelling
Position Total Personnel
Total 26
Group Head Internal Audit 1
Internal Auditor 14 Duties and Responsibilities of Internal Audit
Investigator 3 The duties and responsibilities of the Internal Audit
Data Analyst 1 function are established in accordance with OJK
regulations, as well as the Standards and Code of
Ethics issued by the Institute of Internal Auditors (IIA).
Certifications The performance of these duties and responsibilities
is carried out in adherence to the principles of
As of 31 December 2025, the Internal Audit Division independence.
is supported by auditors possessing the following
professional certifications (some personnel hold more The following outlines the main duties and
than one professional certification). responsibilities of the Internal Audit Division:
• Develop an annual audit plan with a risk-based
Certifications Number approach in the fields of finance, accounting,
Certified Internal Auditor Officer (CIAO) operations, human resources, marketing,
4
information technology, and other activities.
Certified Fraud Examiner (CFE) 4
• Implement an annual audit plan as approved,
Certified Information Systems Auditor (CISA) 3 including any special assignments at the request of
Certified Internal Auditor (CIA) 1 the President Director & Chief Executive Officer and
Internal Audit Practitioner (IAP) 1
the Board of Commissioners.
• Conduct examination and assessment on the
EnCase Certified Examiner (EnCE) 1
efficiency and effectivity in the field of finance,
Certified in Risk and Information System Control 1 accounting, operational, human resources,
(CRISC)
marketing, information technology and other
Certified Information Security Manager (CISM) 1 activities.
Certified in the Governance of Enterprise IT 1 • Provide recommendations for improvements and
(CGEIT)
objective information about the activities examined
Certified Data Center Professional (CDCP) 1 at all levels of management.
Certified in Cybersecurity (CC) 1 • Provide and submit audit reports to the President
Cisco Certified Network Associated (CCNA) 1 Director & Chief Executive Officer, Board of
238 PT XLSMART Telecom Sejahtera Tbk
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Commissioners through the Audit Committee, and organizational areas, including sales and distribution,
other related parties. marketing, information technology, network, customer
• Monitor and evaluate the adequacy of follow-up experience, procurement, asset management, tower
actions implemented by the auditee, and report synergy, incident and problem management, corporate
its completion status to President Director & Chief culture, data privacy, user access management, data
Executive Officer and the Board of Commissioners centers, and regulatory compliance.
through the Audit Committee.
• Maintain the professionalism of Internal Auditors The Internal Audit Division plays a critical role in
through continuous education programs such strengthening accountability, transparency, and
as certification programs to complement the continuous improvement across the organization.
knowledge and skills of internal auditors that Through risk-based audit engagements, data analytics,
are relevant with the Company’s complexity and the integration of Artificial Intelligence, and the
business. provision of advisory services, the Division supports the
• Work closely with the Audit Committee and serves enhancement of the effectiveness of risk management
as secretariat to the Audit Committee. practices, reinforcing the robustness of internal controls,
• Develop a program to evaluate the quality of internal and promoting operational excellence. The Division
audit activities. remains committed to upholding the highest standards
• Conduct special review, evaluation, and/or of professional integrity while delivering sustainable
investigation if needed. and value-added contributions to the Company and its
stakeholders.
Internal Audit Charter
The Company has established an Internal Audit Charter The Division ensures compliance to the Global Internal
as the governing framework for the implementation Audit Standards (GIAS) issued by the Institute of Internal
of its Internal Audit function. The latest revision of the Auditors (IIA) as the primary benchmark for leading
Charter was made in accordance with OJK Regulation practices. This is achieved through structured and
No. 56/POJK.04/2015, reviewed by the Board Audit periodic internal quality assurance reviews conducted
Committee, approved by the Board of Commissioners under the Quality Assurance and Improvement Program
on 12 February 2026, and subsequently ratified by the (QAIP).
President Director & Chief Executive Officer.
Throughout 2025, the Internal Audit Division conducted
Activities and Meetings of Internal Audit in 2025 7 regular and incidental meetings with the Board of
Directors, Board of Commissioners, and the Board
During 2025, the Internal Audit Division successfully Audit Committee to provide updates, communicate key
completed 17 audit programs covering key findings, and support effective governance oversight.
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Corporate
Governance
Internal Control
The Internal Control System in the Company plays a business objectives. The roles and responsibilities
crucial role in achieving its performance objectives and of each officer and employee are clearly defined in
maximizing value for all stakeholders. It is designed relevant policies and procedures.
to promote the effectiveness and efficiency of the 4. Information and Communication
Company’s operations while ensuring that financial The Company has established effective channels for
reporting is both accurate and reliable. This system communication and information exchange to facilitate
encompasses a comprehensive framework of operational the roles of all parties involved.
and financial controls that are essential for safeguarding 5. Monitoring Activities
the Company’s assets and managing risks. Additionally, it The Board of Directors, Senior Management,
ensures that the Company adheres to all relevant laws and and Internal Audit perform ongoing monitoring
regulations, reinforcing its commitment to compliance of the effectiveness of the overall internal control
and ethical conduct throughout the organization. implementation. The oversight of the Company's key
risks is prioritized and incorporated into operational
Conformity to International Standards activities, including periodic evaluations.
The Company aligns its Internal Control practices with
global recognized frameworks, adopting the “Three Lines Overview on the Effectiveness of the Company’s
Model” model in accordance with the COSO (Committee of Internal Control
Sponsoring Organizations of the Treadway Commission)
Internal Control Framework. The Company performs an annual self-assessment to
measure the effectiveness of its internal control system.
Guided by COSO, the Company structures its Internal The outcomes of this evaluation are used to prepare the
Control implementation as follows: Annual Statement of Internal Control, which is endorsed
by the President Director & Chief Executive Officer.
1. Control Environment
The Board of Commissioners and the Board of Statement of the Board of Directors and/or Board
Directors have established a comprehensive set of of Commissioners on the Adequacy of the Internal
standards, procedures, and structures that serve Control System
as the foundation for executing internal control
throughout the organization. The Board of Directors and the Board of Commissioners
2. Risk Assessment have reviewed and assessed the Company’s internal
The Company actively engages in the continuous control system and concluded that it has been
assessment of risks that may affect its business implemented adequately. Based on the 2025 evaluation
operations. The outcomes of these assessments are of its effectiveness, no material weaknesses were
documented in the key risk register and are subject to identified within any business unit. All operational findings
regular review. have been appropriately addressed, and recommended
3. Control Activities improvements have been effectively implemented,
The Company implements and executes control ensuring the continued reliability and integrity of the
activities designed to mitigate risks and achieve its Company’s internal controls.
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Risk Management
XLSMART established its Enterprise Risk Management consolidated at the enterprise level, monitored on an
(ERM) policy and framework based on ISO 31000:2018 ongoing basis, and reported regularly to the RBCC and
with the latest amendment approved by Decree of the BRCC.
BOD No. 47/23 on 19 December 2023. The framework
embeds risk management into the Company’s The Company methodology for risk management
governance and decision-making processes, includes the following elements:
supporting the achievement of business objectives and • Risk Identification
long-term sustainability. • Risk Analysis
• Risk Evaluation
Risk management is an integral part of management • Risk Treatment
responsibilities and is embedded across the Company’s • Communication and Consultation
operations. This approach enables the Company to • Monitoring and Review
proactively identify, assess, and manage risks while • Recording and Reporting
aligning strategic initiatives with the Company’s
objectives and risk appetite. Risk Categorization and Risk Rating Matrix
Risk Management System Risks are defined into 11 (eleven) Risk Categories,
detailed in the table below, and assessed using a Risk
The Company’s risk governance structure is aligned Rating Matrix that evaluates both risk significance and
with the Three Lines model. the effectiveness of existing controls. The Company’s
1. First line: Business units are accountable for risk appetite and tolerance levels are also defined
identifying and managing risks arising from their as part of the ERM framework and are reviewed
activities. periodically. Risks exceeding the approved risk appetite
2. Second Line: The Risk Management function are escalated and subject to additional management
coordinates risk management activities by action.
establishing, reviewing and implementing the
ERM Policy and framework, facilitating the risk Risk Category Scope
management process as well as highlighting Strategic & Risks that could significantly impact the
significant risk to the BOD and BRCC. Investment Risk company’s strategic activities, decision
3. Third Line: Internal Audit, as the third line, provides making and its achievement of business
objectives;
Independent assurance on the effectiveness of risk
management and internal controls. Financial Risk • Financial risks are risks associated
with the financial management of the
company; and
The Board of Directors retains ultimate responsibility • Risk relating to the stability of the
for the adequacy and effectiveness of the Company’s company’s financial position given
its exposure to a variety of risks
risk management systems. The BOD, supported by the and other financial risks, including
Risk Management and Business Continuity Committee liquidity risk, currency risk, interest
(RBCC), is accountable for implementing and managing rate risk and credit risk.
the Company’s risk and business continuity initiatives. Operation Risk • Risks associated with the company’s
core business operations, i.e.
Telecommunication, Digital Businesses
At the same time, the Board of Commissioners, through and Infrastructure;
the Board Risk and Compliance Committee (BRCC), • Risk resulting from inadequate or
provides independent oversight of the adequacy and failed internal processes, people, and
systems, or from external events that
effectiveness of the Company’s risk management may disrupt the day-to-day business
processes. operations, including Business
Continuity Risk.
Risk Management Process Legal & • Risk related to compliance with
Regulatory Risk applicable laws and regulations; and
• Risk that may expose the company
The Company applies a structured risk management to legal penalties, failure to act in
process aligned with ISO 31000:2018, supported by accordance with policies or best
periodic Risk and Control Self-Assessments (RCSA) practices and integrity requirements.
conducted across business functions. Key risks are
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Corporate
Governance
Risk Category Scope Overview of the Effectiveness of the
Market Risk Risk associated with the market and Company’s Risk Management
country in which the company operates,
which may also include risks related to
industry and competition. Risk Adequacy
The RC Division assessed the implementation and
Geopolitical Risk The risk relates to political changes or
instability in a country, such as changes operation of the risk management system. This
in government, legislative bodies, foreign assessment involved all internal stakeholders, including
policymakers, or military control, that business units and support functions within the
may impact company operations.
organisation. The evaluation results were presented to
Governance Risk that is associated with upholding and
the RBCC and the BRCC.
Risk adopting good governance practices
to ensure operational excellence,
including non-compliance with policies, Based on the assessment results, management believes
procedures, processes, and internal
the company's risk management system effectively
control.
meets its business objectives and ensures compliance
Technology Risk Risk to information technology, data,
or applications that negatively impact
with relevant laws. Additionally, management will
business operations. This could cover a continue to identify, analyze, evaluate, monitor, and
range of scenarios, including software manage the significant risks the organization faces.
failures and power outages.
Cyber Risk Any exposure to or loss of technology Statement from the Board of Directors on the
infrastructure resulting from a
cyberattack or data breach will have Adequacy of the Company’s Risk Management
a significant negative impact on the
business. 1. The Board of Directors confirms that the Company’s
People Risk The company's human resources or risk management is adequate and has been
people management risks may include operating effectively, in all material aspects, for the
vacancies in specialised/skilled positions,
readiness and competency gaps, and financial year ended 31 December 2025 and up to
employee safety and health risks. the date of this Declaration and that the systems are
ESG Risk Risk that is associated with the potential adequate and effective in achieving the Company’s
negative impact that environmental, business objectives while complying with relevant
social and governance (ESG) factors can laws.
have on an organisation’s performance,
reputation, or financial stability. 2. The Board of Directors confirms that there is a
continuous process in identifying, analyzing,
Business Continuity Management evaluating, monitoring and managing the significant
risks faced by the Company, and that during the
To enhance operational resilience, the Company has year under review, the weaknesses noted in risk
implemented a Business Continuity Management management had been appropriately remediated
(BCM) programme based on a BCM framework and managed.
and coordinated by the RC Division. The framework 3. The Board also affirms their responsibilities and
includes key elements such as Business Impact Analysis commitments to continuously maintain and
(BIA), Business Continuity Plans (BCP), and Disaster review the adequacy, effectiveness, and integrity
Recovery Plans (DRP). The programme aims to ensure of the Company’s risk management systems in
organisational resilience by prioritising employee anticipation of changes in the business environment
safety, maintaining critical operations, and minimising that may impede the achievement of the Company’s
the impact of disruptive events. business objectives and to safeguard shareholders’
investment, the Company’s assets and reputation.
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Litigations and Contingencies
Based on a review conducted by XLSMART’s Corporate Legal team regarding ongoing legal matters, the Company
has no material litigations or significant cases that warrant disclosure in this Integrated Annual Report as of the
reporting date.
Administrative Sanctions
As of 31 December 2025, the Company has not been subject to, nor imposed any, administrative sanctions from
regulatory authorities.
Access to Corporate Information
As a publicly traded company, XLSMART ensures • Investor Relations
broad access to corporate information for the public, The Investor Relations team is responsible for
government authorities, shareholders, and other providing stakeholders and the investment
stakeholders through multiple channels: community with adequate and timely information
on the Company’s performance.
• Information Disclosure to Shareholders • Website
To promote Good Corporate Governance, XLSMART’s official website (www.xlsmart.co.id)
shareholders are provided opportunities to engage serves as a centralized platform for corporate
with the Company, obtain information, submit information, including company profiles, financial
inquiries, and request data through the Investor data, products and services, corporate governance
Relations department or the Corporate Secretary. practices, CSR initiatives, official disclosures, and
Certain inquiries or data remain confidential as news updates. The website is available in both
required. Indonesian and English and is regularly updated.
• Corporate Secretary • Press Releases
The Corporate Secretary oversees corporate The Company proactively communicates updates
secretarial functions, manages public relations, on its activities through press releases. In 2025,
and ensures the availability of information for the a total of 147 press releases were issued and
general public. disseminated to the media and public.
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Corporate
Governance
Code of Ethics
At the core of the Company’s governance framework highlighting key ethical commitments such as anti-
is the Code of Ethics, which establishes the standards corruption, anti-collusion, and anti-nepotism. Each
of integrity and ethical conduct expected from all employee is required to sign this Statement, which is
employees. It provides guidance for professional then archived and managed by People Directorate.
behavior and decision-making, ensuring that all
business activities are carried out responsibly and In December 2025, the Company completed the
in alignment with the principles of good corporate distribution of the Integrity Fulfillment Statement, with
governance. all employees having signed and acknowledged it.
Code of Ethics Principles Code of Ethics Application
The Code of Ethics is organized around the following The Code of Ethics is binding for all executives and
essential principles: employees of XLSMART. It establishes the expectation
• Equal Treatment that every employee adheres to core responsibilities,
The non-discriminatory treatment to employees including:
in a sound work environment with integrity without 1. Developing a clean and conducive internal working
exception. environment for all employees.
• Healthy Partnership 2. Developing trustworthy experience for all
Build a sound business partnership with third customers.
parties to comply with the Company’s policies and 3. Developing clean business partnership with third
prevailing regulations. parties by following all Company’s procedures and
• Anti-Corruption Culture policy.
Avoid conflict of interest, refuse gratification as
well as applying the principles of anti-corruption, Sanctions for Violations
collusion and nepotism.
• Commitment To Customer All employees are required to adhere strictly to the Code
Keeping the commitment to the customers by of Ethics. Any breach of the Code, related business
building an attitude of “Trustworthy” and providing ethics, or applicable laws is considered unacceptable
appropriate solutions. and may result in disciplinary action. Sanctions
can range from official warnings and demotions to
termination of employment. The Board of Directors is
Code of Ethics Dissemination responsible for overseeing the enforcement of these
standards across the Company.
The Company ensures that its Code of Ethics is easily
accessible to all employees through XLSMART Apps, Code of Ethics Violations and Sanctions in 2025
the internal corporate platform. New employees
receive the Code during onboarding, and it is also In 2025, XLSMART recorded no violations of the Code
publicly available on the Company’s official website of Ethics, demonstrating the strong commitment of
(https://www.xlsmart.co.id). In addition, the Company all employees to comply with the Company’s ethical
regularly circulates the Integrity Fulfillment Statement, standards.
Employee and/or Management Long
Term Incentive Program (LTI)
As of 2025, all previously granted Long Term Incentive (LTI) programs, including the 2016–2020 LTI Program, have
been fully completed. No new LTI programs have been established since the conclusion of the 2016–2020 Program,
and the Company currently does not maintain any active LTI schemes for employees or management.
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Whistleblowing System
Reporting Violation related to the report will be treated as strictly
confidential and accessed only by authorized
Employees (including direct contractors and outsourced parties.
staff) as well as external parties who become aware of, • Protection from retaliation. Whistleblowers are
or reasonably suspect, any conduct that may constitute protected from any form of retaliation, including
a violation of laws, regulations, or the Company’s Code threats, intimidation, harassment, discrimination, or
of Ethics are encouraged to report such matters through any other adverse treatment by the reported party
the official XLSMART whistleblowing channels. Reports or any related individuals.
may be submitted via:
• Email : investigation@xlsmart.co.id The Company will take firm action against any individual
• Whatsapp : +6281937701234 found to have engaged in retaliatory behavior, in
accordance with Company Regulations and applicable
All reports received through these channels will be laws and regulations.
handled by the whistleblowing channel administrator,
consisting of the Group Head Internal Audit and the Whistleblowing Cases and Follow-up in 2025
Investigation Unit under the Internal Audit Division. In 2025, a total of 20 (twenty) complaints were received
Where further examination is necessary, an investigator through the whistleblowing channels or reported
will be appointed, who may be an internal resource or directly to the Investigation Unit. The status of these
an independent external party, depending on the nature cases is as follows:
and complexity of the case. • 10 (ten) cases have been resolved;
• 7 (seven) cases were closed due to insufficient and
If the investigation substantiates that the reported unsubstantiated evidence; and
individual has engaged in unlawful conduct or breached • 3 (three) cases remain under ongoing investigation.
the Company’s Code of Ethics, appropriate corrective
and disciplinary actions will be taken in accordance Whistleblowing System Socialization
with Company Regulations and applicable laws and
regulations. The Whistleblowing System has been continuously
socialized to relevant XLSMART stakeholders through
Protection for Whistleblowers the following communication channels:
The Company is committed to protecting whistleblowers
by ensuring the confidentiality of their identity and Target Audience Socialization Channels
safeguarding them from any form of retaliation arising
All XLSMART Employees Employee portal, Email Blast,
from their good-faith reports. This protection includes: and Direct Socialization during
• Preservation of identity confidentiality. The Company Townhall
whistleblower’s identity will not be disclosed without All Vendors & Partners Vendor Portal
their consent, except where required by law.
Public XLSMART Official Website
• Confidential handling of reports. All information
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Corporate
Governance
Anti-Bribery and
Anti Corruption Policy
In alignment with its core value of as a license to play Investigation function under the Internal Audit Division.
integrity, XLSMART established an Anti-Bribery and Any retaliation or discrimination against individuals
Anti-Corruption (ABAC) Policy by the Board of Directors who report potential violations in good faith will not be
through Decree No. 35/20, dated 1 September 2020 tolerated.
to ensure that all business activities are conducted
with the highest ethical standards. This policy, with the Stakeholders acting on behalf of XLSMART are
latest amendments approved by Decree of BOD No. responsible for conducting business fairly, impartially
41/22 dated 6 December 2022, reflects the Company’s and in full legal compliance of all applicable laws and
commitment to operating transparently, fairly, and in regulations in Indonesia.
full compliance with applicable laws and regulations.
New employees whose roles are directly affected
The purpose of the ABAC Policy is to: by ABAC are required to complete relevant training
1. Ensure compliance with Company policies as well within a prescribed period after joining XLSMART. All
as applicable national laws and regulations related Personnel must participate in mandatory ABAC training
to bribery and corruption. programs, which are monitored for completion by the
2. Provide clear guidance to all stakeholders in RC Division.
recognizing situations that constitute unethical
conduct, bribery, or corruption. During 2025, XLSMART conducted a series of training
3. Promote awareness and understanding of and awareness initiatives as well as participated in
XLSMART’s ethical values and expected conduct conferences to reinforce the Company’s ABAC culture,
across the organization and relevant stakeholders. including:
• ABAC and GDS e-learning modules
XLSMART prohibits all forms of bribery, including • ABAC & GDS Concept, Principles and Procedures
offering, receiving, or participating in activities that socialization sessions
could be construed as corrupt practices. This prohibition • Integrity core value townhall session
extends to all stakeholders, including the Board of • Anti-Bribery Management System Awareness
Commissioners, Board of Directors, employees, Training (ISO 37001:2016)
business partners, vendors, consultants, agencies, and • Axiata Group Berhad (Axiata) Risk & Compliance
distributors. Annual Conference
• Conflict of Interest for HR and Compliance
The governance of ABAC-related activities is managed Community Workshop
under XLSMART’s Risk & Compliance (RC) Division
and is supported by a comprehensive framework,
policies, procedures, and Code of Conduct. To foster
an open and transparent culture, XLSMART provides
a whistleblowing mechanism, called the “Speak
Up Channel” which is independently managed by
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Implementation of Corporate
Governance Guidelines
Corporate governance at the Company is conducted in accordance with OJK Regulation No. 21/POJK.04/2015, which
establishes the fundamental principles for managing public companies effectively. Complementing this regulation,
OJK Circular Letter No. 32/SEOJK.04/2015 provides further guidance to enhance transparency, accountability,
and ethical behavior. Together, these regulations form a structured framework that promotes good governance,
reinforces corporate integrity, and safeguards the interests of both shareholders and stakeholders.
Relationship between Public Company and Shareholders in Ensuring the Rights of Shareholders
Principle Recommendations Explanation of OJK Recommendations Comply
Principle 1 The Public Every issued share with voting right has one vote In accordance with Article
Company has a (one share one vote). The Shareholders may use 11 (18) of the Company’s
Enhancing the Value way or technical their voting rights during the decision-making Articles of Association, each
of General Meeting of procedure for both process, in particular to decision with voting share entitles its holder to
Shareholders (GMS) open and closed mechanism. However, both open and closed one vote at the General
voting that prioritize voting mechanism has not been specifically Meeting of Shareholders.
independency regulated.
and interest of To facilitate broader
Shareholders. The Public Company is recommended to have participation and ensure
voting procedure in decision making of GMS efficiency, the Company
agenda. The voting procedure must maintain currently conducts its
shareholders’ independency or freedom. As General Meetings of
an example, an open voting mechanism is Shareholders electronically,
implemented by raising hand in accordance leveraging the e-RUPS and
with option as offered by the GMS chairman. e-Voting platforms provided
by the Indonesia Central
As for close voting mechanism is conducted in Securities Depository (KSEI).
any decision that required confidentiality or by
request from Shareholders through voting card
or electronic voting.
All members of the The presence of all members of the Board of All members of the Board
Board of Directors Directors and the Board of Commissioners of of Directors and the Board
and the Board of the public company aim so that each member of Commissioners of the
Commissioners of of the Board of Directors and the Board of Company were present in
Public Company Commissioners can pay attention to explain, the Company’s AGMS dated
attend the Annual and directly answer the issues or questions 25 March 2025.
GMS. raised by shareholders related the GMS agenda.
The Summary of Based on the Financial Services Authority All information regarding
Minutes of GMS is Regulation No. 15/POJK.04/2020 on the Plan the Summary of General
available in the and Implementation of the General Meeting of Meeting of Shareholders
Public Company’s Shareholders of Public Company, The Public (GMS) Minutes and the full
website at least for Company must make summary of GMS Minutes GMS Minutes is published
one (1) year. in Indonesian and foreign language (minimum and accessible on the
in English), and announced to the public within Company’s official website
two (2) working days after the GMS, one of (www.xlsmart.co.id).
which is through the Public Company Website.
The availability of summary of GMS Minutes Additionally, the Summary
in the Public Company Website provides an of GMS Minutes is submitted
opportunity for shareholders who are not to Shareholders via the
present, to easily obtain important information eASY.KSEI platform no later
in GMS implementation. than two (2) working days
following the GMS.
Therefore, the provision on the minimum period
of availability of GMS Minutes summary on the
Website are intended to provide sufficient time
for shareholders to obtain such information.
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Corporate
Governance
Relationship between Public Company and Shareholders in Ensuring the Rights of Shareholders
Principle Recommendations Explanation of OJK Recommendations Comply
Principle 2 Public Company Communication between Public Company and The Company has
has communication shareholders or investors is intended so that established an Integrated
Enhancing the Quality policy with the the shareholders or investors obtain clarity Communication Policy,
of Communication Shareholder of information that has been published to the ratified on 10 October 2018,
between Public and Investor. public, such as periodic reports, information which sets out guidelines
Company with disclosure, business condition or prospect for communicating
Shareholder or Investor and performance, as well as implementation Material Information with
of public company governance. In addition, shareholders, stakeholders,
the shareholders or investors can also submit and employees.
input and opinion to the management of Public
Company. The full text of the Integrated
Communication Policy is
The communication policy with shareholders available on the Company’s
or investors shows the commitment of the official website (www.
Public Company in carrying out communication xlsmart.co.id).
with shareholders or investors. This policy can
include strategies, programs, and timing of
communication implementation, as well as
guideline that support shareholders or investors
to participate in the communication.
The Public Company Disclosure of communication policy is a form The Company’s Integrated
discloses the of transparency on the commitment of the Communication Policy is
Communication Public Company in providing equality to all available on the Company’s
Policy of Public shareholders or investors for the implementation official website (www.
Company with of communication. xlsmart.co.id).
shareholders or
investors in website The disclosure of information also aims
to increase the participation and role of
shareholders or investors in the implementation
of the Public Company communication program.
Principle 3 Determination of The members of the Board of Commissioners The total number of
the total members may affect the effectiveness of the Board of members on the Company’s
Strengthen the of the Board of Commissioners duties. Determination of total Board of Commissioners is
membership Commissioners members of the Board of Commissioners of a determined based on the
composition took into account on Public Company must refer to the provisions of Company’s operational
of the Board of the condition of the the prevailing law in which at least consists of requirements. Each
Commissioners Public Company. two (2) people based on the provisions of the nominee for the Board of
Financial Services Authority Regulation No. 33/ Commissioners undergoes
POJK.04/2014 on The Board of Directors and a thorough and proper
Commissioners of Issuer or Public Company evaluation conducted by the
In addition, it is also necessary to consider the Company’s Nominating and
condition of the Public Company which includes Remuneration Committee
among other, the characteristic, capacity prior to appointment.
and size, as well as achievement of target and
fulfilment of different business needs among
the Public Companies. However, too many
members of the Board of Commissioners have
the potential to disturb the effectiveness on
the implementation function of the Board of
Commissioners.
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Relationship between Public Company and Shareholders in Ensuring the Rights of Shareholders
Principle Recommendations Explanation of OJK Recommendations Comply
Determination on The composition of the Board of Commissioners Each member of the
the composition is a combination of characteristics from both Board of Commissioners
of members of organ and individual perspective according brings diverse expertise
the Board of to the need of respective Public Company. to effectively fulfill the
Commissioners These characteristics can be reflected in the supervisory responsibilities
considered determination of expertise, knowledge and in line with the Company’s
on diversity experience required in the implementation of business operations.
of expertise, supervisory and advisory duty by the Board Detailed information
knowledge, and of Commissioners of the Public Company. The on the background and
required experience. composition that has considered the need skills of each member of
of the Public Company is a positive thing, the Company’s Board of
especially related to decision making related Commissioners is available
with supervisory function as carried out by on the Company’s official
considering various broader aspects. website (www.xlsmart.
co.id).
Principle 4 The Board of The Board of Commissioners’ Self- Assessment In 2025, the Company
Commissioners has policy is a guideline as a form of collegial carried out an internal
Enhancing the Quality Self-Assessment accountability for evaluating the performance assessment of the Board
of Implementation Policy to evaluate the of the Board of Commissioners. Self- of Commissioners (BOC)
on Duties and performance assessment is carried out by each member to and Board of Directors
Responsibilities of the Board of assess the collegial performance of the Board of (BOD), covering Board
of the Board of Commissioners. Commissioners, and not to assess the individual effectiveness, peer-to-peer
Commissioners performance of each member of the Board of evaluations among BOC
Commissioners. With this Self-Assessment, it members, and cross-board
is expected that each member of the Board of assessments with BOD
Commissioners can contribute in improving the members.
performance of the Board of Commissioners on
an ongoing basis. The assessment focused
on understanding the roles,
This policy can include the assessment activity duties, and responsibilities
as carried out along with the purpose and of each member, as well as
objective, periodic period of implementation, evaluating the Company’s
and benchmark or assessment criteria being implementation of Good
used in accordance with the recommendations Corporate Governance
from the Remuneration and Nomination (GCG). The results serve
function of Public Company as required by OJK as recommendations for
Regulation on the Remuneration and Nomination enhancing the Company’s
Committee of Issuer or Public Company. GCG practices and provide
a key consideration for the
potential reappointment of
BOC and BOD members.
The Self-Assessment The disclosure of Self-Assessment Policy on Disclosure of the self-
Policy to evaluate performance of the Board of Commissioners is assessment results is
the performance conducted not only to comply with transparency provided in the Corporate
of the Board of aspect as form of accountability of its duties but Governance chapter of this
Commissioners also to provide assurance to the Shareholders Integrated Annual Report.
is disclosed in the or investors on efforts that need to be done
Annual Report of in improving the performance of the Board
Public Company. of Commissioners. Upon the availability of
disclosure, the Shareholders or investors
acknowledge the check and balance mechanism
towards the Board of Commissioners.
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Corporate
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Relationship between Public Company and Shareholders in Ensuring the Rights of Shareholders
Principle Recommendations Explanation of OJK Recommendations Comply
The Board of The resignation policy of member of the Board of The Board Manual includes
Commissioners has Commissioners being involved in financial crime the policy on the resignation
policy on resignation is a policy that can increase the stakeholders’ of Board of Commissioners
of member of trust in the Public Company, so that corporate members involved in
the Board of integrity will be maintained. This policy is needed financial crimes. The Board
Commissioner when to help the legal process and so that the legal Manual can be accessed
involved in financial process does not interfere the course of business on the Company’s website
crime. activities. In addition, in terms of morality, this (www.xlsmart.co.id)
policy builds an ethical culture within the Public
Company. This policy can be included in the
Code or the Code of Ethics that applies to the
Board of Commissioners.
Furthermore, being involved in financial
crimes shall means the convicted status
from the authorities of respective member of
the Board of Commissioners. The financial
crimes are manipulation and various forms of
embezzlement in financial service activities as
well as Money Laundering Criminal Action as
referred to Law No. 8 of 2010 on Prevention and
Eradication of Money Laundering Crimes.
The Board of Based on the provision of the Financial Services The Company has
Commissioners Authority Regulation No. 34/ POJK.04/2014 on established a Succession
or Committee the Nomination and Remuneration Committee Policy, which serves as a
that perform the of Issuer or Public Company, the committee that reference for the nomination
remuneration and carries out the nomination function has the duty process of the Board of
Nomination function to formulate policies and criteria needed in the Directors. This policy is
formulate the nomination process of prospective members disclosed and accessible
succession policy of the Board of Directors. One policy that can on the Company’s website
in the nomination support the nomination process as intended is (www.xlsmart.co.id).
process of member the succession policy of members of the Board
of the Board of of Directors. The policy on succession aims
Directors. to maintain the continuity of the regeneration
process or regeneration of leadership in
the company in order to maintain business
continuity and the company’s long-term goals.
Principle 5 The number of As the Company’s organ that authorized in The composition of
members on the managing the Company, the determination the Company’s Board
Strengthening the Board of Directors of total members of the Board of Directors of Commissioners is
Board of Directors is determined has significant impact to the Company’s determined based on the
Membership and by considering performance. Thus, the determination of the Company’s needs. Each
Composition the Company’s total members of the Board of Directors must candidate is carefully
circumstances be done through careful consideration and refer and thoroughly evaluated
as well as the to the provisions of the applicable regulation, by the Nominating and
effectiveness of whereby based on Financial Services Authority Remuneration Committee
decision-making. Regulation No.33/POJK.04/2014 on the Board prior to appointment.
of Directors and Board of Commissioners of
Public Company, shall at least consists of 2
(two) people. In addition, the determination of
total members of the Board of Directors must
be based on the need to achieve the objectives
and purpose of public company and being
adjusted to the conditions of the public company
including the characteristic, capacity and size
of the public company and effectiveness of the
decision-making by the Board of Directors.
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Relationship between Public Company and Shareholders in Ensuring the Rights of Shareholders
Principle Recommendations Explanation of OJK Recommendations Comply
Determination Similar with the Board of Commissioners, Each member of XLSMART’s
on the composition the composition diversity of members of the Board of Directors
of members of the Board of Directors is a combination of required possesses diverse expertise
Board of Directors characteristic from both organ and individual to effectively fulfill their
has considered perspective according to the needs of respective management duties in line
on diversity of Public Company. with the Company’s business
expertise, scope. Detailed information
knowledge and The combination is determined in view on the background and skills
required experience. of expertise, knowledge and experience of each Director is available
in accordance with segregation of tasks on the Company’s website
and functions of the Board of Directors in (www.xlsmart.co.id).
achieving the purpose of the Public Company.
Thus, consideration of the combination of
characteristics will have an impact on the
accuracy of the collegial nomination and
appointment of individual member of the Board
of Directors or Directors.
Member of the Board The Financial Report is a management In 2025, the Director of the
of Directors in charge accountability report for resources management Company responsible for
of accounting or owned by the Public Company, which must be accounting and finance is
finance has expertise compiled and presented in accordance with Mr. Antony Susilo, who holds
and/or knowledge in Financial Accounting Standards in Indonesia a Bachelor of Economics
accounting field. as well as related OJK regulations, including from Atma Jaya University.
regulation in the Capital Market sector which
regulates the presentation and disclosure of
Public Company Financial Statement. Based on
the laws and regulations in the Capital Market
sector that regulates the responsibility of the
Board of Directors for the Financial Report,
the Board of Directors is jointly responsible for
the Financial Report, signed by the President
Director and member of the Board of Directors in
charge of accounting or finance.
Accordingly, the disclosure and preparation of
financial information presented in the financial
statements largely depend on the expertise
and/or knowledge of the Board of Directors,
particularly those members responsible for
accounting or finance. The presence of adequate
accounting expertise and/or knowledge among
the relevant Directors provides assurance
regarding the preparation of the financial
statements, ensuring that they can be relied
upon by stakeholders as a basis for economic
decision-making concerning the Public
Company. Such expertise and/or knowledge
may be demonstrated through educational
background, professional certifications,
training, and/or relevant work experience.
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Governance
Relationship between Public Company and Shareholders in Ensuring the Rights of Shareholders
Principle Recommendations Explanation of OJK Recommendations Comply
Principle 6 The Board of Similar with the Board of Commissioners, the In 2025, the Company
Directors has Self- Board of Directors’ Self-Assessment policy is a conducted an internal
Enhancing the Quality Assessment Policy guideline as a form of accountability to evaluate assessment of the Board
of Implementation to evaluate the collegial performance of the Board of Directors. of Commissioners (BOC)
on Duties and performance of the The self-assessment is conducted by each and Board of Directors
Responsibilities of Board of Directors. member of the Board of Directors to assess the (BOD), covering Board
the Board of Directors collegial performance of the Board of Directors, Effectiveness, peer-to-
and not to assess the individual performance peer evaluations among
of each member of the Board of Directors. It BOC members, and Cross-
is expected that each member of the Board Board Assessments with
of Directors can contribute to improve the each BOD member. The
performance of the Board of Directors on an assessment focused on
ongoing basis. understanding the roles,
duties, and responsibilities
This policy can include the assessment activity of the boards, as well as
as carried out along with the purpose and evaluating the Company’s
objective, periodic period of implementation, implementation of Good
and benchmark or assessment criteria being Corporate Governance
used in accordance with the recommendations (GCG).
from the Remuneration and Nomination
function of Public Company as required by The results of this assessment
OJK Regulation No. 34/ POJK.04/2014 on the serve as recommendations
Remuneration and Nomination Committee of for enhancing the Company’s
Issuer or Public Company. GCG practices and provide
a key consideration for the
reappointment of BOC and
BOD members.
The Company’s The disclosure of the self-assessment Disclosure of the self-
policy on self- policy for evaluating the performance of the assessment results is
assessment to Board of Directors is conducted not only to provided in the Corporate
evaluate the fulfill transparency requirements as part of Governance chapter of this
performance of the accountability for carrying out their duties, Integrated Annual Report.
Board of Directors but also to provide important information on
is disclosed in the efforts to improve the management of the Public
Public Company’s Company. This information is highly valuable
annual report. in assuring shareholders and investors that
the Company’s management is consistently
directed toward better practices. Through such
disclosure, shareholders and investors gain
insight into the mechanisms of checks and
balances applied to the performance of the
Board of Directors.
The Board of The policy on the resignation of any Director The Board Manual includes
Directors has a involved in financial crimes serves to enhance the policy on the resignation
policy regarding the stakeholders’ trust in the Public Company, of Board of Directors
resignation of any thereby safeguarding corporate integrity. members involved in
Director in the event This policy is necessary to facilitate the proper financial crimes. The Board
of involvement in administration of legal proceedings and to Manual can be accessed
financial crimes. ensure that such proceedings do not disrupt on the Company’s website
the Company’s business operations. From a (www.xlsmart.co.id).
moral perspective, the policy also fosters an
ethical culture within the Public Company. The
policy may be incorporated into the applicable
Guidelines or Code of Ethics for the Board of
Directors.
Furthermore, involvement in financial crimes
refers to a Director having been legally convicted
by the authorized authorities. Financial crimes
include, but are not limited to, manipulation and
various forms of embezzlement within financial
services, as well as Money Laundering offenses
as stipulated in Law No. 8 of 2010 concerning
the Prevention and Eradication of Money
Laundering Crimes.
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Relationship between Public Company and Shareholders in Ensuring the Rights of Shareholders
Principle Recommendations Explanation of OJK Recommendations Comply
Principle 7 The Public Company A person with inside information is prohibited The Company’s Blackout
has Policy to prevent from conducting a Securities transaction by Policy addresses the
Enhancing Governance Insider Trading. using inside information as stipulated under prevention of Insider
Aspect through the Capital Market Law. Public company can Trading. The full Blackout
Stakeholders minimize the occurrence of insider trading Policy is accessible on the
Participation through prevention policies, for example by Company’s website (www.
firmly separating between confidential and xlsmart.co.id).
public data as well as distributing the duties and
responsibilities on information management in The Company ensures
proportional and efficient manner. that there has been no
insider trading involving the
Directors/Commissioners,
management, or employees
of the Company in the past
three years.
Public Company has The anti-corruption policy is to ensure that The Company’s policies
anti-corruption and the business activities of the Public Company on anti-bribery and anti-
fraud policy. are legally carried out with prudent manner corruption are outlined in the
and in accordance with the principles of good Code of Ethics, Corporate
governance. The policy can be part of the code Governance Manual, and
of ethics, or as a stand-alone policy. Anti-Bribery and Anti-
Corruption Policy. These
The policy can include, among others, programs documents are available
and procedures carried out in overcoming on the Company’s website
corruption practices, kickbacks, fraud, bribery (www.xlsmart.co.id).
and/or gratuities in a public company. The scope
of the policy must describe the prevention of
the Public Company from all corrupt practices,
either giving or receiving from other parties.
The Public Company The Policy on vendor or supplier selection The Company implements
has policy on vendor are useful to ensure that the Public Company a Procurement Policy that
or supplier selection can obtain the required goods or services at governs supplier selection
and capability competitive prices and good quality. While the and vendor management
improvement. policy of increasing the capability of supplier or to ensure the compliance
vendor is useful for ensuring the efficient and and legality of all suppliers.
effective supply chain. The capability of supplier The Procurement Policy is
or vendor to supply/fulfill the goods or services available on the Company’s
needed by the company will affect the quality of website (www.xlsmart.co.id)
the company’s output. Thus, the implementation
of this policy can guarantee the supply continuity
in terms of quantity and quality as required by
the Public Company. The scope of this policy
includes criteria in selecting supplier or vendor,
transparent procurement mechanism, effort to
improve supplier or vendor capability, and fulfill
the right relating to supplier or vendor.
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Corporate
Governance
Relationship between Public Company and Shareholders in Ensuring the Rights of Shareholders
Principle Recommendations Explanation of OJK Recommendations Comply
The Public Company The policy on fulfillment of creditor rights is used The Company does not
has policy on as a guideline in providing loan to creditor. The engage in lending or
fulfillment of creditor purpose of the policy is to maintain the fulfillment borrowing activities. Policies
rights. of right and maintain creditor trust in the Public concerning the fulfillment of
Company. The policy includes consideration creditor rights are governed
in making agreement, as well as follow-up in by the Credit Agreement
fulfilling the obligation of the Public Company to established between the
creditor. Bank, as the creditor, and the
Company, as the debtor.
The Company has A well-developed Whistleblowing system policy The Company has
the Whistleblowing will provide certainty of protection to witness or established a Whistleblowing
System. reporter for an indication of violation committed System, as detailed in the
by employees or management of the Public Corporate Governance
Company. The implementation of the policy will chapter of this Annual
have an impact on establishing a culture of good Report.
corporate governance. The Whistleblowing
system policy includes, among others, type
of violations that can be reported through the
Whistleblowing system, complaint procedure,
protection and guarantee of the confidentiality
of the reporter, handling procedure for received
complaints, parties that managing the
complaints, and the results and follow-up of
complaints handling.
The Public Company Long-term incentive is a given incentive based The Company implements
has a long-term long-term performance achievement. The a policy on long-term
incentive policy long-term incentive plan has the rationale that incentives for members of
for the Board of the long-term performance of the company is the Board of Directors and
Directors and reflected in the growth of shares value or other employees through the
employees. long-term target of the company. Long-term 2016–2020 Long-Term
incentive shall have the benefit to maintain Incentive Program.
loyalty and provide motivation to the required
Board of Directors and employees to improve
their performance or productivity which will
have an impact on improving the company’s
performance in the long term.
The availability of a long-term incentive policy is
an actual commitment by the Public Company
to encourage the implementation of long-
term incentive to the Board of Directors and
Employees with terms, procedures and forms
being adjusted to the long-term objectives of
the Public Company. The policy can include,
amongst other, the purpose of objective in
providing the long-term incentive, terms
and procedures in providing the incentive,
and condition as well as risks that must be
considered by the Public Company in providing
the incentives. This policy can also be included
in the existing public company remuneration
policy.
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Relationship between Public Company and Shareholders in Ensuring the Rights of Shareholders
Principle Recommendations Explanation of OJK Recommendations Comply
Principle 8 The Public Company The use of information technology can be Besides the official website,
utilizes technology useful as a medium for information disclosure. the Company disseminates
Enhancing information The disclosure of information is not only information through various
the Disclosure wider than the information disclosure that has been regulated digital channels, including
Implementation Website as a media in legislation, but also other information related Facebook (XLSMART),
for information to the Public Company, upon consideration is YouTube (@XLSMART), X
disclosure. useful to shareholders or investors. Upon the (@XLSMART), Instagram
use of wider of information technology than the (@xlsmart), and TikTok (@
Website, the company is expected to improve xlsmart).
the effectiveness of information dissemination.
Nevertheless, the use of information technology
is carried out while taking into account the
benefit and costs of the Company.
The Annual Report The Capital Market Regulation that regulates the As disclosed in the Corporate
of Public Company submission of annual reports of Public Company Data Chapter of this Annual
disclose the ultimate has regulated the obligation to disclose Report
benefit owner in information regarding shareholders with 5%
Public Company (five percent) or more shares of the Public
share ownership Company, as well as the obligation to disclose
at least 5% (five information about directly or indirectly main and
percent), other controlling shareholders of Public Company up
than final beneficial to the owner of the last benefit in the ownership
owner disclosures of the shares. In this Governance Guideline, it is
in ownership recommended to disclose the ultimate benefit
shares of the Public owner of the shares of the Public Company at
Company through least 5% (five percent), in addition to disclosing
main and controlling the owner of the final benefit of share ownership
shareholder. by the main and controlling shareholders.
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Sustainability
Report
Our Sustainability Strategy
Solid Performance to Empower the Nation
Ensuring Responsible and Ethical Business
Environmental Stewardship
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Sustainability at XLSMART is core driver on how
we create long-term value—for our business,
our people, and the communities we serve.
As one unified company, we are committed
to connecting Indonesia while reducing
environmental impact, empowering society,
and upholding strong governance. Every
investment, initiative, and innovation reflect
our belief that digital growth must go hand
in hand with social inclusion, environmental
responsibility, and ethical business practices.
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Our Sustainability Strategy
XLSMART’s sustainability strategy is anchored
in double materiality:
Financial
materiality:
Managing
sustainability-related
risks and opportunities
to protect financial
performance and
resilience.
Impact materiality:
Driving positive
outcomes for society
and the environment
through responsible
operations and digital
inclusion.
Post-merger, we combined the strengths of XL Axiata and Smartfren into a unified framework that aligns with
evolving disclosure standards (IFRS S1/S2, IAI PSPK 1/2). The strategy focuses on clear priorities supported by
governance oversight, measurable targets, and structured programs, ensuring sustainability is managed with the
same rigor as financial and operational performance.
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Materiality and Strategic Focus
Our 2025 Double Materiality Assessment identified five strategic focus areas:
Focus Community Focus Customer Focus Data Privacy
Area Development Area Engagement Area and Security
Strategic Strengthen Strategic Elevate Strategic Strengthen
Intent local Intent accessibility, Intent cybersecurity
ecosystems affordability, maturity and
through digital and digital regulatory
inclusion and literacy to compliance
access to strengthen readiness.
education trust.
Focus Best Place to Work Focus GHG
Area Area missions
Strategic Build a unified culture, Strategic Establish
Intent enhance skills, and Intent decarbonization and
improve employee energy-efficiency
experience pathways.
Key Sustainability Initiatives and Impacts
In 2025, XLSMART advanced sustainability across operations, communities, and the environment:
Environmental Responsibility Social Responsibility Governance Excellence
Installed solar photovoltaic systems at BTS Digital inclusion and education: Programs Zero tolerance for bribery,
sites, adding nine sites in 2025 to bring the like Teman Pintar, Gerakan Donasi Kuota, corruption, and unethical
total to 259 locations, reducing reliance on and Pesantren Digital expanded access for supplier practices.
grid electricity and lowering operational students and MSMEs in underserved areas.
emissions intensity.
Maintained a CDP Climate Disclosure “B” Women empowerment: Initiatives including ESG oversight embedded
score for the third consecutive year. Sisternet, Female Future Leader AI in decision-making, risk
Bootcamp, and SheInspire reached hundreds management, and reporting
of thousands of women nationwide. systems.
Achieved Zero Waste to Landfill at AXIS Community resilience: Disaster response All suppliers comply with
Nation Cup 2025, avoiding 3,839 tCO₂e. programs (eruption, floods, flash floods) labor, human rights, and
provided emergency aid and ensured environmental standards.
continuity of digital services.
Diverted 31,219 tonnes of waste from
disposal across major office locations.
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Alignment with National and Global Priorities
XLSMART’s sustainability direction aligns with:
Indonesia’s SBTi-approved targets: 42% Scope 1 POJK 51/2017 on UN Sustainable
Net Zero 2060 & 2 reduction by 2030, 90% by 2050; Sustainability Development
commitment 25% Scope 3 reduction by 2030 Reporting Goals (SDGs)
Material Focus Area Strategic Relevance Aligned SDGs
Network quality, availability Inclusive digital infrastructure and service
& reliability continuity
Data security, privacy Protecting digital rights, trust, and
& cybersecurity institutional integrity
Digital inclusion, accessibility, and Equitable access to education and
affordability economic opportunities
Employment practices, talent Future-ready workforce, inclusive, and
development, health & wellbeing resilient workplaces
GHG emissions, energy efficiency, and Low-carbon operations and climate-
climate resilience resilient infrastructure
Waste management & circular Reduce environmental footprint, enhance
economy resource efficiency
Community development Inclusive social collaboration and long-
& stakeholder engagement term partnerships
Looking Ahead
XLSMART is committed to Net Zero Carbon by 2050 and advancing sustainability through operational efficiency,
renewable energy adoption, and value chain collaboration. Our phased roadmap focuses on:
Integration (2025): Baseline & Re-baseline Target & KPI Finalization
Align ESG policies, data, and (2026): Consolidate (2027): Finalize Net Zero
reporting across the merged operational footprint and Carbon roadmap
company climate metrics and ESG KPIs
By embedding sustainability into culture, operations, and strategy, XLSMART ensures that every connection
strengthens Indonesia’s digital future while protecting the environment and empowering society.
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Solid Performance to Empower
the Nation
XLSMART is translating scale and connectivity into tangible national
impact. By expanding its network, serving millions of subscribers, and
strengthening operational resilience, the Company enables economic
activity, digital inclusion, and sustainable growth across Indonesia.
Every investment, from infrastructure modernization to workforce
development, is aimed at empowering communities, supporting
businesses, and enhancing the nation’s digital backbone.
Economic Performance Financial Performance and Economic Value
Distribution
The year 2025 marked a transformational milestone for In 2025, the Company recorded revenue of Rp42.5
XLSMART following the legal completion of the merger trillion, representing 23% growth compared to Rp34.4
on 16 April 2025. As a unified entity, the Company trillion in 2024, driven by improved contribution from
significantly expanded its network scale, customer data and digital services. Normalized EBITDA increased
base, and operational capabilities, strengthening its by 13% to Rp 20.1 trillion, with an EBITDA margin of 42%,
position as one of Indonesia’s largest digital connectivity in line with post-merger targets.
providers. The integration process is progressing as
planned and is expected to be completed within eight The Company recorded a net loss of Rp(4.41) trillion
quarters from Legal Day 1. in 2025, compared to a net profit of Rp1.85 trillion in
2024. This position primarily reflects merger-related
Economic sustainability remains a core strategic integration costs, harmonization of accounting
priority. The Company is committed to delivering long- treatments, consolidation adjustments, and other non-
term growth while maintaining responsible resource recurring impacts, while operational performance and
management and aligning financial resilience with revenue stability were maintained.
environmental stewardship and social progress. This
balanced approach enables XLSMART to anticipate Total direct economic value generated in 2025
structural challenges such as climate change, digital amounted to Rp41.43 trillion, while total economic
inequality, evolving regulatory expectations, and value distributed reached Rp42.92 trillion.
shifting market dynamics.
Economic value was distributed through:
Operational Scale and Contribution to the • Infrastructure development and network expansion
Digital Economy • Employee salaries and benefits
Post-merger, XLSMART operates at substantially • Interconnection and direct operating expenses
greater scale. The number of BTS towers increased • Sales and marketing activities
to 225,649 units in 2025, compared to 156,864 units • Finance costs and capital servicing
in 2024. The customer base expanded to 73.0 million • Tax payments to the Government
subscribers from 58.8 million in the previous year. • Dividend payments to shareholders
Total data traffic rose to 14,566 Petabytes, up from • Community investment programs
10,547 Petabytes in 2024, reflecting accelerated
digital adoption and higher data consumption across Retained economic value of Rp(1.49) trillion reflects
consumer and enterprise segments. continued reinvestment to strengthen network
modernization, optimize integration, and support long-
This infrastructure expansion directly supports digital term strategic development.
inclusion, enhances national connectivity resilience,
and strengthens productivity across MSMEs, education,
financial services, digital entrepreneurship, and public
services.
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Capital expenditure reached Rp11.19 trillion in 2025, Market Presence and Indirect Economic
exceeding the initial target of approximately Rp10 Impact
trillion, demonstrating the Company’s commitment Beyond direct economic value creation, XLSMART
to accelerating infrastructure consolidation and generates significant indirect economic impact through
enhancing service quality. nationwide network expansion and digital connectivity
services. The integration of infrastructure and systems
Investment in Renewable Energy Integration has enhanced network resilience, optimized capacity
As part of its decarbonization pathway, XLSMART utilization, and improved service quality across
integrates environmental considerations into Indonesia.
infrastructure planning and capital allocation. In 2025,
the Company: The enlarged network footprint supports accelerated
• Installed nine additional solar panel sites, bringing deployment of advanced technologies, including 5G,
the total to 259 sites. and strengthens Indonesia’s digital backbone. Reliable
• Procured 3,000 Renewable Energy Certificates connectivity enables broader participation in the digital
(RECs), equivalent to 3,000 MWh. economy, supporting:
• Increased productivity of SMEs through digital
The increased use of RECs and on-site solar installations operations and online transactions
strengthens the Company’s renewable energy footprint • Growth in digital financial inclusion
while maintaining operational reliability. Environmental • Expansion of e-commerce, digital content, and
capital allocation is embedded in annual infrastructure cloud-based ecosystems
and energy planning to ensure that network expansion • Employment multiplier effects across the digital
aligns with energy efficiency improvements and long- value chain
term carbon reduction objectives.
As digital connectivity becomes central to economic
Local Talent Development and activity, XLSMART’s infrastructure plays a critical role in
enabling inclusive and sustainable digital growth.
Leadership Representation
XLSMART recognizes that sustainable economic Sustainable Supply Chain
growth must be supported by meaningful participation
of local communities within its workforce and leadership Supply chain governance is embedded within the
structure. Following the merger, total employees Company’s procurement and risk management
increased to 3,239 in 2025, reflecting expanded framework to ensure operational continuity, service
organizational capacity and broader employment quality, and ethical conduct. Supplier selection is
opportunities. conducted through transparent and structured
mechanisms, ensuring fairness, regulatory compliance,
All employees are Indonesian nationals, demonstrating and adherence to responsible business standards.
the Company’s strong domestic workforce foundation.
Recruitment and advancement processes remain In 2025, XLSMART collaborated with 659 vendors, of
competency-based, ensuring equal opportunity which 602 (approximately 91%) were local suppliers.
for qualified local candidates across all levels of the Total procurement spending reached Rp37.5 trillion,
organization. with more than 97% allocated to domestic vendors.
This reflects the Company’s strong commitment to
In 2025, the Company had 23 senior leadership supporting Indonesia’s economic ecosystem and
positions, of which 13 were held by Indonesian nationals, strengthening local supply chain participation.
representing 56.5% of total senior leadership. This
reflects continued efforts to strengthen local leadership All suppliers are required to comply with strict ethical
representation and ensure that decision-making and legal standards, including prohibitions on child
incorporates market familiarity and local insight. labor, forced labor, and corruption. Compliance is
monitored throughout the engagement lifecycle, and
Workforce distribution spans both Jabodetabek and corrective actions are implemented where necessary.
regional areas, supporting nationwide operations. By prioritizing regional suppliers where feasible,
Through structured career pathways, succession XLSMART contributes to strengthening community-
planning, and competency development programs, the based economic participation.
Company is building a sustainable leadership pipeline
to enhance institutional continuity and long-term
organizational resilience.
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Government Support and Tax Contribution XLSMART is progressively enhancing governance
oversight, refining risk identification methodologies,
Throughout 2025, XLSMART did not receive any and strengthening data integration capabilities
direct financial assistance from the Government. The in preparation for alignment with internationally
Company operates independently without reliance on recognized sustainability reporting frameworks,
grants, subsidies, or tax incentives. including IFRS Sustainability Disclosure Standards.
Taxation forms a fundamental component of the Stronger Performance through People
Company’s economic contribution to Indonesia.
Empowerment
XLSMART fulfills its tax obligations in accordance with
prevailing regulations and applies a conservative,
compliance-focused tax approach. Tax governance At XLSMART, building a resilient, future-ready workforce
is overseen by the Head of Tax Division under the is central to our strategy. Through standardized job
supervision of the Chief Financial Officer, supported by architecture, capability development, and continuous
structured internal controls and periodic reviews. learning programs, employees are equipped to thrive
in a dynamic digital landscape—whether in frontline
The Company maintains zero tolerance for tax non- service, network operations, or enterprise solutions.
compliance and ensures transparency through internal Collectively, these initiatives support operational
oversight mechanisms, whistleblowing channels, excellence and long-term growth.
and external audit verification. Tax strategy is
reviewed annually to ensure alignment with regulatory Harmonized Policies and Governance
developments and long-term sustainability. Post-merger, policies, decision-making structures,
and workforce practices were harmonized to ensure
Climate-Related Risks and Economic equitable treatment for all employees. The People
Committee, established in 2019, plays a key role
Resilience
in overseeing workforce governance, capability
As a nationwide digital infrastructure provider, strengthening, and post-merger policy integration.
XLSMART recognizes that climate change presents A significant milestone was the launch of the Human
both risks and opportunities affecting long-term Capital Super App, a digitalized system centralizing
economic sustainability. administrative services, learning modules, and
performance data, enhancing employee experience
Physical risks include exposure of network infrastructure and enabling data-driven decision-making.
to extreme weather events, flooding, and heat stress,
which may impact service continuity and increase These efforts have not gone unnoticed. XLSMART
maintenance costs. Transition risks may arise from received the Indonesia Best CX-EX Strategy 2025
evolving carbon regulations, energy pricing shifts, award from SWA Magazine, recognizing our
and heightened stakeholder expectations regarding commitment to balancing customer satisfaction with
decarbonization. employee engagement.
Although no material climate-related disruptions were Workforce Composition and Capabilities
recorded in 2025, climate considerations are embedded Our integrated workforce combines the talent pools
in infrastructure planning, energy management of the three merged operators, bringing a rich mix of
strategies, and capital allocation processes to competencies, digital skills, and operational experience.
strengthen operational resilience. Workforce planning focuses on aligning talent with
network consolidation, digital priorities, and enhanced
The Company continues to reduce greenhouse gas customer experiences. In 2025, XLSMART welcomed
emissions and expand renewable energy utilization, 137 new employees across regions and skill levels,
including solar panel installations and Renewable supporting specialized needs in digital technology, data
Energy Certificate procurement. These initiatives analytics, cybersecurity, and enterprise solutions.
support national decarbonization objectives while
maintaining operational stability. Employee turnover remained moderate at 7.2%,
with 233 departures due to voluntary resignations,
At the same time, digital connectivity creates climate- retirements, role adjustments, and contract expirations.
related opportunities by enabling remote work, digital Teams adjusted quickly to harmonized processes,
transactions, smart infrastructure, and reduced strengthening stability and operational continuity.
physical mobility—contributing to lower-carbon
economic activity.
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Diversity and inclusion remain core to XLSMART’s Employee wellbeing is further supported through health
culture. Our workforce reflects balanced screenings, mental health initiatives, collaborative
representation in gender, age, education, and activities such as the XLSMART Employee Club and
expertise, while directorates such as Commercial- Uncommon Day Program, and workplace facilities
Consumer, Technology, Finance, Enterprise & including EV charging stations, shuttle services, and
Strategic Relationship, Regulatory, and Integration prayer rooms. Maternity leave policies prioritize career
Office continue to expand. Total employees reached continuity, with an 88.9% return rate in 2025 and 100%
3,239 permanent staff, with 2,307 male and 932 retention after 12 months, reflecting our inclusive and
female colleagues, and age distribution supporting supportive environment.
both operational execution and leadership continuity.
Internship programs further bring early-career talent Employee Training, Performance, and Health &
into the organization, with 142 interns participating Safety
across Head Office and regional offices. Capability development is central to XLSMART’s
digital transformation and operational expansion.
Employment Practices and Wellbeing In 2025, training programs focused on digital
XLSMART upholds strict non-discrimination policies and system operational excellence, collaborative
across all employment processes. In 2025, no incidents leadership, governance and anti-bribery, customer-
of discrimination were reported, demonstrating our centric transformation, 5G and connectivity, AI and
commitment to fair treatment and equal opportunity. data literacy, digital trend foresight, and a culture of
Child labour and forced labour are strictly prohibited continuous learning.
across all operations and partners, in alignment with
ILO Conventions 138, 182, and 105. Learning was delivered through in-class sessions, live
online programs, and self-paced platforms including
All employees are covered under a Collective Labour XLEARN, LinkedIn Learning, and the Gear Up program.
Agreement (CLA), which governs working conditions, Over 991 employees participated in leadership and
benefits, grievance procedures, and termination digital programs, while Gear Up reached over 20,000
provisions. Post-merger, employment provisions have participants across 40 programs and 192 training
been harmonized while ensuring existing CLAs remain batches, achieving a satisfaction score of 4.6 out of 5.
fully effective, maintaining clarity and protection for all Programs included AI, 5G business enablement, ISO
employees. 37001 anti-bribery, and customer-centric leadership
seminars.
Remuneration and welfare are competitive and
equitable, reflecting role, performance, and industry Digital tools such as the XLSMART Super App and AI
benchmarks. In 2025, average salaries stood at 101% chatbots streamlined access to HR policies, learning
of regional minimum wage standards. Employees modules, and performance data, enabling faster,
enjoy comprehensive benefits including health and data-driven decisions. Training investments reached
life insurance, allowances, leave entitlements, flexible Rp16.2 billion, underscoring XLSMART’s commitment
development programs through My Flexpro, tuition to employee growth, operational readiness, and post-
support, and recognition programs. merger integration.
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Driving Performance through Transparent Managing Hazards and Risks
Assessment XLSMART maintains a comprehensive system for
At XLSMART, employee performance is measured hazard identification, risk assessment, and incident
through a transparent KPI framework cascading management, particularly for high-risk roles such
from the CEO down to individual employees, ensuring as tower climbers, fiber optic technicians, and field
that personal goals align closely with organizational engineers. Safety measures are robust and specific:
priorities. Assessments take place twice a year—mid- mandatory fall protection for heights, lockout-tagout
year and year-end—allowing the Company to monitor procedures for electrical work, PPE for exposure to dust
progress, address gaps, and identify development and chemicals, traffic safety protocols, emergency
opportunities promptly. response procedures, and lone-worker monitoring
in remote sites. Contractor compliance is equally
In 2025, 3,238 employees participated in the stringent, ensuring safety standards are upheld
performance assessment process, nearly double the throughout the value chain.
1,656 employees in 2024. The evaluations spanned all
levels, from staff to chief officers, under a harmonized Achieving Zero Work Accidents
post-merger framework designed to be fair, consistent, Over the past three years, XLSMART has consistently
and transparent. Assessment outcomes guided maintained zero workplace accidents and occupational
promotions, rotations, and targeted development diseases, reflecting a strong culture of safety.
programs, reinforcing a performance-driven culture
where employees are recognized and supported in their HSE Training and Competency Development
career growth. Continuous learning is embedded in HSE practice. In
2025, nearly 2,000 employees participated in training
Ensuring a Safe and Healthy Workplace programs ranging from emergency response and
The wellbeing and safety of employees remain a core first aid to hazard identification and ISO compliance
priority at XLSMART. Following the 2025 merger, the workshops. These initiatives strengthen employee
Company implemented a harmonized Health, Safety, readiness, promote safe practices, and foster a culture
and Environment Management System (HSEMS) of proactive risk management.
aligned with Government Regulation No. 50/2012, ISO
45001:2018, and ISO 14001:2015. Employee Health and Wellbeing
XLSMART supports holistic employee wellbeing
The Facility Compliance and HSE Assurance Unit through fitness centers, internal health clinics, lactation
leads this effort, ensuring consistent safety protocols, rooms, and wellness communities. Sports and social
regulatory compliance, and continuous improvement activities—cycling, running, basketball, music, and
across all operations. Their responsibilities include religious study groups—enhance physical and mental
hazard identification, risk control, environmental impact health while building social cohesion. The internal clinic
assessments, compliance audits, contractor safety provides preventive care, early detection, and routine
oversight, training, monitoring, and organizing HSE consultations, ensuring employees remain healthy and
meetings and management reviews. XLSMART also productive in a post-merger environment.
enforces workplace conduct policies, including strict
anti-harassment measures, promoting a respectful and Defined Benefits and Pension Programs
secure environment for all employees. Economic sustainability and retirement security are
embedded in XLSMART’s benefits structure. Employees
Occupational Health and Safety Advisory are covered under DPLK (defined contribution
Committee (P2K3) fund) and BPJAMSOSTEK Pension Guarantee, with
To strengthen HSE implementation, XLSMART contributions shared between the Company and
established the Occupational Health and Safety employees. As of 31 December 2025, Rp490,365 million
Advisory Committee (P2K3), a collaborative forum was allocated to support post-employment benefits,
between management and employees. In 2025, P2K3 reflecting XLSMART’s commitment to fulfilling statutory
launched its 2025–2028 term, chaired by Merza obligations and ensuring financial security for retirees
Fachys (Director & Chief Regulatory Officer) with at the age of 56.
representatives from all levels, including the Workers’
Union. Guided by government decrees and internal People Development for a Future-Ready
regulations, P2K3 fosters an HSE-conscious culture, Workforce
socializes awareness, monitors program effectiveness,
reports quarterly to authorities, conducts trainings, Looking forward, XLSMART continues to view human
mitigates workplace risks, and oversees annual capital as a strategic enabler of sustainable growth and
management reviews. transformation. The focus will remain on strengthening
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organizational capability, accelerating digital and AI Delivering Impact on Society
literacy, fostering an inclusive and high-performance
culture, promoting ethical labor practices, and In 2025, XLSMART entered its first full year as one unified
supporting long-term employability. These initiatives company. Beyond operational integration, the merger
ensure that XLSMART’s workforce remains resilient, strengthened our mission to serve, empower, and
adaptable, and ready to drive the Company’s post- uplift communities across Indonesia through broader
merger growth and innovation agenda. digital access and inclusive technology solutions. With
expanded reach comes greater responsibility to ensure
that digital transformation delivers tangible benefits
Shaping an Inclusive and Sustainable
for underserved communities, vulnerable groups, and
Digital Future regions beyond major cities.
XLSMART is turning digital innovation into real- Our social initiatives are guided by the XLSMART
world impact. From expanding access to education CSR Tri Karsa, focusing on Philanthropy, Women
and empowering women, to supporting vulnerable Empowerment, and Education. Programs are
communities, every initiative is designed to create implemented through structured planning, monitoring,
measurable social and economic benefits across and evaluation to ensure sustainable and measurable
Indonesia. Connectivity is just the start—our mission outcomes. Collaboration with ministries, regional
is to uplift lives and build stronger, more inclusive governments, NGOs, educational institutions, and
communities. employee volunteers strengthens implementation and
long-term impact.
Philanthropy Women Empowerment Education
• Peduli Bencana • Sisternet • Gerakan Donasi Kuota
• Peduli Kesehatan • Female Future Leader • Content Creator Academy
• Peduli Disabilitas • SheInspire • Pesantren Digital
• Bunda Pintar • Kelas Cerdas Digital
• Teman UMKM
Related SDGs:
Community development and empowerment from and for all XLSMART CR programs.
Total CSR funds disbursed in 2025 amounted to Rp28.10 billion, compared to Rp35.63 billion in 2024 and Rp20.73
billion in 2023.
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Philanthropy
No. Activities
1 XLSMART Peduli – Disaster Response
Through XLSMART Peduli, the Company provided emergency assistance to communities affected by the
Mount Ibu eruption in West Halmahera, flooding in Bandar Lampung, and flash floods in Pekalongan. Aid
included food packages, clean water, hygiene supplies, and essential goods, distributed directly through
regional teams and local partners. Technical teams were also deployed to ensure 4G services remained
operational, enabling communication during emergencies.
2 Clean Water Infrastructure – MTXLSMART
Through employee-managed zakat and infaq funds, MTXLSMART developed permanent clean-water
facilities in Nagakeo, East Nusa Tenggara, benefiting approximately 550 students and residents, and in
Cianjur, West Java, supporting both religious and community needs. By prioritizing long-term infrastructure
over short-term aid, the Company strengthens public health and access to basic services.
3 Inklusi Disabilitas Berdaya
The Company advanced inclusive access to technology through Inklusi Disabilitas Berdaya 2025, providing
digital-skills training, safe internet education, and entrepreneurship mentoring for more than 100 persons
with disabilities. Participants demonstrated improved independence and digital confidence, with several
beginning to promote products online.
4 Mass Circumcision for Children with Disabilities
Through MTXLSMART, employees organized inclusive mass circumcision programs in Medan, Banyumas,
and Tegal, benefiting 188 children with disabilities. The program provided medical services, hygiene kits, and
family support in a safe and accessible environment.
5 Ramadan and Muharram Social Programs
Employee-led initiatives including Semarak Ramadhan 1446 H and Gebyar Muharram 1447 H delivered food
packages, healthcare access, school supplies, and community support across multiple cities. More than 366
households received Ramadan food support, while mass circumcision programs and social activities during
Muharram benefited over 100 children.
6 Community Donations and Orphanage Support
XLSMART also provided operational and educational assistance to orphanages in Pontianak and Karo,
North Sumatra, distributing essential goods and learning materials to support children’s welfare and access
to education.
7 Mudik Bareng Gratis
The Mudik Bareng Gratis program facilitated safe and affordable homecoming travel for 735 retailers,
employees, and families across Java and Sumatra. The initiative reflects appreciation for distribution
partners while supporting safer national travel during peak holiday periods.
Women Empowerment
No. Activities
1 Sisternet
As of 2025, Sisternet has reached more than 1.3 million women through digital literacy, entrepreneurship
development, financial education, and mentoring programs nationwide.
2 #1JutaSisterDigital and Female Future Leader AI Bootcamp
Launched in collaboration with the Ministry of Communication and Digital Affairs, #1JutaSisterDigital
integrates structured digital learning modules through the Sisternet platform. A key component, the Female
Future Leader AI Bootcamp, targets more than 100,000 women for AI-focused training through hybrid
learning formats. The broader initiative aims to expand total beneficiaries to 2.4 million women by the end of
2026.
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No. Activities
3 SheInspire Sinergi Berdaya
Implemented in partnership with the Ministry of Women Empowerment and Child Protection, SheInspire
delivered digital, vocational, and psychosocial training across 10 women’s correctional facilities, reaching
500 beneficiaries. The first phase recorded measurable improvements in emotional management,
communication confidence, and a 5% increase in inmate-run microbusiness sales. The program will expand
through 2026 with enhanced post-release mentoring and digital market access.
Education and Youth Development
No. Activities
1 Teman Pintar Indonesia
Implemented in four cities, this program reached 2,640 young beneficiaries through cyber safety, leadership,
entrepreneurship, and financial literacy training.
2 Gerakan Donasi Kuota
Through donated internet quota support to educational institutions in Kuantan Singingi, the Company
improved digital access for students and underserved communities.
Strengthening Digital Inclusion and Contribution to the Sustainable
National Connectivity Development Goals
XLSMART reinforced its role as a digital inclusion XLSMART’s social initiatives contribute to multiple
advocate by participating in the 69th Commission on Sustainable Development Goals, including SDG 1 (No
the Status of Women at the United Nations, highlighting Poverty), SDG 2 (Zero Hunger), SDG 3 (Good Health
Indonesia’s initiatives in advancing safe and inclusive and Well-being), SDG 4 (Quality Education), SDG 5
digital access for women.' (Gender Equality), SDG 6 (Clean Water and Sanitation),
SDG 8 (Decent Work and Economic Growth), SDG
Ahead of the 2025 Pacu Jalur Festival in Riau, the 9 (Industry, Innovation and Infrastructure), SDG 10
Company upgraded more than 41 BTS and enhanced (Reduced Inequalities), SDG 11 (Sustainable Cities and
over 700 BTS across the province to ensure reliable Communities), and SDG 17 (Partnerships for the Goals).
connectivity, supporting tourism, MSME transactions,
and regional economic growth. Through inclusive digital access, women’s
empowerment, disaster response, sustainable
infrastructure development, and cross-sector
collaboration, XLSMART ensures that connectivity
translates into measurable social and economic
progress aligned with national and global development
priorities.
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Ensuring Responsible and
Ethical Business
At XLSMART, responsibility and ethics are more than compliance—
they guide every aspect of service delivery, customer protection, data
security, and innovation. The 2025 merger strengthened governance
across XL, AXIS, and Smartfren, unifying ethical standards and data
protection practices into a single trusted ecosystem. Responsibility
extends beyond connectivity: XLSMART protects customer rights,
promotes safe and inclusive technology, and ensures transparency
and accountability in every operation.
Post-Merger Customer Experience Customer Protection, Engagement, and
Enhancements Satisfaction
The merger enabled a fully integrated service Data Privacy and Security
ecosystem. The Customer Experience & Service XLSMART treats privacy as the foundation of digital
Operation Center (CE & SOC) in BSD consolidates trust. The company manages personal information
multiple Network Operation Centers into a single hub, under ISO 27701 and ISO 27001 frameworks and
allowing real-time monitoring, faster escalation, and applies Privacy by Design principles. Key initiatives in
coordinated resolution of network issues. Network 2025 included biometric SIM registration, multi-factor
expansion extended 4G LTE and VoLTE coverage authentication with AI anomaly detection, annual
to regions including Aceh, Gianyar, Klungkung, privacy audits, employee certification on personal data
Karangasem, and Kupang City, ensuring more reliable ethics, and the launch of a Data Transparency Portal.
and faster connections. No data breaches occurred during the year, reflecting
XLSMART’s robust data governance.
Digital innovation has also taken center stage. The
AI-powered virtual assistant “Sarah” provides fast, Customer Protection and Fraud Prevention
personalized support, while a new Credit Control Safe, fair, and transparent service is ensured through
feature prevents unauthorized deductions for prepaid clear terms of service, standardized complaint-
customers. For security, facial-recognition SIM handling procedures, real-time monitoring, and
registration is integrated with the national population proactive detection of spam calls and fraudulent
database, reducing identity misuse. Enterprise clients messages, in line with Kominfo guidelines. XLSMART
benefit from XLSMART for BUSINESS, expanding digital also educates customers on fraud prevention and
platforms and partnerships to enable operational provides multiple channels for support and reporting.
transformation.
Customer Engagement and Satisfaction
These initiatives collectively enhance network reliability, Engagement is powered by analytics, feedback, and
digital services, and customer experience across research. Daily Net Promoter Scores and multi-channel
Indonesia. surveys help monitor prepaid, postpaid, and home
broadband experiences. The CE & SOC uses predictive
analytics and machine-driven alerts to detect
network issues early, coordinating resolutions across
teams. Surveys and monitoring show measurable
improvements in service reliability, UI/UX, and response
times.
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Labelling, Marketing, and Digital security and readiness. Products undergo pre- and
Responsibilities post-launch evaluations to confirm quality, safety,
and alignment with market needs. Rationalization and
XLSMART ensures all marketing and product labels automation reduce product variants, simplify portfolios,
are accurate, transparent, and compliant with laws and accelerate turnaround times. In 2025, there were
and ethical standards. Multi-layered approvals no health, safety, or privacy violations, reinforcing
verify tariffs, subscription terms, and auto-renewal XLSMART’s commitment to safe, high-quality services.
notifications, ensuring customers are fully informed. No
non-compliance incidents were recorded in 2025. Integrating Sustainability
into Innovation
The company also fosters digital inclusion and rights
through initiatives like Smart Connectivity for All, Innovation at XLSMART balances customer value,
cyber-awareness programs, AI assistant support, accessibility, safety, and environmental impact.
Credit Control, facial-recognition SIM registration, The XCamp Labs IoT hub tests IoT and automation
and enterprise solutions via ESTA, promoting safe, solutions, while the ESTA platform strengthens
responsible, and accessible digital experiences. enterprise operations and cybersecurity. Flagship
innovations include autonomous delivery drones, the
Product and Service Quality, AI assistant Sarah, Credit Control, facial recognition
Safety, and Impact SIM registration, and ESTA for business automation.
Sustainability considerations are embedded at every
Network integration has improved VoLTE coverage, stage, ensuring responsible and impactful technological
service stability, and reliability, while the Governance- progress.
Protection-Operations (GPO) framework ensures
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Environmental
Stewardship
XLSMART maintains a unified environmental governance framework,
embedding responsibilities across all business units and contractors.
Continuous audits, inspections, and performance monitoring ensure
alignment with internal policies and regulatory requirements.
Building on the consolidation of operations achieved in 2025, this
framework supports ongoing ESG initiatives and the establishment of
environmental baselines.
XLSMART also participates in global ESG assessments, impacts. Key initiatives include network modernization,
including the S&P Global Corporate Sustainability site consolidation, and deployment of energy-efficient
Assessment, Sustainable Fitch, and plans to re-engage technologies, with oversight mechanisms embedded in
with CDP and other international sustainability ratings procurement, network operations, and field activities.
as a fully unified entity.
In 2025, monitoring mechanisms were harmonized
Environmental Management in across operational units, and starting 2026, XLSMART
Operations plans to enhance supervisory controls for contractors
and field operations to further reinforce compliance. The
The Environmental Management Policy, aligned with ISO effectiveness of these initiatives is evaluated through
14001:2015 and ISO 45001:2018, guides identification, audits, inspections, and performance monitoring,
management, and mitigation of environmental supporting continuous improvement and regulatory
alignment.
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Environmental Costs Energy Consumption
In 2025, XLSMART’s consolidated environmental Energy remains the largest contributor to XLSMART’s
expenditure reached Rp560,362,896, covering environmental footprint and a key focus of operational
UKL/UPL reporting obligations and domestic waste efficiency efforts. The Company continuously improves
management. This establishes 2025 as the baseline energy management through integrated monitoring
year for environmental spending, reflecting the full systems, standardized measurement methodologies,
scope of operational activities. and the incorporation of energy considerations into
network planning and modernization initiatives.
The increase from 2024 primarily reflects expanded These measures identify inefficiencies and guide
UKL/UPL reporting fees (from Rp18,000,000 to improvements across network operations.
Rp364,500,000) and broader domestic waste
management coverage (from Rp68,203,200 to Network Energy Optimization
Rp195,862,896) due to the integration of operational XLSMART enhances energy efficiency through:
units. Standardized reporting ensures transparency
and traceability of environmental expenditures.
1 Upgrading BTS equipment to more efficient technologies (up to 50% electricity savings)
2 Migrating legacy indoor sites to outdoor configurations to reduce air-conditioning demand
3 Deploying Single RAN and Green BTS technologies (up to 50% energy savings)
4 Transitioning backup power from generators to battery systems
5 Expanding solar and lithium battery solutions across network sites
Renewable Energy Deployment vehicles and backup power systems. During the year,
Solar-assisted and hybrid power systems operate at the Company consumed 312,322 liters of gasoline and
numerous BTS sites, reducing diesel consumption at 1,030,366 liters of diesel, with diesel use gradually
off-grid locations. Across the legacy XL Axiata and declining as renewable and battery solutions expand
Smartfren networks, these installations provide the across network sites.
foundation for XLSMART’s consolidated 2025 energy
baseline. Prior to the merger, 252 XL Axiata BTS sites Reducing GHG Emissions
had solar panels installed, achieving historical diesel
reductions of around 54% at certain locations. In XLSMART manages greenhouse gas (GHG) emissions
2025, the installation of solar photovoltaic systems at through a structured approach: identifying sources,
nine additional sites brought the total to 259, further assessing materiality, prioritizing, and implementing
reducing reliance on grid electricity and lowering the mitigation measures across Scope 1, 2, and 3
operational emissions intensity. XLSMART also procures emissions. This framework is embedded in network
Renewable Energy Certificates (REC) from PT PLN planning, energy procurement, and operations, with
(Persero) to support renewable electricity use. In 2025, performance regularly monitored to support regulatory
3,000,000 kWh of REC were purchased, contributing compliance and continuous improvement toward long-
to the renewable-energy portfolio. term decarbonization goals.
Energy Consumption within the Company Following the 2025 merger, Smartfren’s emissions were
Total energy consumption in 2025 reached 4,664,042 integrated into XLSMART’s reporting system, making
GJ, reflecting the operational scale of the integrated 2025 the first year of consolidated emissions data and
network. Renewable sources included 334,087 kWh establishing a baseline reflecting the full operational
from solar panels and 3,000,000 kWh from REC. scope of the combined network. Comparisons with
Non-renewable energy mainly consisted of electricity prior years should account for differences in reporting
from the national grid and fuel used for operational scope.
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Scope of GHG Emissions
In 2025, total emissions were dominated by electricity-related indirect emissions:
Scope 1 Scope 2 Scope 3
(direct fuel use) (purchased electricity) (limited categories during
integration)
3,476.89 tCO₂e 988,304.73 tCO₂e
477.17 tCO₂e
Emission intensity Emission intensity
0.0817 tCO₂e/ 23.254 tCO₂e/
billion Rp billion Rp
Scope 3 Emissions
During integration, XLSMART disclosed two Scope 3 categories:
Business Employee
travel commuting
357.48 tCO₂e 119.69 tCO₂e
Previously, other categories such as transportation, • Internal initiatives:
operational waste, and leased assets were reported. > Development of energy and network monitoring
Scope 3 coverage will expand from 2026 as data systems, including Xinergis, a smart platform for
systems and reporting processes are harmonized. electricity, generator, and water usage tracking
> Expansion of solar panels and renewable
Supporting Low-Emission Ecosystems through electricity procurement via Renewable Energy
Technology and Partnerships Certificates (REC)
XLSMART advances broader climate initiatives through > Company-wide campaigns promoting energy
technology and collaboration. efficiency
• Industry engagement: Participation in the Kadin Net
Zero Hub to support Indonesia’s decarbonization
agenda
• Strategic partnerships:
> Xanh SM – IoT solutions optimizing electric
vehicle fleet operations
> PT Ide Inovatif Bangsa (Quest Motors) – digital
connectivity in electric motorcycles for real-time
monitoring and energy efficiency
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Waste Management From a product and service perspective, XLSMART
continues to optimize material usage through efficient
Telecommunication operations generate various waste paper utilization for vouchers, the use of recycled
streams, including hazardous and non-hazardous materials in marketing kits, the introduction of eSIM
materials from network equipment, batteries, technology, and the gradual replacement of copper
electronics, cooling systems, office activities, and field cables with fiber optic infrastructure.
maintenance. Following the 2025 merger, XLSMART
manages a larger and more complex operational Water Use
footprint under unified procedures, ensuring regulatory Although telecommunications operations are not water-
compliance and adherence to ISO 14001:2015 and ISO intensive, XLSMART monitors water consumption to
45001:2018 standards, with strict oversight of licensed ensure responsible resource use. Water is primarily
third-party service providers. used in office facilities, data centers, and employee
activity areas, with supply sourced from public water
Total Waste Generated from Operations utilities (PDAM). In 2025, total water consumption
In 2025, waste generation increased due to the reached 27,198.99 m³, increasing due to the expansion
dismantling of redundant BTS sites after network of operational facilities following the merger, including
integration. Hazardous waste is handled exclusively additional offices, regional facilities, and data center
by certified operators, while non-hazardous waste is infrastructure, as well as renovation activities at the
minimized through recycling, material substitution, and Sabang Head Office.
employee awareness programs. Controlled dismantling
ensures traceability, refurbishment of reusable Effluent Control and Pollution Prevention
components, and proper disposal of non-recoverable XLSMART’s operations do not generate industrial
materials, supporting XLSMART’s circular economy effluents. Wastewater is limited to domestic
principles and preventing environmental leakage. A sanitation from office facilities and data centers and
certified e-waste vendor was appointed in Q4 2025, is managed through Wastewater Treatment Plants
with full measurement and reporting to commence in operated by building management or licensed third
2026. parties. Environmental monitoring is conducted
in line with ISO 14001:2015, ISO 45001:2018, and
Domestic Waste Management regulatory requirements to prevent pollution and
Domestic office waste primarily includes organic manage environmental risks. Throughout 2025, no
materials and inorganic materials such as plastic, environmental incidents related to spills or leakages
paper, cardboard, metal scraps, broken glass, were reported.
and packaging. Most of this waste is recycled or
repurposed into compost, alternative fuel, or animal The Company also contributes indirectly to emission
feed, minimizing landfill disposal. Handling follows ISO reduction through digital and broadband services
standards and is routinely monitored to ensure proper that support remote work, digital transactions, and
segregation, recording, and disposal. online learning, helping reduce transportation-related
emissions.
Resource Use and Efficiency
Technology to Preserve Biodiversity
Resource Efficiency
XLSMART promotes resource efficiency through XLSMART ensures all network infrastructure—
digitalization, responsible procurement, and material including BTS towers, fiber-optic routes, and
optimization. The Company utilizes the COUPA digital supporting facilities—is located outside protected
procurement platform to reduce paper consumption, areas and biodiversity-sensitive zones. Site selection
prioritizes environmentally certified materials such as and operations follow spatial planning regulations
FSC or PEFC-certified paper, and requires partners to and environmental criteria, coordinated with local
comply with its sustainability principles. Employees are authorities. In 2025, XLSMART did not operate in
encouraged to minimize single-use materials, prioritize conservation areas, protected forests, or other high-
reusable products, and reduce printing through digital biodiversity zones.
correspondence. Waste segregation is implemented
across office areas, separating organic, non-organic,
and plastic waste. Internal initiatives, such as the
Waste Management Race, promote responsible waste
segregation and collective accountability.
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Beyond compliance, XLSMART supports ecosystem sustainability through technology-enabled initiatives with
measurable environmental benefits:
1 HydroponiX–IoT hydroponic system for urban farming, reducing water and nutrient waste and supporting
sustainable food production.
2 X-Maggot–Organic waste processing using Black Soldier Fly larvae, diverting waste from landfills and
promoting circular practices.
3 PowerSense–IoT-based energy management at BTS shelters, optimizing electricity consumption.
4 Xinergis–Smart monitoring of electricity, generator, and water across offices and facilities, enabling data-
driven efficiency.
Future Environmental Priorities
Following the 2025 merger, XLSMART is advancing a three-year sustainability strategy:
1 Net Zero Roadmap (starting 2026) – Aligned with SBTi, covering network operations, data centers,
supply chains, and offices. The merged network is projected to reach 47,000–49,000 sites by end-2026,
emphasizing low-power, energy-efficient equipment and renewable energy.
2 Circular Economy & E-Waste Management – Unified hazardous and electronic waste policy, vendor
compliance, traceability, and partnerships with certified recyclers. The merger increased waste volumes,
making this a core environmental priority.
3 Green Infrastructure Expansion – Growth of Green BTS initiatives and preparation for Green Data Centers
with low-PUE, energy-efficient cooling, and renewable-energy solutions.
4 Scope 3 Emissions Tracking – Establishing baselines for business travel, employee commuting, and product
life-cycle impacts starting 2026 to support comprehensive emissions assessment and supplier engagement.
Environmental Compliance environmental impacts. In 2025, no complaints were
recorded from local communities, reflecting effective
XLSMART monitors environmental risks across preventive measures. Stakeholders may submit
network maintenance, equipment mobilization, and environmental reports, suggestions, or complaints
site operations. Energy efficiency, emissions reduction, through dedicated channels, all of which are reviewed
and responsible waste management minimize potential and addressed according to company procedures.
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Corporate
Data
Corporate
Data
Corporate Snapshot
Our New Identity
Associations Membership
2025 Key Highlights
2025 Accolades and Certifications
Shareholding Structure
Other Securities Listing
Organization Structure
Group Structure
Subsidiaries, Associates, and Joint Ventures
Capital Market Supporting Institutions and Professions
Public Accountant and Audit Firm
Operational Coverage
XLSMART Customer Touchpoints
Disclaimer
Corporate Website Disclosure
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Supported by strategic partnerships and
a strong pipeline of innovative products,
XLSMART is well positioned to lead the
delivery of a true 5G experience to
Indonesia.
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Corporate
Data
Corporate
Snapshot
PT XLSMART Telecom Sejahtera Tbk (formerly PT XL Axiata Tbk)
The name change became effective as of 16 April 2025 following the completion of
PT XL Axiata Tbk’s merger with PT Smartfren Telecom Tbk and PT Smart Telecom on 16
Name of Company April 2025.
Date of Establishment 1989
Telecommunications services and/or telecommunications networks and/or multimedia
Core Business services.
Ownership
34.69% 4.66%
Axiata Investments PT Global Nusa Data
(Indonesia) Sdn. Bhd
2.85%
PT Wahana Inti
30.62% Nusantara
Public
24.57%
2.61% PT Bali Media
Telekomunika
PT Gerbang Mas Tunggal
Sejahtera
Ticker Code EXCL
Exchange Indonesia Stock Exchange
Deed of establishment No. 55 dated 6 October 1989, as amended by Deed No. 79 dated
17 January 1991, both of which were drawn up before Rachmat Santoso, S.H., Notary in
Jakarta, and have been ratified by the Minister of Justice of the Republic of Indonesia by
virtue of his Decree No. C2-515. HT.01.01.TH.91 dated 19 February 1991, and registered in
Company Register maintained by the Registry Office of South Jakarta District court under
No. 670/Not/1991/PN.JKT.SEL and No. 671/Not/1991/PN.JKT.SEL, both dated 21 August
1991, and published in the State Gazette of the Republic of Indonesia No. 90 dated 8
November 1991, Supplement No. 4070.
The Company’s Articles of Association have been amended in compliance to the Law No.
40 Year 2007 regarding Company Law as contained in State Gazette Number 67 dated 21
August 2009, Supplement of State Gazette number 22754 year 2009 and State Gazette
number 81 dated 5 October 2010, Supplement of State Gazette number 27492 year
2010, and have been severally amended as the latest amendment contained in Deed of
Statement of Meeting Resolution No 34 dated 15 April 2025 and the latest composition of
the Board of Directors and the Board of Commissioners of the Company contained in Deed
Legal Basis of of Statement of Meeting Resolution No. 16 dated 12 August 2025, both were made before
Establishment Aulia Taufani, S.H., Notary in Jakarta.
XLSMART Tower
Jl. H.R. Rasuna Said X5 Kavling 11-12 Kuningan Timur, Setiabudi, Jakarta Selatan, 12950
Address Indonesia
+62215761881
Phone Number +62215761880
Email corpsec@xlsmart.co.id
Website https://www.xlsmart.co.id/
Instagram : @xlsmart
TikTok : @xlsmart
X : @XLSMART
Youtube : @XLSMART
LinkedIn : PT XLSMART Telecom Sejahtera Tbk
Social Media Facebook : XLSMART
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Our New Identity
On April 17, 2025, XLSMART
unveiled its new corporate
logo, marking a new chapter in
its brand journey. The “Infinity
World” logogram represents
boundless connectivity and
endless possibilities. Combined
with bold and modern
typography, it embodies
strength, adaptability, and a
humanistic spirit – reflecting the
Company’s drive to continuously
innovate and move forward.
Associations Memberships
No. Organization Company’s Role and Contribution
1 Global Mobile Suppliers Association (GSA) Member
2 Submarine Cable Association (ASKALSI) Supervisory Board; Inter-Institutional Relationship, Training;
Event & Certification; Legal & Regulatory; Restoration & Facility
Management; Member
3 Indonesia Service Dialogue (ISD Council) Member
4 Association of Indonesian Telecommunications Supervisory Board; Secretary General; Member
Operator (ATSI)
5 Indonesian Telematics Society (MASTEL) Member
6 Telecommunications Interconnection Clearing Supervisory Board; Member
Association (ASKITEL)
7 Indonesian Chamber of Commerce and Industry Member
(KADIN)
8 Indonesian Chamber of Commerce and Industry Member
(KADIN DKI Jakarta)
9 Asosiasi Penyelenggara Jasa Internet Indonesia Member
(APJII)
10 Metro Ethernet Forum (MEF) Member
11 Indonesian Corporate Secretary Association (ICSA) Member
12 Dewan TIK Nasional (Wantiknas) Advisory Team Member
13 KADIN NET ZERO Hub Member
14. AEI (Asosiasi Emiten Indonesia) Member
2025 Integrated Annual Report 279
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Corporate
Data
2025 Key Highlights
APRIL MAY JUNE
A Historic Milestone for Advancing Strategic Elevating MSMEs in
Indonesia’s Digital Connectivity Collaboration and Social Value the Digital Economy
Jakarta, 17 April 2025 Jakarta, 20 May 2025 Pontianak, 3 & 10 June 2025
XLSMART was officially established XLSMART entered into a strategic Through the Teman Pintar Indonesia
as an integrated telecommunications partnership with PT Huawei Tech platform, XLSMART delivered the
company, following the merger of PT Investment and PT ZTE Indonesia to program “Branding Your Business
XL Axiata Tbk, PT Smartfren Telecom enhance national network operations Through Content” in collaboration
Tbk, and PT Smart Telecom. This and elevate employee competencies with Kibarnesia, equipping MSMEs
historic milestone ushers in a new era in technology and digital innovation. in West Kalimantan with practical
for Indonesia’s digital connectivity, digital branding capabilities to
reinforcing the Company’s support their business growth.
commitment to expanding Kupang & Cianjur, 23 May
nationwide coverage, accelerating 2025
innovation, and enhancing customer Through Majelis Taklim XLSMART
experience across the archipelago. (MTXLSMART), the Company
developed clean water facilities at
Pondok Pesantren Al-Ummah Al-
Islamiyah in Nagekeo, East Nusa
Tenggara, and Nurul Huda Mosque
in Cianjur, West Java — fully funded
by employee and management
endowments.
Cirebon, 23 May 2025
XLSMART’s management and
employees provided social
assistance to the Budhi Asih
Foundation in Cirebon as part of
a CSR initiative integrated into an
employee engagement program,
strengthening the Company’s social
care values and community impact.
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JULY AUGUST
Strengthening Community Expanding Reach, Innovation,
Impact and Digital Collaboration and Social Impact
Makassar & Surabaya, 8-9 collaboration is a key move towards Gorontalo, 4 August 2025
July 2025 increasing Indonesian women's Through its Smartfren brand,
MTXLSMART organized the participation and empowerment in XLSMART officially launched
Gebyar Muharram 1447 H initiative the digital space through inclusive SMARTFREN services in Gorontalo.
under #GebyarBerbagi and and accessible technology and Residents in the region can now
#BersamaDiMuharram, distributing Artificial Intelligence (AI) literacy. access fast and reliable 4G LTE and
food packages, school supplies, VoLTE connectivity supported by
the XLSMART network. To celebrate
and financial assistance in 10 cities Jakarta, 28 July 2025
including Makassar and Surabaya. the positive community response,
XLSMART reintroduced XL SATU
In Surabaya, the program also SMARTFREN invited the public to
Lite with enhanced devices and
featured an Educational Tourism participate in the SMARTFREN Fun
improved performance to support
initiative benefiting 35 orphans in Run Gorontalo 2025, the 15th city
seamless digital mobility through
collaboration with the Nurul Hayat in the nationwide Fun Run series
simple plug-and-play installation.
Foundation. promoting a healthy and connected
lifestyle.
Jakarta, 31 July 2025
Jakarta, 24 July 2025 Through its XL prepaid service,
XLSMART through its business arm XLSMART launched exclusive
Jakarta, 7 August 2025
XLSMART for BUSINESS, hosted the XLSMART introduced Credit
bundling offers for the OPPO
BRAVO 500 SUMMIT at The Ritz- Control, a new customer-care
Reno14 Series and Motorola Edge
Carlton Pacific Place, Jakarta — a feature designed to provide greater
60 Pro, providing customers with
premier strategic forum attended transparency and peace of mind.
a complimentary 60 GB internet
by approximately 500 corporations, This solution allows subscribers to
quota for one year with easy
1,500 C-level executives, and over lock their credit balance, preventing
activation via the myXL app.
30 expert speakers. Carrying the unintended deductions from services
theme “Together, Advancing Without outside their primary data plan—
Limits,” the summit advanced cross- such as paid SMS, subscription-
sector collaboration to accelerate based content, or basic internet
Indonesia’s digital transformation. charges. This innovation reinforces
XLSMART’s commitment to
empowering customers with full
Mataram, 24 July 2025
control over their service usage
XLSMART through its Sisternet
and enhancing their overall digital
women empowerment initiative, in
experience.
collaboration with the Indonesian
Ministry of Women Empowerment
and Child Protection (KemenPPPA), Jakarta, 15-18 August 2025
officially concluded the 2025 Celebrating the 80th Independence
SheInspire Sinergi Berdaya: Bersinar Day of the Republic of Indonesia,
Bangkit Bersama program at the XLSMART launched a series of
Class III Women's Correctional Facility special promotions across its
in Mataram, West Nusa Tenggara product lines—XL PRIORITAS, AXIS,
(NTB). This closing ceremony marked SMARTFREN, XL SATU, and XL SATU
the conclusion of an intense training BIZ—to express appreciation to loyal
program that covered ten women's customers and encourage broader
correctional facilities in Indonesia. digital inclusion throughout the
nation.
Jakarta, 24 July 2025
In collaboration with the Ministry Jakarta, 19-22 August 2025
of Communication and Digital XLSMART successfully hosted the
Affairs of the Republic of Indonesia EcoFusion Sustainability Week,
(Komdigi), XLSMART released a demonstrating its commitment
strategic collaborative initiative to “connecting every Indonesian
titled #1JutaSisterDigital through the for a better life.” The initiative
Sisternet program at the BRAVO-500 promoted sustainable lifestyle
Summit 2025 in Jakarta. This practices through the theme of
sustainable fashion—a relatable
2025 Integrated Annual Report 281
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Corporate
Data
AUGUST SEPTEMBER
Expanding Reach, Innovation, Strengthening Customer Trust and
and Social Impact Expanding Nationwide Presence
and easy-to-adopt concept that Jakarta, 4 September 2025 participate in the SMARTFREN Fun
inspires environmentally responsible To commemorate National Customer Run 2025. Bengkulu became the
behavior in daily life. Day, XLSMART launched a special 20th destination of this nationwide
appreciation initiative titled “XL campaign focused on strengthening
Jakarta, 21 August 2025 Special Points for Customer Day.” digital inclusion and fostering
In commemoration of Independence Through this program, XLSMART community connectedness.
Month, XLSMART introduced the enhanced customer engagement
“BERKIBAR – United in Connection by offering more personalized Sukabumi, 28 September
for Indonesian Families” campaign and meaningful benefits—such as 2025
through its XL SATU Fixed the distribution of XL Points and Through its religious assembly
Broadband (FBB) and Fixed Mobile SmartPoints rewards as well as Majelis Taklim XLSMART, and
Convergence (FMC) services. This special surprises across multiple in collaboration with Masjid
promotion empowers families to service channels. This initiative Nusantara Foundation, XLSMART
choose internet packages that best reflects the Company’s ongoing officially inaugurated JEMARI
suit their digital needs at home commitment to delivering a superior (Bridge of Perpetual Charity) in
and on the go. This initiative also and customer-centric experience. Kampung Cisepat, Cibaregbeg
marks a significant milestone: First Village, Saranten Sub district,
Media services for new customers Bali, 10 September 2025 Sukabumi Regency, West Java. The
are now officially integrated into XLSMART and PT Telkom Indonesia bridge, stretching 36 meters long
XL SATU. The transition enables a (Persero) Tbk (Telkom) signed a and 1.5 meters wide, provides safe,
fully digital onboarding experience strategic partnership agreement reliable, and sustainable access for
and further strengthens XLSMART’s during the Bali Annual Telkom approximately 560 residents from
ability to deliver an optimized and International Conference (BATIC) 350 families living in Cibaregbeg
unified connectivity experience 2025. The collaboration focuses and Puncak Manggis Villages—
for households across Indonesia on strengthening service quality who were previously isolated
through the #FirstMediaJadiXLSATU and exploring innovative business due to limited transportation
movement. opportunities. By combining routes. This initiative reinforces
resources and expertise, both XLSMART’s long-term commitment
Cikarang, 22 August 2025 companies aim to accelerate digital to improving community welfare
XLSMART for BUSINESS partnered transformation and expand the and enabling better connectivity
with ASTRAtech to unveil an nation’s digital ecosystem. beyond telecommunications.
innovative 5G-based Autonomous
Drone for Goods Delivery. Designed Kupang, 27 September 2025
specifically for the manufacturing SMARTFREN organized the
sector, this technology aims to SMARTFREN Fun Run 2025 in
improve logistics efficiency, address Kupang as an expression of gratitude
labor shortages, and reduce time for the community’s warm support.
and operational costs—representing Kupang marks the 18th city in this
a major step forward in industrial nationwide event series. Carrying
digitalization. the spirit of "Go Beyond, Together"
the event promotes a healthy lifestyle
Banda Aceh, 31 August 2025 while showcasing the role of digital
XLSMART, through its Smartfren connectivity in bringing communities
brand, officially expanded its reliable closer and supporting economic and
4G LTE and VoLTE services into social progress.
the Province of Aceh. To celebrate
the community’s enthusiasm, Bengkulu, 28 September 2025
SMARTFREN held the 17th edition XLSMART, through its SMARTFREN
of the SMARTFREN Fun Run 2025 brand, officially expanded 4G LTE
series, reinforcing the Company’s and VoLTE service coverage to
commitment to promoting digital Bengkulu Province. To celebrate this
inclusion and meaningful community milestone and appreciate the positive
engagement. reception from the community,
SMARTFREN invited the public to
282 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
OCTOBER
Empowering Communities
Through Connectivity and Innovation
Pangkalpinang, 6-8 October
2025 Menuju Cuan” (Creating Content to with disabilities—including the Deaf,
Through its social and educational Drive Sales, Many Paths to Profit), Physically Disabled, and Visually
initiative Teman Pintar Indonesia, this initiative supports MSMEs in Impaired. The program reflects
XLSMART delivered the Content strengthening their competitiveness the philanthropy pillar of Tri Karsa,
Creator Academy (CCA) in in the digital economy, backed by prioritizing humanitarian support,
Pangkalpinang, Bangka Belitung XLSMART’s enhanced network health initiatives, and empowerment
Islands. As part of the Education pillar coverage across Kalimantan for people with disabilities.
within the company’s Tri Karsa CSR following the merger.
framework, this initiative focuses Jakarta, 25 October 2025
on expanding access to digital Gianyar, 13 October 2025 Through its SMARTFREN brand,
education, enhancing technology Through its SMARTFREN brand, XLSMART successfully staged the
literacy, and developing a digitally XLSMART officially expanded its 4G grand music concert SMARTFREN
capable workforce—supporting LTE and VoLTE network coverage Malam 100 Cinta 2025 at JIEXPO
national efforts to achieve the to the Bali regencies of Gianyar, Kemayoran. The event brought
Sustainable Development Goals Klungkung, and Karangasem. thousands of spectators together for
on quality education and reduced In line with the spirit “Bersama, a unique fusion of orchestral music,
inequalities. This program reflects Melaju Tanpa Batas” ("Go Beyond, cross-generational performances,
XLSMART’s commitment to inspire Together"), the expansion enables and immersive digital visuals—
young generations to "Go Beyond, communities to enjoy faster, more celebrating Indonesia’s creative
Together" stable connectivity that supports spirit. Aligned with SMARTFREN
communication, education, tourism, 100% FOR INDONESIA, the concert
Jakarta, 10 October 2025 and growth of the local creative reaffirmed the brand’s commitment
Through its XL SATU brand, XLSMART economy. to connecting people through art,
officially launched the “TAMBAH culture, and technology.
CEPAT! Lebih Cepat, Lebih Hebat” Jakarta, 18 October 2025
(Faster and Greater) campaign. The XLSMART through its flagship
initiative responds to rising demand women’s empowerment program,
for faster and more reliable home Sisternet, launched the Sisternet
connectivity, expanding the reach of Festival 2025 under the theme
Fixed Broadband and Fixed Mobile “Unlimited Creativity, Empowered
Convergence services across the Independence.” The event also
country. This campaign enables marked the kickoff of the national
more Indonesian families to enjoy movement #1MillionDigitalSisters,
superior digital experiences for work, expanding the program’s reach
study, entertainment, and other after successfully impacting 1.3
online activities. million women across Indonesia.
The initiative reinforces XLSMART’s
Singkawang, 12 October 2025 dedication to building digital literacy,
XLSMART strengthened its creativity, and self-reliance among
commitment to economic Indonesian women.
empowerment through the Tri Karsa
CSR initiative “Teman UMKM Naik Kediri, 22 October 2025
Kelas” (Empowering MSMEs to Level XLSMART continued to demonstrate
Up). The program delivered digital its strong focus on Diversity,
capability and content-creation Equity, and Inclusion (DEI) through
workshops to 300 MSMEs from the “XLSMART Peduli Disabilitas
Singkawang, Bengkayang, Sambas, Berdaya” program. Held at Viva
and Mempawah (Singebaswah Hotel Kediri, the initiative provided
region). Carrying the theme digital literacy and entrepreneurship
“Ngonten Buat Jualan, Banyak Jalan training for dozens of participants
2025 Integrated Annual Report 283
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Corporate
Data
NOVEMBER
Expanding Digital Access and
Supporting a Healthy Lifestylez
Jakarta, 3 November 2025 a healthy lifestyle and community Bojonegoro, 25 November
SMARTFREN set a national record togetherness. 2025
as the “Telecommunication Service SMARTFREN extended 4G LTE and
Provider with the Most Running Events Lombok, 18 November 2025 VoLTE services in Bojonegoro and
in One Year” through SMARTFREN XLSMART held the Pesantren Digital surrounding areas such as Tuban,
Fun Run 2025. Over the course of a program at Qamarul Huda Islamic Lamongan, and Gresik, supporting
year, the event was held in 22 cities Boarding School, Central Lombok, the energy, agriculture, MSME,
across Indonesia, with more than attended by 600 participants government, and education sectors
15,000 participants. The award was including students of MTS/MA/SMK, in western East Java.
presented by MURI Deputy Director university students, and school
Osmar Susilo to SMARTFREN management. The program focused Padang, 27 November 2025
XLSMART Chief Marketing Officer on utilizing Artificial Intelligence (AI) XLSMART held Pesantren Digital
Sukaca Purwokardjono at XLSMART for social media content creation, programs at YPUI Darul Ulum Islamic
Tower, Jakarta. supporting XLSMART’s Tri Karsa Boarding School, Banda Aceh (18
CSR education pillar and the SDGs November) and Minangkabau
Bengkulu, 5 November 2025 related to quality education. Village Islamic Boarding School,
XLSMART expanded its network Padang (26 November). The
and upgraded telecommunications program expands access to digital
infrastructure in Bengkulu Province Jakarta, 20 November 2025 education, enhances technology
to provide fast and reliable XLSMART, through AXIS in literacy, and develops competent
connectivity. Over the past two collaboration with Waste4Change, human resources in the digital era.
years, data traffic increased by successfully implemented the Zero
approximately 62% with more than Waste to Landfill concept at AXIS Pontianak, 30 November
280,000 subscribers. A total of 305 Nation Cup 2025. All tournament 2025
base transceiver stations (BTS) were waste was managed responsibly, SMARTFREN Fun Run 2025 was held
added and modernized to maintain supporting XLSMART’s office Waste in Pontianak, West Kalimantan, at
service quality. Management program. Sultan Syarif Abdurahman Stadium.
The event served as a community
Bima, 10 November 2025 Semarang, 22 November festival combining a 5K run, musical
XLSMART through SMARTFREN 2025 entertainment, MSME bazaar,
extended its 4G LTE and VoLTE XLSMART strengthened women’s and SMARTFREN promotions,
services to cover three times more empowerment through the Bunda supported by fast and stable data
area in West Nusa Tenggara, Pintar program in the Ruang network connectivity.
reaching Bima Regency. Network Bersama Indonesia (RBI) network
strengthening was carried out managed by the Ministry of Women’s Kebumen, 30 November
in stages across Lombok Island Empowerment and Child Protection 2025
(Mataram, Cakranegara, Praya, (KemenPPPA). The program will SMARTFREN Fun Run 2025 in
Selong, Tanjung, Pemenang) reach 30 villages/subdistricts in 15 Kebumen provided a gathering
and Sumbawa Island (Sumbawa priority cities/regencies, providing space for residents and running
Besar, Taliwang, Alas, Dompu, internet access and digital literacy communities, showcasing the
and subdistricts in Bima). This training for mothers, as part of the readiness of SMARTFREN’s 4G
expansion supports communication, Women Empowerment pillar in LTE and VoLTE networks covering
online learning, public services, XLSMART’s Tri Karsa CSR. more areas in Central Java
MSME development, and tourism
and Yogyakarta. Around 500
promotion. Klaten, 23 November 2025 participants ran the 5K route, joined
SMARTFREN expanded 4G LTE fun Zumba sessions, and received
Central Tapanuli, 16 November and VoLTE coverage in Central exciting door prizes, all supported
2025 Java and Yogyakarta, including by fast and stable data connectivity.
SMARTFREN Fun Run 2025 was Klaten and Kebumen, supporting
held at Pandan Sports Hall, Central communication, online learning,
Tapanuli, marking the 25th event in public services, MSME development,
the national series. More than 500 tourism promotion, and digital
participants joined the 5K fun run, lifestyle.
showcasing public enthusiasm for
284 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
DECEMBER
Expanding Digital Access and
Strengthening Community Empowerment
Jakarta, 3 December 2025 literacy among young people, City and Regency, Jombang Regency,
XLSMART reinforced its commitment preparing them to use technology and surrounding areas, supporting
to women’s empowerment in the productively and responsibly. education, MSMEs, tourism, and
digital economy through the presence manufacturing sectors in Central East
of Director & Chief Information Jepara, 12 December 2025 Java.
Technology Officer, Yessie D. Yosetya, XLSMART organized the Content
as Indonesia’s representative at the Creator Academy (CCA) as part of Denpasar, 17 December 2025
G20 EMPOWER Annual Summit in Teman Pintar Indonesia, with the XLSMART, through the XL brand,
Johannesburg, South Africa (20– theme “Level Up Your Digital Life.” officially launched XL Ultra 5G+ in
21 November 2025). XLSMART This series of activities also took Denpasar, Badung, and 11 other
presented its Sisternet program place in Lampung and East Lombok cities/regencies across Indonesia.
as a best-practice example from (8–17 December 2025). The program This service delivers next-generation
Indonesia’s private sector, bridging supports the Education pillar of connectivity that is fast, stable, and
public and private commitments XLSMART’s Tri Karsa CSR, expanding ready to meet the digital needs of
to empower women in the digital digital education access, enhancing communities.
economy. technology literacy, and developing
competent human resources in the Jakarta, 18–19 December 2025
Pasuruan, 5 December 2025 digital era. The Sisternet program launched two
Through the Pesantren Digital women’s economic empowerment
program, XLSMART provided digital Blitar, 13 December 2025 initiatives: Sisternet SheInspire at the
literacy and Artificial Intelligence (AI) XLSMART, through the Kelas Cerdas Denpasar Correctional Center and
training for hundreds of students, Digital (KCD) program in collaboration registration for the Kompetisi Modal
educators, and administrators at with Gerakan Donasi Kuota (GDK), Pintar Sisternet 2026 (KMP 2026) with
Integrated Islamic Boarding School provided digital literacy training the theme “Go Export.” The program
Queen Zam Zam. Training covered for students and communities. The targeted approximately 50 female
digital dakwah content creation, program is part of the Tri Karsa CSR correctional clients.
Islamic Boarding School promotion, framework, focusing on Philanthropy,
MSME product marketing, the use Women Empowerment, and Medan, 22 December 2025
of popular AI applications, prompt Education. XLSMART employees, through Majelis
creation, scheduling posts, and social Ta’lim XLSMART (MTXLSMART),
media ethics in accordance with Demak, 14 December 2025 distributed humanitarian aid to
Islamic principles. The Pesantren Digital program at communities affected by floods
Nurul Hikmah Bintoro Islamic Boarding and landslides in North Sumatra,
Pangkalpinang, 7 December School involved 175 participants, Aceh, and West Sumatra. Assistance
2025 including students and teachers. The included basic food supplies, clothing,
XLSMART, through its SMARTFREN program expands access to digital worship items, blankets, clean water,
brand, hosted the SMARTFREN Run education, enhances technology as well as spiritual and psychological
5K, combining recreational running literacy, and prepares Islamic support for children.
with family entertainment. XLSMART Boarding School human resources to
also announced the expansion of be competent and adaptive. Aceh Tamiang, 30 December
its network to three times larger 2025
coverage in Pangkal Pinang and Sleman, 15 December 2025 XLSMART, in collaboration with the
Pematangsiantar, providing fast and XLSMART, through SMARTFREN, Ministry of Communication and Digital
stable internet connectivity. held the SMARTFREN Fun Run 2025 Affairs (KOMDIGI), accelerated the
in Sleman, Yogyakarta. The event recovery of telecommunications
Bandar Lampung, 9 December brought together local communities, networks after floods and landslides.
2025 running enthusiasts, and families, By the end of December, network
The Teman Pintar Indonesia program while showcasing the readiness of the restoration reached approximately
was held in Lampung under the theme 4G LTE and VoLTE network that now 95% in Aceh, nearly 100% in North
“Level Up Your Digital Life,” involving reaches more areas. Sumatra, and 100% in West Sumatra,
more than 1,000 students from four ensuring stable communication
schools (MAN 1, SMAN 15, MAN 2, Mojokerto, 15 December 2025 and information access for affected
and SMKN 2 Bandar Lampung). The SMARTFREN expanded its 4G LTE communities.
program aims to improve digital and VoLTE coverage to Mojokerto
2025 Integrated Annual Report 285
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Corporate
Data
2025 Accolades
and Certifications
No Date Awards Awarding Party Category
1 14 May 2025 Bina Mitra UMKM Corporate Forum for Received by XLSMART for BUSINESS
Award (BMUA) Community Development
2025 (CFCD) Foundation
2 15 May 2025 MIX Marcomm Mix Marcomm (SWA Marcomm Dream Team 2025, received by XL SATU
Award Media Group)
3 26 May 2025 Selular Award Selular Media Network • Best Digital Technology For Business – received
2025 (SMN) by XLSMART for BUSINESS
• Best Embedded Subscriber Identity Module
(eSIM)- received by XLSMART
4 3 June 2025 CXtraordinary Marketing magazine in • CXtraordinary Tech Award – for System
Evening 2025 collaboration with CARRE Availability & Reliability, under the leadership of
CX Expert Yessie Dianty Yosetya.
• Exceptional Service Performance – for XL Digital
Care.
5 30 June 2025 Bisnis Indonesia Bisnis Indonesia B2B Digital Innovation Leader, received by XLSMART
2025 Award 2025 for BUSINESS
6 4 July 2025 Anugerah ESG IDX Channel XLSMART was recognized for their program
2025 "Integrated ESG Initiatives Towards a Sustainable
Telecommunications Business, received by Ratu
Ommaya, Head of Sustainability of XLSMART
7 23 July 2025 Technologue Technologue.id Best Network Quality Category, received by Reza
Award 2025 Mirza, Group Head of Corporate Communication &
Sustainability
8 25 July 2025 AWS Generative AI Amazon Web Services • Grand Innovation Champion Category, received
Hackathon by the Intelligent API Team
• Special Recognition Award, received by the XL
Architect Team
• Enterprise Excellence Award, received by the
Anwar AI Team
9 14 August Anugerah Ekonomi detikcom Received by Mr. Andrijanto Muljono
2025 Hijau Award 2025
10 14 August PR of The Year MIX Marcomm • The Best Crisis Management, received by
2025 Awards 2025 XLSMART
• Spokesperson in the Telecommunication & Utility
Industry Category, received by Merza Fachys,
Director & Chief Regulatory Officer
• Senior PR Practitioners in the
Telecommunications & Utility Industry Category,
received by Reza Mirza, Group Head of Corporate
Communication & Sustainability
• Junior PR Practitioners in the Telecommunications
& Utility Industry Category, received by Estella
Maria, External Communication and Issue
Management
11 12 September FORTUNE Fortune Indonesia Received by Merza Fachys, Director & Chief
2025 Indonesia 100 Regulatory Officer.
Awards 2025
12 3-4 October SMDD Award Sinarmas • Sustainable Solution Award and XLSMART
2025 Connecting Indonesia Sustainably: Digital for
People and Planet, received by Reza Mirza,
Group Head of Corporate Communication
& Sustainability, XLSMART, and Ratu Maulia
Ommaya, Head of Sustainability, XLSMART
• Women in Tech – Change Maker Award,
awarded to Adelia Theresa Panjaitan, Sinar Mas
Communication & Technology | Program Owner
Sisternet by XLSMART
• AI Breakthrough Award – AI-Powered Geo-
Intelligent Network Optimization (GINO), received
by Atik Nurul Aini, Sinar Mas Communication &
Technology, XLSMART Integration Office
286 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
No Date Awards Awarding Party Category
13 16 October MIX Marcomm Mix Marcomm (SWA • Sustainability Warrior – Top Leader Warrior,
2025 2025 Indonesia Media Group) received by Reza Mirza, Group Head of Corporate
Corporate Communication & Sustainability, XLSMART
Sustainability • The Most Caring & Creative Company in the Telco
Award & Utility Industry, received by Ratu Ommaya,
Head of Sustainability, XLSMART
• Sustainability Warrior – Sustainability Warrior
Team, received by XLSMART – CSR Team
• Sustainability Warrior – Top Leader Warrior,
received by Reza Mirza, Group Head of Corporate
Communication & Sustainability, XLSMART
14 21 October CNBC Indonesia CNBC Indonesia Best Technology Innovation in B2B,received by
2025 AWARDS Mr. Andrijanto Muljono, Director & Chief Enterprise
Strategic Relationship Officer XLSMART
15 17 November Customer Service SWA Media Group and Customer Contact Center XLSMART and Key
2025 Champions 2025 Business Digest Speakers at the “Building a Customer-Centric Culture
for Sustainable Service Excellence” event,received
by Mr. M. Yunus, Group Head of Customer Contact
Center, XLSMART
16 11 December INAICA (Indonesia Markplus Institute AI-Driven B2B Marketing Awards and Digital
2025 AI Corporate Visioning Awards, received by Mr. Andrijanto Muljono,
Awards) - Markplus Director & Chief Enterprise Strategic Relationship
Conference 2026 Officer XLSMART
17 13 December Customer Journey Marketing Magazine Enjoying Internet Service Provider (Conventional),
2025 Experience Award received by Mr. Feiruz Ikhwan. Director & Chief
2025 Strategy & Home Business Officer, XLSMART
Certification Validity Issuer
ISO 27001:2022 Information Security Management - International Organization for
Systems (ISMS) Standardization
ISO 27701:2019 Privacy Information Management 18 December 2027 British Standards Institute
System (PIMS)
ISO 9001:2015 Quality Management System 5 January 2027 British Standards Institute
(Recertification)
ISO 20000-1:2018 IT Service Management System 14 January 2027 British Standards Institute
(Recertification)
SNI ISO 37001:2016 Anti Bribery Management 4 November 2027 MSA Certification
System
ISO 22301:2019 Business ContinuityManagement 11 December 2027 British Standards Institute
System (Surveillance)
ISO 14001:2015 Environmental Management System 31 August 2028 British Standards Institute
(Surveillance)
ISO 45001:2018 Occupational Health and Safety 31 August 2028 British Standards Institute
Management System (Surveillance)
ISO 27001:2013 Information Security Management 25 November 2026 British Standards Institute
System (Recertification)
Occupational Health and Safety Management December 2026 Ministry of Manpower
System
Contractor Safety Management System High Risk 16 November 2027 PT Pertamina Persero
Project
Contractor Safety Management System High Risk 13 March 2026 Petrochina International Jabung Ltd
Project
ICA Certificate in Compliance - International Compliance Association
2025 Integrated Annual Report 287
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Corporate
Data
Certification Validity Issuer
Business Continuity Management Certified 30 August 2025 National Professional Certification
Professional Agency
Certified Information Systems Auditor 31 January 2023 Certified Information Systems Auditor
– An ISACA Certification
Certified Risk Management Practices 31 May 2026 National Professional Certification
Agency
Certified Information Systems Auditor 31 December 2025 Certified Information Systems Auditor
– An ISACA Certification
Certified Information Privacy Manager 1 December 2024 – 30 International Association of Privacy
November 2026 Professional
Shareholding Structure
Shareholders with 5% or More and Public
As of 1 January 2025 and 31 December 2025
1 January 2025 31 December 2025
Shareholders
Total Shares % Total Shares %
Axiata Investments (Indonesia) Sdn. Bhd.* 8,697,163,762 66.25 6,313,716,868 34.69
PT Bali Media Telekomunikasi* - - 4,471,264,558 24.56
Treasury Stock 56,487,800 0.43 0 0
Public 4,374,779,103 33.32 5,572,428,715 30.62
*Axiata Investments (Indonesia) Sdn. Bhd. and PT Bali Media Telekomunikasi are the Company’s controlling shareholders along with PT Global Nusa
Data (4.66%) PT Wahana Inti Nusantara (2.85%) and PT Gerbangmas Tunggal Sejahtera (2.61%).
Share Ownership by the Board of Commissioners and Board of Directors (Directly and Indirectly)
As of 1 January 2025 and 31 December 2025
1 January 2025 31 December 2025
Shareholders Position
Total Shares % Total Shares %
Board of Commissioners
Dr. Muhamad Chatib Basri 1) President Commissioner - - - -
Arsjad Rasjid 2)
President Commissioner - - - -
Vivek Sood 3) Commissioner - - - -
Dr. Hans Wijayasuriya 1)
Commissioner - - - -
L. Krisnan Cahya 2)
Commissioner - - - -
Nik Rizal Kamil 3) Commissioner - - - -
Julianto Sidarto 1)
Independent Commissioner - - - -
Robert Pakpahan 2) Independent Commissioner - - - -
Yasmin Binti Aladad Khan 1)
Independent Commissioner - - - -
Willem Lucas Timmermans 2)
Independent Commissioner - - - -
Didi Syafruddin Yahya 1) Independent Commissioner - - - -
Retno Lestari Priansari Marsudi 2)
Independent Commissioner - - - -
288 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
1 January 2025 31 December 2025
Shareholders Position
Total Shares % Total Shares %
Board of Directors
Dian Siswarini 4) President Director & Chief 9,764,622 0.074
Executive Officer
Rajeev Sethi 6) President Director
Feiruz Ikhwan 7) Director & Chief Strategy & 222,134 0.002 222,134 0.0012205
Home Business Officer
David Arcelus Oses 7) Director & Chief 4,534,069 0.035 4,534,000 0.0249123
Commercial Officer
Abhijit J. Navalekar 4) Director & CCO – Home & 21 -
Convergence
Antony Susilo 6) Director & Chief Financial
Officer
Yessie D. Yosetya 7) Director & Chief Information 2,188,845 0.017 1,899,700 0.0104380
Technology Officer
I Gede Darmayusa 5) Director & CSTIO - 254,924 0.001
Technology
Andrijanto Muljono 6) Director & Chief Enterprise 66 0.0000004
& Strategic Relationship
Officer
Rico Usthavia Frans 4) Director & Chief IT Digital - -
Analytics Officer
Shurish Subbramaniam 6) Director & Chief Technology
Officer
Merza Fachys 6) Director & Chief Regulatory
Officer
Jeremiah Ratadhi 6) Director & Chief People
Officer
Sanjay Kumar Gordhan A Vaghasia Director & Chief Integration 300,000 0.0016484
8)
Officer
Note:
All members of the Board of Directors and the Board of Commissioners do not have any indirect ownership of the Company’s shares.
1) No longer serving as a member of the Board of Commissioners effective as of 16 April 2025.
2) Serving as a member of the Board of Commissioners effective as of 16 April 2025.
3) Reappointed as a member of the Board of Commissioners effective as of 16 April 2025.
4) No longer serving as a member of the Board of Directors effective as of 25 March 2025
5) No longer serving as a member of the Board of Directors effective as of 16 April 2025.
6) Serving as a member of the Board of Directors effective as of 16 April 2025.
7) Reappointed as a member of the Board of Directors effective as of 16 April 2025.
8) Serving as a member of the Board of Directors effective as of 12 August 2025.
2025 Integrated Annual Report 289
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Corporate
Data
Shareholding by Classification
As of 1 January 2025
Shareholders Total Shareholders Total Shares %
Local Investors
Indonesia Individuals 19,613 415,732,024 3.16665
Cooperatives 5 451,600 0.00344
Foundation 14 25,631,611 0.19524
Pension fund 71 156,317,685 1.19068
Insurance 154 297,644,633 2.26718
Bank 1 250,000 0.00190
Limited liabilities Companies 85 359,002,568 2.73454
Mutual Funds 168 449,191,583 3.42152
Sub-Total 20,111 1,704,221,704 12.98115
Foreign Investors
Foreign Individuals 74 16,848,312 0.12833
Foreign Institutions 263 11,407,360,649 86.89051
Sub-Total 337 11,424,208,961 87.01884
Total 20,448 13,128,430,665 100.0000
As of 31 Desember 2025
Shareholders Total Shareholders Total Shares %
Local Investors
Indonesia Individuals 220,867 420,291,004 2.30931
Cooperatives 7 310,973 0.0017
Foundation 16 6,454,059 0.3546
Pension fund 50 61,170,946 0.33611
Insurance 162 261,138,868 1.43484
Limited liabilities Companies 196 6,548,456,051 35.98080
Mutual Funds 172 345,429,658 1.89798
Sub-Total 221,470 7,643,251,559 41.99621
Foreign Investors
Foreign Individuals 142 3,037,092 0.01669
Foreign Institutions 278 10,553,573,800 57.98711
Sub-Total 420 10,556,610,892 58.00380
Total 221,890 18,199,862,451 100.00000
Top 20 Shareholders
As of 1 January 2025
No. Name Shares % Status
1 AXIATA INVESTMENTS (INDONESIA) SDN BHD 8,697,163,762 66.2467890 Foreign Entity
2 CITIBANK HONG KONG S/A CITIBANK HK SA PBG CLIENTS HK 422,164,900 3.2156540 Foreign Entity
3 UOB KAY HIAN PRIVATE LIMITED AC CLIENTS6 316,478,900 2.4106377 Foreign Entity
4 BNYM RE BNYMLB RE EMPLOYEES PROVIDENT 292,414,675 2.2273391 Foreign Entity
FDBOARD-2039927326
5 DBS BANK LTD SG S/A FERRYMOUNT INVESTMENTS LIMITED 177,803,117 1.3543364 Foreign Entity
6 CITIBANK NEW YORK S/A GOVERNMENT OF NORWAY - 16 141,200,000 1.0755284 Foreign Entity
290 PT XLSMART Telecom Sejahtera Tbk
Page 293
Connecting Indonesia:
One Purpose-One Future
No. Name Shares % Status
7 PT CGS INTERNATIONAL SEKURITAS INDONESIA 121,100,000 0.9224256 Limited Liability
Company
8 CITIBANK NEW YORK S/A GOVERNMENT OF NORWAY - 15 99,872,700 0.7607360 Foreign Entity
9 PT PROVIDENT INVESTASI BERSAMA TBK 88,000,000 0.6703010 Limited Liability
Company
10 UOB KAY HIAN PTE LTD 76,526,400 0.5829059 Foreign Entity
11 CGS INTERNATIONAL SECURITIES SINGAPORE PTE LTD 71,229,345 0.5425580 Foreign Entity
12 CGS INTERNATIONAL SECURITIES SINGAPORE PTE LTD A/C CLIENT 68,832,700 0.5243026 Foreign Entity
- TRUST (INSTI)
13 UOB KAY HIAN PRIVATE LIMITED AC CLIENTS5 64,957,400 0.4691951 Foreign Entity
14 PMCB NA RE-VANGUARD TOTAL INTERNATIONAL STOCK INDEX 61,597,958 0.4691951 Foreign Entity
FUND
15 JPMCB NA RE - VANGUARD EMERGING MARKETS STOCK INDEX 58,164,608 0.4430431 Foreign Entity
FUND
16 PT ELANG MAHKOTA TEKNOLOGI TBK 55,688,000 0.4241787 Limited Liability
Company
17 CITIBANK NEW YORK S/A EMERGING MARKETS CORE EQUITY 44,053,345 0.3355568 Foreign Entity
PORTFOLIO OF DFA INVESTMENT D
18 SIX SIS LTD 44,000,000 0.3351505 Foreign Entity
19 SSB 2Q27 ISHARES CORE MSCI EMERGING MARKETS ETF- 43,251,700 0.3294506 Foreign Entity
2183966403
20 DBAG,SS CLT AC F DBAG,BKK (KB-DCS) CLT AC 41,900,000 0.3191547 Foreign Entity
SIAFNFRI-864134317
As of 31 December 2025
No. Name Shares % Status
1 AXIATA INVESTMENTS (INDONESIA) SDN BHD 6,313,716,868 34.6910142 Foreign Entity
2 PT BALI MEDIA TELEKOMUNIKASI 4,471,264,558 24.5675734 Limited Liability
Company
3 WINSLEY INTERNATIONAL ENGINEERING LIMITED 880,000,000 4.8352014 Foreign Entity
4 PT GLOBAL NUSA DATA 848,722,195 4.6633440 Limited Liability
Company
5 PT WAHANA INTI NUSANTARA 518,109,471 2.8467769 Limited Liability
Company
6 CITIBANK HONG KONG S/A CITIBANK HK SA PBG CLIENTS HK 483,164,900 2.6547723 Foreign Entity
7 PT GERBANGMAS TUNGGAL SEJAHTERA 475,620,644 2.6103621 Limited Liability
Company
8 CGS INTERNATIONAL SECURITIES SINGAPORE PTE LTD A/C CLIENT 425,559,536 2.3382569 Foreign Entity
- TRUST (INSTI)
9 UOB KAY HIAN PRIVATE LIMITED AC CLIENTS – 5 331,365,300 1.8207022 Foreign Entity
10 UOB KAY HIAN PRIVATE LIMITED AC CLIENTS – 6 316,478,900 1.7389082 Foreign Entity
11 FITZGERALD & WILKINSON INVESTMENTS LTD 214,676,787 1.1795517 Foreign Entity
12 UOB KAY HIAN PTE LTD 153,340,878 0.8425387 Foreign Entity
13 LAZADA SOUTH EAST ASIA PTE LTD 134,095,340 0.7367932 Foreign Entity
14 LYME SECURITIES LIMITED 131,782,133 0.7240831 Foreign Entity
15 PT GEMA LINTAS BENUA 95,800,026 0.5263777 Limited Liability
Company
16 PT NUSANTARA INDAH CEMERLANG 86,822,327 0.4770494 Limited Liability
Company
17 CORPORATE UNITED INVESTMENTS LIMITED 78,807,744 0.4330129 Foreign Entity
18 LAZADAPAY HOLDINGS PTE LTD 74,468,009 0.4091680 Foreign Entity
19 CITIBANK NEW YORK S/A GOVERNMENT OF NORWAY - 15 72,274,900 0.3971178 Foreign Entity
20 JPMCB NA RE-VANGUARD TOTAL INTERNATIONAL STOCK INDEX 66,360,558 0.3646212 Foreign Entity
FUND
2025 Integrated Annual Report 291
Page 294
Corporate
Data
Share Listing History
Par Value Offer Pricing
Corporate Actions Total Shares Shares Listing Date
Per Share (Rp)
Initial Public Stock Offering 1,427,500,000 100 2,000 Indonesia Stock Exchange 29
(formerly Jakarta Stock September
Exchange) 2005
Limited Public Offering I with 1,418,000,000 100 2,000 Indonesia Stock Exchange 1 December
Pre-emptive Rights 2009
New Incentive Shares without 10,566,332 100 5,600 Indonesia Stock Exchange 28 April
Pre-emptive Rights in the 2011
framework of Long-Term
Incentive 2010-2015 Grant
Date I
New Incentive Shares without 7,710,279 100 5,600 Indonesia Stock Exchange 16 April
Pre-emptive Rights in the 2012
framework of Long-Term
Incentive 2010-2015 Grant
Date II
New Incentive Shares without 8,214,056 100 5,600 Indonesia Stock Exchange 12 April
Pre-emptive Rights in the 2013
framework of Long-Term
Incentive 2010-2015 Grant Date
III
New Incentive Shares without 6,891,003 100 4,888 Indonesia Stock Exchange 21 April
Pre-emptive Rights in the 2015
framework of Long-Term
Incentive 2010-2015 Grant Date
V
New Incentive Shares without 8,986,668 100 3,621 Indonesia Stock Exchange 4 April 2016
Pre-emptive Rights in the
framework of Long-Term
Incentive 2010-2015 Grant Date
VI
Limited Public Offering II with 2,137,592,085 100 3,150 Indonesia Stock Exchange 20 May
Pre-emptive Rights 2016
New Incentive Shares without 18,052,107 100 2,285 Indonesia Stock Exchange 1 April
Pre-emptive Rights in the 2020
framework of Long-Term
Incentive 2016-2020 Grant
Date II
New Incentive Shares without 18,662,246 100 2,328 Indonesia Stock Exchange 9 March
Pre-emptive Rights in the 2021
framework of Long-Term
Incentive 2016-2020 Grant
Date III
Limited Public Offering III with 2,403,755,889 100 2,080 Indonesia Stock Exchange 20
Pre-emptive Rights December
2022
Issuance of Consideration 5,071,431,786 100 - Indonesia Stock Exchange 16 April
Shares* 2025
*Note:
At the effective date of merger, the Company issued 5,071,431,786 shares as a consideration transferred to the shareholders of PT Smartfren Telecom
Tbk and PT Smart Telecom (collectively referred to as “SMART”) as stipulated in the Conditional Merger Agreement. The share issuance was based on
a conversion rate of 1 (one) PT Smartfren Telecom Tbk (FREN) share to 0.011 of the Company’s share and 1 (one) PT Smart Telecom share to 0.005 of
the Company’s share. All assets and liabilities of SMART were transferred to the Company and the legal entity of SMART was dissolved. In connection
with the merger, the Indonesia Stock Exchange (IDX) delisted all securities of PT Smartfren Telecom Tbk (FREN) effective as of 16 April 2025 2025,
pursuant to the provisions of point A number 8 of IDX Regulation No. I-G concerning Merger or Consolidation. Accordingly, as of that date, FREN
securities are no longer traded on the IDX.
292 PT XLSMART Telecom Sejahtera Tbk
Page 295
Connecting Indonesia:
One Purpose-One Future
Other Securities Listing
The Company has issued debt securities in the form of including those that remain outstanding as well as those
bonds and sukuk in previous years as part of its financing that have been fully settled. The details are set out in the
activities. To provide comprehensive disclosure, this table below:
report presents information on all such securities,
Bonds
Principal Interest
Credit Listing Maturity
Bonds Series Tenor Amount Rate Status
Rating Exchange Date
(in million Rp) (%)
Shelf Bonds
Indonesia
II XL Axiata AAA(idn) 1 September
A 3 years 735,225 6.75 Stock Settled
Tranche (Triple A) 2025
Exchange
I Year 2022
Shelf Bonds
Indonesia
II XL Axiata AAA(idn) 1 September
B 5 years 411,855 7.40 Stock Outstanding
Tranche I (Triple A) 2027
Exchange
Year 2022
Shelf Bonds
Indonesia
II XL Axiata AAA(idn) 1 September
C 7 years 177,915 7.90 Stock Outstanding
Tranche I (Triple A) 2029
Exchange
Year 2022
Shelf Bonds
Indonesia
II XL Axiata AAA(idn) 1 September
D 10 years 175,005 8.25 Stock Outstanding
Tranche I (Triple A) 2032
Exchange
Year 2022
Shelf Bonds
370 Indonesia
I XL Axiata AAA(idn) 18 February
A calendar 310,000 7.90 Stock Settled
Tranche II (Triple A) 2020
days Exchange
Year 2019
Shelf Bonds
Indonesia
I XL Axiata AAA(idn) 8 February
B 3 years 191,000 8.65 Stock Settled
Tranche II (Triple A) 2022
Exchange
Year 2019
Shelf Bonds
Indonesia
I XL Axiata AAA(idn) 8 February
C 5 years 40,000 9.25 Stock Settled
Tranche II (Triple A) 2024
Exchange
Year 2019
Shelf Bonds
Indonesia
I XL Axiata AAA(idn) 8 February
D 10 years 93,000 10.00 Stock Outstanding
Tranche II (Triple A) 2029
Exchange
Year 2019
Shelf Bonds
328 Indonesia
I XL Axiata AAA(idn) 26 October
A calendar 328,000 8.25 Stock Settled
Tranche I (Triple A) 2019
days Exchange
Year 2018
Shelf Bonds
Indonesia
I XL Axiata AAA(idn) 16 October
B 3 years 450,000 9.10 Stock Settled
Tranche I (Triple A) 2021
Exchange
Year 2018
Shelf Bonds
Indonesia
I XL Axiata AAA(idn) 16 October
C 5 years 131,000 9.60 Stock Settled
Tranche I (Triple A) 2023
Exchange
Year 2018
Shelf Bonds
Indonesia
I XL Axiata AAA(idn) 16 October
D 7 years 19,000 10.10 Stock Settled
Tranche I (Triple A) 2025
Exchange
Year 2018
2025 Integrated Annual Report 293
Page 296
Corporate
Data
Principal Interest
Credit Listing Maturity
Bonds Series Tenor Amount Rate Status
Rating Exchange Date
(in million Rp) (%)
Shelf Bonds
Indonesia
I XL Axiata AAA(idn) 16 October
E 10 years 72,000 10.30 Stock Outstanding
Tranche I (Triple A) 2028
Exchange
Year 2018
Excelcom Indonesia
idAA-
Bonds II Year - 5 years 1,500,000 10.35 Stock 26 April 2012 Settled
(Pefindo)
2007 Exchange
Has been
Excelcom Indonesia bought
23 October
Bonds I Year - 5 years 1,250,000 idA (Pefindo) - Stock back by the
2008
2003 Exchange Company on
21 July 2005
Sukuk
Fixed
Annual
Principal Amount Credit Ijarah Listing Maturity
Sukuk Series Tenor Status
(in million Rp) Rating Allowance Exchange Date
(in million
Rp)
Shelf Sukuk
Indonesia
III XL Axiata AAA(idn) 1 September
A 3 years 680,915 45,962 Stock Settled
Tranche III (Triple A) 2025
Exchange
Year 2022
Shelf Sukuk
Indonesia
III XL Axiata AAA(idn) 1 September
B 5 years 421,300 31,176 Stock Outstanding
Tranche III (Triple A) 2027
Exchange
Year 2022
Shelf Sukuk
Indonesia
III XL Axiata AAA(idn) 1 September
C 7 years 135,135 10,676 Stock Outstanding
Tranche III (Triple A) 2029
Exchange
Year 2022
Shelf Sukuk
Indonesia
III XL Axiata AAA(idn) 1 September
D 10 years 262,650 21,669 Stock Outstanding
Tranche III (Triple A) 2032
Exchange
Year 2022
Shelf Sukuk
Ijarah II 370 Indonesia
AAA(idn) 18 February
XL Axiata A calendar 351,000 27,729 Stock Settled
(Triple A) 2020
Tranche II days Exchange
Year 2019
Shelf Sukuk
Ijarah II Indonesia
AAA(idn) 8 February
XL Axiata B 3 years 110,000 9,515 Stock Settled
(Triple A) 2022
Tranche II Exchange
Year 2019
Shelf Sukuk
Ijarah II Indonesia
AAA(idn) 8 February
XL Axiata C 5 years 138,000 12,765 Stock Settled
(Triple A) 2024
Tranche II Exchange
Year 2019
Shelf Sukuk
Ijarah II Indonesia
AAA(idn) 8 February
XL Axiata D 7 years 15,000 1,455 Stock Outstanding
(Triple A) 2026
Tranche II Exchange
Year 2019
Shelf Sukuk
Ijarah II Indonesia
AAA(idn) 8 February
XL Axiata E 10 years 26,000 2,600 Stock Outstanding
(Triple A) 2029
Tranche II Exchange
Year 2019
Shelf Sukuk
Ijarah II 370 Indonesia
AAA(idn) 26 October
XL Axiata A calendar 358,000 29,535 Stock Settled
(Triple A) 2019
Tranche I days Exchange
Year 2018
294 PT XLSMART Telecom Sejahtera Tbk
Page 297
Connecting Indonesia:
One Purpose-One Future
Fixed
Annual
Principal Amount Credit Ijarah Listing Maturity
Sukuk Series Tenor Status
(in million Rp) Rating Allowance Exchange Date
(in million
Rp)
Shelf Sukuk
Ijarah II Indonesia
AAA(idn) 16 October
XL Axiata B 3 years 399,000 36,309 Stock Settled
(Triple A) 2021
Tranche I Exchange
Year 2018
Shelf Sukuk
Ijarah II Indonesia
AAA(idn) 16 October
XL Axiata C 5 years 149,000 14,304 Stock Settled
(Triple A) 2023
Tranche I Exchange
Year 2018
Shelf Sukuk
Ijarah II Indonesia
AAA(idn) 16 October
XL Axiata D 7 years 34,000 3,434 Stock Settled
(Triple A) 2025
Tranche I Exchange
Year 2018
Shelf Sukuk
Ijarah II Indonesia
AAA(idn) 16 October
XL Axiata E 10 years 60,000 6,180 Stock Outstanding
(Triple A) 2028
Tranche I Exchange
Year 2018
Shelf Sukuk
Ijarah I 370 Indonesia
AAA(idn)
XL Axiata A calendar 1,040,000 75,400 Stock 8 May 2018 Settled
(Triple A)
Tranche II days Exchange
Year 2017
Shelf Sukuk
Ijarah I Indonesia
AAA(idn) 28 April
XL Axiata B 3 years 402,000 33,768 Stock Settled
(Triple A) 2020
Tranche II Exchange
Year 2017
Shelf Sukuk
Ijarah I Indonesia
AAA(idn)
XL Axiata C 5 years 142,000 12,425 Stock 28 April 2022 Settled
(Triple A)
Tranche II Exchange
Year 2017
Shelf Sukuk
Ijarah I Indonesia
AAA(idn) 28 April
XL Axiata D 7 years 260,000 23,660 Stock Settled
(Triple A) 2024
Tranche II Exchange
Year 2017
Shelf Sukuk
Ijarah I Indonesia
AAA(idn)
XL Axiata E 10 years 336,000 31,584 Stock 28 April 2027 Outstanding
(Triple A)
Tranche II Exchange
Year 2017
Shelf Sukuk
Ijarah I 370 Indonesia
AAA(idn) 12 December
XL Axiata A calendar 494,000 43,225 Stock Settled
(Triple A) 2016
Tranche I days Exchange
Year 2015
Shelf Sukuk
Ijarah I Indonesia
AAA(idn) 2 December
XL Axiata B 3 years 258,000 26,445 Stock Settled
(Triple A) 2018
Tranche I Exchange
Year 2015
Shelf Sukuk
Ijarah I Indonesia
AAA(idn) 2 December
XL Axiata C 5 years 323,000 33,915 Stock Settled
(Triple A) 2020
Tranche I Exchange
Year 2015
Shelf Sukuk
Ijarah I Indonesia
AAA(idn) 2 December
XL Axiata D 7 years 425,000 46,750 Stock Settled
(Triple A) 2022
Tranche I Exchange
Year 2015
2025 Integrated Annual Report 295
Page 298
Corporate
Data
Organization
Structure
Director &
Director &
Chief Strategy
Chief Commercial
and Home
Officer
Business Officer
Enterprise
Go To Commercial Commercial Home Home
Marketing Business
Market Sales Marketing Business Sales
Technology
Home
Home Business
Mass Commercial Product & Commercial Sales Strategic
Tradi Sales Product & Analyst &
Segment GTM ARPU Mgmt. Planning Convergence Partnership
Marketing Dev.
1
Home
Omni and Customer
Youth Region Customer Home Sales Digital Enterprise
Beyond Contact
Segment West Success Operations Convergence Partnership Technology
Telco Center
2
Product Home
Sales Enterprise
Premium Region Portfolio Brand CVM Convergence
Vertical & Marketing &
Segment Jabo & Trading Comm. Management Channel &
Telesales Sales NSMG
Policy GTM
Portfolio Region Commercial Channel Migration Enterprise
CLM
Mgmt. Central PDCA Management Mgmt. Sales SMG
Region Marketing Direct Channel
East Strategy
Digital
Region
Channel Touch
Kalimantan
Point
Region
Sulawesi
296 PT XLSMART Telecom Sejahtera Tbk
Page 299
Connecting Indonesia:
One Purpose-One Future
President Director
& CEO
Director &
Director & Director & Chief
Chief Enterprise Director & Director & Director & Director &
Chief Information
and Strategic Chief Financial Chief People Chief Regulatory Chief Integration
Technology Technology
Relationship Officer Officer Officer Officer
Officer Officer
Officer
Industrial
Enterprise Enterprise
Human Human Relations, GA & Deputy Strategy & Risk &
Business Synergy Procurement
Capital Resources Building Facility CITO Analytics Compliance
Solutions Office
Mgmt.
SCM System
Investor IT Corporate
Enterprise Enterprise Revenue Proc, Tech. IT Strategy
Relations Category People HR Strategy Employee Platforms Transformation Corporate Risk & Corporate Internal Business
Product & Synergy Assurance & Automation Strategy & & Business Legal
& Financial Management Journey & PMO Relations & Analytics & IMO Office Strategy Compliance Secretary Audit Control
Marketing Mgmt. Interconnect & Vendor Alignment Partner
Project Delivery
Mgmt.
Network IT
National & Enterprise Finance Regulatory & Synergy Business
Electronics, Technology People OD & Talent General RAN Commercial Digital
Strategic Buss Finance Business Gov. Realization & Analysis &
Tower & Procurement Development Acquisition Affairs Planning Platforms Touchpoint
Enterprise Performance Control Relations Accounting Insight
Fiber Optics Delivery
IT & People Network
Enterprise Treasury & Building Regulatory
Wholesale & Contract Network General Services People Planning IT Core NR, MOCN & Applied
Partnership Finance BP Facility Relations &
Reseller Mgmt. Services Procurement & Facility Mgmt. & Design - Platform New Site Analytics & AI
Mgmt. 1 Enterprise Mgmt. 1 Compliance
Procurement Mgmt. Transport
People Tech. Network Data
Enterprise Logistics Talent & Building Network
Regional Financial Legal Tower Strategy Security & Risk Corp. Comm. & Assurance & Engineering &
Partnership & Indirect People Facility Planning &
Enterprise Accounting Operations Operation Alignment & Control Sustainability Service Development
Mgmt. 2 Procurement Development Mgmt. 2 Dev. - Core
Analytics Quality
Enterprise Collection &
Solution & Material Fiber & Reward, Data
Pricing & Finance BP Network IT Digital Site
Tech Account Mgmt. & InBuilding HRIS & Government &
Program Product and Ops Ops Dismantling
Mgmt. Warehousing Management Policy Architect
Mgmt. Commercial
System & HR Service Ops IT
Enabler Operations Mgmt. Transformation
Vendor Data
Management Privacy
2025 Integrated Annual Report 297
Page 300
Corporate
Data
Group Structure
PT Gerbangmas
Axiata Grup PT Prima Mas PT Infinity
Tunggal
Berhad Abadi Investama
Sejahtera
100% 99.99% 99.99% 99.99%
Axiata
Investments
(Labuan) Limited
100%
Axiata Public
Investments PT Global Nusa PT Bali Media PT Wahana Inti
Shareholders Treasury Shares
(Indonesia) Dua Telekomunikasi Nusantara
<5%
Sdn Bhd
34.69% 33.194% 0% 4.66% 24.57% 2.85%
PT XLSMART Telecom
Sejahtera Tbk
51% 20% 50% 100% 99% 10.71%
XL Axiata Singapura
PT Hipernet PT One Indonesia Pte. Ltd. (Before PT Distribusi Sentral PT Princeton Digital
PT Link Net Tbk
Indodata Synergy Axiata Global Jaya Grup Data Centres
services Pte. Ltd.)
50.95%
PT Data Enkripsi
Informasi Teknologi
Notes:
The controllers of XLSMART are Axiata Group Berhad (“AGB”), PT Bali Media Telekomunikasi (“BMT”), PT Global Nusa Data (“GND”) and PT Wahana
Inti Nusantara (“WIN”).
Additional Notes:
There is no individual ultimate beneficiary owner of AGB. The ultimate beneficiary owner of BMT, GND and WIN is Franky Oesman Widjaja.
298 PT XLSMART Telecom Sejahtera Tbk
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Connecting Indonesia:
One Purpose-One Future
Subsidiaries, Associates,
and Joint Ventures
Direct Ownership
Total Assets as of
Shareholding Business Operational
Company Name Address 31 December 2025
Percentage Line Status
(Rp million)
Managed Service
Graha Hyper Jl. Makaliwe
Provider and
PT Hipernet Indodata Raya No. 24-24A Jakarta 51% 455,605 Active
Information
Barat, DKI Jakarta
Technology Service
Centennial Tower 26th Floor
Unit D
Internet Services
PT Link Net Tbk Jl. Jenderal Gatot Subroto 20% 15,448,528 Active
Provider and Cable TV
Kav. 24-25 Jakarta
Selatan, DKI Jakarta
Gedung Indosat 9th Floor
Computer consultancy
PT One Indonesia Jl. Medan Merdeka Barat Not Active
50% and facility -
Synergy No. 21 Gambir, Jakarta
management
Pusat, DKI Jakarta
Menara Astra, 37/F Jl. Jend. Activities relating to
PT Princeton Digital
Sudirman Kav 5-6 Jakarta 10.71% hosting and managing 3,703,542 Active
Group Data Centres
Pusat 10220, DKI Jakarta data centres
XLSMART Singapore International
9 Raffles Place, #26- 01
Pte. Ltd. (formerly XL operator services
Republic Plaza, Singapore 100% 26,122 Active
Axiata Singapore Pte. and partnership and
048619
Ltd) alliance management
CBD Lot, Jl. Pahlawan
Seribu No.45 12A,
PT Distribusi Sentral
Lengkong Gudang, Kec. 99.9% Wholesale service 250,398 Active
Jaya
Serpong, Kota Tangerang
Selatan, Banten 15321
Indirect Ownership
Total Assets as of
Shareholding Business Operational
Company Name Address 31 December 2025
Percentage Line Status
(Rp million)
Graha Hyper Jl. Makaliwe
PT Data Enkripsi
Raya No. 24-24A Jakarta 50.95% Cybersecurity services 14,148 Active
Informasi Teknologi*
Barat, DKI Jakarta
* PT Hipernet Indodata owns 99.9% direct ownership in PT Data Enkripsi Informasi Teknologi.
2025 Integrated Annual Report 299
Page 302
Corporate
Data
Capital Market Supporting Institutions
and Professions
Share Registrar Legal Consultant Trustee Securities Rating Agency Public Notary
PT Datindo Ginting & PT Bank Mega Tbk PT Fitch Ratings Indonesia Kantor Notaris Aulia
Entrycom Reksodiputro in Taufani, S.H.
association with
A&O Shearman
Address Address Address Address Address
Jl. Hayam Wuruk The Energy Menara Bank Mega, Jl. DBS Tower 24th Floor Suite Menara Sudirman
No. 28, Jakarta Building, 15th Kapten Tendean Kav. 2403 17th D, Jl. Jenderal
10120 Floor Sudirman 12-14A, Jakarta 12790 Jl. Prof. Dr. Satrio Kav. 3-5, Sudirman Kav. 60,
Central Business Jakarta 12920 Jakarta 12190
District, Jl. Jendral
Sudirman Kav.
52–53, Jakarta
12190
Public Accountant and Audit Firm
In accordance with the Financial Services Authority As PT XL Axiata Tbk serves as the surviving entity in the
Regulation No. 13/POJK.03/2017 concerning the Use merger with PT Smartfren Telecom Tbk and PT Smart
of Public Accountants and Public Accounting Firms in Telecom, the appointment of the said Public Accountant
Financial Services Activities, the appointment of an and Public Accounting Firm remains effective and
independent external auditor must be approved by the applicable for the post-merger entity, PT XLSMART
Annual General Meeting of Shareholders (AGMS), based Telecom Sejahtera Tbk, in auditing its consolidated
on the recommendation of the Board of Commissioners financial statements for the same fiscal year.
and taking into consideration the proposal of the Audit
Committee. The AGMS further granted authority to the Board of
Commissioners to appoint another Public Accounting
At the AGMS of PT XL Axiata Tbk held on 25 March Firm registered with the Financial Services Authority
2025, the shareholders approved the appointment (OJK) in the event that the appointed firm is unable
of Public Accountant Lok Budianto, S.E., Ak., CPA, to perform its duties or if adjustments are required
and Public Accounting Firm Rintis, Jumadi, Rianto & following the effective date of the merger. In addition,
Rekan, a member firm of the PricewaterhouseCoopers the Board of Commissioners and/or the Board of
global network, as the external auditor to examine the Directors were authorized to determine the professional
Company’s consolidated financial statements for the fees and other terms of engagement, and to undertake
financial year ending 31 December 2025, as well as any actions necessary to implement this resolution.
other financial statements deemed necessary by the
Company.
300 PT XLSMART Telecom Sejahtera Tbk
Page 303
Connecting Indonesia:
One Purpose-One Future
Public Accountants and Audit Firms that Audit Annual Financial Statements for the Past 5 Years
Assignment Period 2025 2024 2023 2022 2021
Name of Public Lok Budianto, S.E., Ak., CPA Lok Budianto, S.E., Ak., CPA Andry D.
Accountant Atmadja,
S.E., Ak., CPA
Audit Firm Public Accounting Firm Public Accounting Firm Tanudiredja,
Rintis, Jumadi, Rianto & Wibisana, Rintis & Rekan (firm member of
Rekan (firm member of PricewaterhouseCoopers global network)
PricewaterhouseCoopers global
network)
Address WTC 3, Jl. Jend. Sudirman Kav. 29-31 Jakarta 12920- Indonesia
Audit and Non-Audit Services & Fees - FY2025
Category Services Provided Fee Amount (Rp)
Audit Services FY2025 Audit/Review of local statutory Rp18,700,000,000
consolidated financial statements - XLSMART
and subsidiaries
FY2025 audit of interim and annual financial Rp665,000,000
statements - PT Hipernet Indodata and
subsidiaries
FY2025 audit of annual financial statements – SGD39,000
XLSMART Singapore Pte. Ltd
2025 Integrated Annual Report 301
Page 304
Corporate
Data
Operational Coverage
165,530
4G BTS
4,864
5G BTS
2
3
1
Head Office REGION-WEST
1 2
XLSMART TOWER DIPONEGORO MEDAN
Jl. H.R Rasuna Said X5 Kav.11-12 Jl. Diponegoro No. 5
Kuningan Timur, Setiabudi Medan, North Sumatera
South Jakarta 12950
302 PT XLSMART Telecom Sejahtera Tbk
Page 305
Connecting Indonesia:
One Purpose-One Future
4
Region-Central Region-East
3 4
MARTADINATA PEMUDA
Jl. R.E Martadinata No 7 Jl. Pemuda No 94-98 Kelurahan Embong
Bandung, West Java Kaliasin, Kecamatan Genteng
Surabaya, East Java
2025 Integrated Annual Report 303
Page 306
Corporate
Data
XLSMART Customer
Touchpoints
To ensure seamless access and a superior customer to its customers by providing comprehensive support,
experience, XLSMART continues to strengthen its from product and service consultations to assistance
presence through a network of customer touchpoints with digital solutions. Information regarding the names,
spread across Indonesia. These service centers regions, and addresses of each XLSMART Center can
embody the Company’s commitment to staying close be accessed through the Company’s official website.
ID XL Center City Address
1 XLC Solo Solo Jl. Bayangkara No. 81, Penumping, Laweyan, Surakarta (Barat Stadion
Sriwedari), Solo
2 XLC Kudus Kudus Komplek Sudirman Square B9 Jl. Jend Sudirman No. 101, Kudus Jawa
Tengah
3 XLC Pekalongan Pekalongan Jl. Hasanuddin No. 39, Kota Pekalongan
4 XLC Semarang Semarang Jl. A. Yani No. 130 B, Karangkidul, Semarang
5 XLC Magelang Magelang Ruko Grand Maris, Jl. Jend. Sarwo Edhie Wibowo No A9, Kranggan,
Banyurojo, Kec. Mertoyudan, Kabupaten Magelang, Jawa Tengah 56172
6 XLC Cianjur Cianjur Jl.Ir.H.Juanda No.38 Kp.Panembong 1 RT 02 RW 03 Desa Mekarsari Kec.
Cianjur Kab.Cianjur
7 XLC Cimahi Cimahi Jl. HMS Mintaredja Ruko Town Place No. A-20,Cimahi
8 XLC Purwakarta Purwakarta Jl. Ibrahim Singadilaga No. 16, Purwakarta
9 XLC Bandung Bandung Jl. RE. Martadinata No. 7, Bandung
10 XLC at Erafone TSM Bandung Trans Studio Mall, Jl. Gatot Subroto No.289 Lt 1, Cibangkong, Kec.
Bandung Batununggal, Kota Bandung, Jawa Barat 40273
11 XLC Purwokerto Purwokerto Jl. RA Wiryaatmaja No. 18B, Purwokerto (Sebelah Bank BTPN)
12 XLC Kebumen Kebumen Jl. Kusuma No.70 - Gunungmujil,Bumirejo - Kec. Kebumen - Kabupaten
Kebumen - Jawa Tengah 54316
13 XLC Wonogiri Wonogiri Jl. Ahmad Yani No.43 Kel. Wonokarto Kec. Wonogiri - Wonogiri 57612 Jawa
Tengah
14 XLC Yogyakarta Yogyakarta Puri Vads (Ex Stockwell) Jl. Laksda Adi Sucipto No 163 (Lt. 1) (Dpn Kampus
UIN) Yogyakarta
15 XLC Klaten Klaten Jalan Sersan Sadikin No 81B Gergunung Klaten Utara
16 XLC at Erafone Plaza Yogyakarta Ambarrukmo Plaza, Jl. Laksda Adisucipto Lantai LG PMA 3, Caturtunggal,
Ambarukmo Yogya Kec. Depok, Kabupaten Sleman, Daerah Istimewa Yogyakarta 55281
17 XLC Garut Garut Jl. Guntur No. 162C, Garut, Jawa Barat 44116
18 XLC Tegal Tegal Jl. Gajah Mada No. 28, Tegal
19 XLC Indramayu Indramayu Jl. D.I. Panjaitan No. 44B, Indramayu
20 XLC Cirebon Cirebon Jl. Tuparev No. 87, Kelurahan Sutawinangun, Kecamatan Kedawung,
Kabupaten Cirebon, Jawa Barat 45153
21 XLC Tasikmalaya Tasikmalaya Jl. Dr. Sukardjo no. 51,Tawangsari,Kec. Tawang,Tasikmalaya
22 XLC Kuningan Kuningan Jalan Siliwangi No 293 Cijoho Kec Kuningan,Kab ,Kuningan,Jawa Barat
45513
23 XLC Pemuda Surabaya Surabaya Jl. Pemuda No. 94 - 98,Surabaya
24 XLC Madiun Madiun Ruko Suncity Block A1-A3 Kartoharjo Madiun Jawa Timur
25 XLC Malang Malang Ruko Grand Sukarno Hatta kav 27-28 Malang
26 XLC Sidoarjo Sidoarjo Jl. Jenggolo No 2i-2j, Kab. Sidoarjo (Sebelah kiri sebelum Flyover)
27 XLC Plasa Marina Surabaya Jl. Margorejo Indah No.97-99 Lt.1 Blok A1-A3, Sidosermo, Kec. Wonocolo,
Surabaya, Jawa Timur 60238
28 XLC Kendari Kendari Jl. H. Supu Yusuf, Korumba, Kec. Mandonga, Kota Kendari, Sulawesi
Tenggara 93461
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ID XL Center City Address
29 XLC Gorontalo Gorontalo Jln. Delima Kelurahan Libuo Kecamatan Dungingi, Kota Gorontalo
30 XLC Palu Palu Jl. Emmy Saelan No.68-B , Kel Tatura utara, Kec Palu Selatan, Kota Palu
31 XLC Makassar Makassar Jl. A.P. Pettarani No. 68 Tamamaung,Kec. Panakkukang,Kota
Makassar,Sulawesi Selatan 90222
32 XLC Manado Manado Jl. Yos Sudarso No 8 (Ruko Orchard), Paal Dua, Kec. Tikala, Kota Manado
33 XLC Sumbawa Sumbawa Jl. DR. Wahidin No 8A,Brang Bara,Kec. Sumbawa Besar,Kabupaten
Sumbawa,Nusa Tenggara Bar. 84313
34 XLC Selong Lombok Jl. KH. Ahmad Dahlan No. 05, Pancor, Kec. Selong, Kab. Lombok Timur,
Nusa Tenggara Barat
35 XLC Mataram Mataram Epicentrum Mall – Lantai 1, Jl. Sriwijaya No. 333, Punia, Kec. Mataram,
Kota Mataram, Nusa Tenggara Barat – 83127
36 XLC Cellular World Denpasar Cellular World Teuku Umar, Jl. Teuku Umar No. 60 Lt2 Denpasar Bali 80113
37 XLC Sunset Road Denpasar Jl. Sunset Road No. 818,Kuta,Denpasar Bali
38 XLC Singaraja Singaraja Jl. Dewi Sartika Utara 56, Kaliuntu Singaraja, kode pos 81116 (sebelah
kantor V-cool Cabang Singaraja) Buleleng Bali
39 XLC Pamekasan Pamekasan Jl Arya Wiraraja, Ds Gedungan Timur kec Gedungan Kota Sumenep Jawa
Timur 69451
40 XLC Bangkalan Bangkalan Ruko Khayangan Residence BR-06 Jl Halim Perdana Kusuma Kabupaten
Bangkalan Jawa Timur 69116
41 XLC Sumenep Sumenep Jl Arya Wiraraja, Ds Gedungan Timur kec Gedungan Kota Sumenep Jawa
Timur 69451
42 XLC BSD Tangerang Kota Tangerang Komplek Ruko Bidex, Jl. Pahlawan Seribu Blok I No.11, Lengkong Gudang,
Selatan Kec. Serpong, Kota Tangerang Selatan, Banten
43 XLC Pondok Indah Mall 1 Jakarta Selatan Jl. Metro Pondok Indah Kav. IV/TA Pondok Indah Mall 1 Lt. 2 No. 232 & 233
Jakarta Selatan
44 XLC Gandaria City Jakarta Selatan Gandaria City Mall 1st Floor Jl. Sultan Iskandar Muda,Kebayoran Lama
Utara,Kebayoran Lama,Jakarta Selatan,DKI Jakarta
45 XLC Grand Indonesia Jakarta Pusat East Mall Grand Indonesia Lantai 3A – IS 03, Jl. MH Thamrin No. 1 ,
Menteng, Jakarta Pusat
46 XLC XLSMART Tower Jakarta Selatan Jl. H. R. Rasuna Said No.Kav. X-2 No.5,RT.9/RW.4,Kuningan
Timur,Setiabudi,Kota Jakarta Selatan,Jakarta 12950
47 XLC Depok Margonda Depok Ruko Margonda Residence Jl. Margonda Raya No 2-3,Depok
48 XLC Cibinong Cibinong Ruko Cibinong City Centre blok F / 5 Jl Tegar Beriman No 1 Cibinong Kab.
Bogor
49 XLC Fatmawati Kota Jakarta Ruko Dutamas Fatmawati B2 No. 11, Jl. RS. Fatmawati Raya, Cipete Utara,
Selatan Kec. Kebayoran Baru, Kota Jakarta Selatan, DKI Jakarta
50 XLC Tangerang City Kota Tangerang Tangerang City Mall Lantai LG, Blok 0038-S Jl. Jend. Sudirman No 1,
Cikokol, Kec. Tangerang, Kota Tangerang, Banten 15117
51 XLC Bogor Bogor Jl. Jendral Sudirman No.48,Bogor
52 XLC Bintaro Xchange Kota Tangerang Bintaro Xchange Mall Lt. LG, Jl. Sektor VII No.2, CBD Bintaro Jaya Blok O,
Selatan Pd. Jaya, Kec. Pd. Aren, Kota Tangerang Selatan, Banten 15227
53 XLC ROXY Jakarta Barat Komplek Ruko Roxy Mas Blok C4/3,Jalan KH Ashari No
34,RW.8,Cideng,Gambir,Kota Jakarta PuSabtu,Daerah Khusus Ibukota
Jakarta 10150,Indonesia
54 XLC Central Park Jakarta Barat Central Park Mall,Lantai 4 unit 232-233. Jl. Let.Jend S. Parman Kav 28
Jakarta Barat 11470
55 XLC Sunter Jakarta Utara Sunter Permai Indah Blok A18,Jl. Mitra Sunter Boulevard,Jakarta Utara
56 XLC Puri Indah Mall Jakarta Barat Puri Indah Mal Lt. 1 (Phone & Computer Centre),Jl. Puri Agung,Jakarta Barat
57 XLC Cilegon Cilegon Ruko Cilegon City Square Blok C NO 15, Cibeber, Kec. Cibeber, Kota
Cilegon, Banten 42426
58 XLC Serang Serang Jl. Trip Jamaksari No. 12A Cinaggung Serang - Banten
59 XLC Rangkas Bitung Rangkas Bitung Komp. Ruko Mall Barata Blok A 8 Jl. Rd. Hardiwinangun No. 54
Rangkasbitung, Banten
60 XLC Sukabumi Sukabumi Jl.Pajagalan Ruko Danalaga Square Blok.G No.8 Sukabumi
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ID XL Center City Address
61 XLC Cikarang Cikarang Ruko CBD, Jl. Niaga Raya Blok F No.25 , Pasirsari, Cikarang Sel.,
Kabupaten Bekasi, Jawa Barat 17530
62 XLC Karawang Karawang Komplek Ruko Broadway Blok 3 No. 19 Galuh Mas,Karawang (Samping
Pom Bensin Galuh Mas)
63 XLC Rawamangun Jakarta Timur Jl. Pemuda no 78D Rawamangun Jakarta Timur , RT.1/RW.8, Jati, Kec. Pulo
Gadung, Kota Jakarta Timur, Daerah Khusus Ibukota Jakarta 13220
64 XLC Mall Kelapa Gading Jakarta Utara Jl. Boulevard Raya No.66 A 13, RT.13/RW.18, Klp. Gading Tim., Kec. Klp.
Gading, Daerah Khusus Ibukota Jakarta 14240, Jakarta Utara
65 XLC Bekasi Bekasi Komp. Ruko Bekasi Mas Blok N No. 7, Jl. Ahmad Yani,Bekasi (Depan Rs
Mitra Bekasi Barat)
66 XLC Medan Medan Jl. Diponegoro No. 5,Kel. Petisah Tengah,Kec. Medan Petisah,Medan 20112
67 XLC Banda Aceh Banda Aceh Jl. Mr. Dr. Mohd. Hasan,Batoh,Lueng Bata,Landom,Lueng Bata,Kota
Banda Aceh,Aceh 23122,Samping Service Centre Samsung dan Bank
Mandiri
68 XLC at Erafone Plaza Medan Plaza Medan Fair, Jl. Gatot Subroto No.17-18, Sei Putih Tengah, Kec. Medan
Medan Fair Petisah, Kota Medan, Sumatera Utara 20111
69 XLC Palembang Palembang Jln. Angkatan 45 No 818, Kel. Demang Lebar Daun, Kec. Ilir Barat 1
Kotamadya Palembang, Sumatera Selatan 30137
70 XLC Lampung Lampung Jl. Jendral Sudirman No 23 A,Kel. Enggal,Kec. Tanjungkarang Pusat,Kota
Bandar Lampunga
71 XLC Bengkulu Bengkulu Gedung PT BERKAH KARUNIA KREASI, Jln. Jenderal Sudirman No.57 Kel.
Tengah Padang, Bengkulu
72 XLC Jambi Jambi Jln. Yunus Sanis No. 80-81 (Depan Puskesmas Kebun Handil) Kel. Kebun
Handil, Kec. Jelutung, Kota Jambi
73 XLC Batam Batam JL Engku Puteri Komp.Ruko Seruni Indah Blok I No 3 Batam Center
74 XLC Bangka Bangka Jl. A. Yani 11, Batin Tikal, Kec. Taman Sari, Pangkal Pinang, Bangka,
Kepulauan Bangka Belitung 33684
75 XLC Belitung Belitung Jl. Brigjen Katamso No.5 Depan Bundaran Tugu Satam, Tanjung Pandan -
Belitung, Bangka Belitung
76 XLC Manggar Manggar Jl. Tugu Warkop Desa Baru Kec. Manggar Kab. Belitung timur, Bangka
Belitung
77 XLC Tanjung Pinang Tanjung Pinang Jl D.I Panjaitan Komplek Bintan Center Blok D NO 46,Tanjung Pinang,KEPRI
78 XLC Pematang Siantar Pematang Jl. Sutomo No.8 kel. Pahlawan, Kec. Siantar Tim.Kota Pematang Siantar
Siantar Sumatera Utara 21132
79 XLC Pekanbaru Pekanbaru Jl. Nangka Ujung No. 819 Labuh Baru Barat,Payung Sekaki-Pekanbaru
28291
80 XLC Padang Padang Jl. Dr. Sutomo No.48,Simpang Haru,Kec. Padang Timur,Kota
Padang,Sumatera Barat (Sebelah J&T)
81 XLC Bukittinggi Bukittinggi Jl. Tengku Umar No.12 C Kampung Cina Kel. Benteng Pasar Atas Kec.
Guguk Panjang
82 XLC Dumai Dumai Jl. Sudirman Laut No 212 Kec Dumai Timur (Depan Hotel Cititel)
83 XLC Palangkaraya Palangkaraya Jl. Tjilik Riwut Block 8 KM 1, Palangka, Kec. Jekan Raya, Kota Palangka
Raya, Kalimantan Tengah 73111
84 XLC Pontianak Pontianak Jl. Ahmad Yani 1, Komp. Ruko Mega Mall Blok. A1 No. 1. Parit Tokaya,
Pontianak Selatan, Pontianak, Kalimantan Barat. Kodepos 78121
85 XLC Balikpapan Balikpapan Jl. Jenderal Sudirman Komplek Ruko BSB Block G15, Kota Balikpapan,
Kalimantan Timur 76113
86 XLC Samarinda Samarinda Jl.bhayangkara RT.02 No.02 Kel.Bugis Kec. Samarinda Kota 75242 (Ruko
Orenz pertama Bhayangkara)
87 XLC Banjarmasin Banjarmasin Jl. Jend. Ahmad Yani Km 7,5 No. 76, , Kec. Kertak Hanyar Kabupaten
Banjar. Kalimantan Selatan 70654
88 XLC Transmart Bekasi Bekasi Trans Park Mall Juanda , Jl. Insinyur H. Juanda No.19, Margahayu, Kec.
Bekasi Tim, Kota Bks, Jawa Barat 17112
89 XL Center AEON BSD Tangerang Aeon Mall Lantai 2, Unit 2-40B (Depan Gramedia) Jl. BSD Raya Utama,
Pagedangan, Kec. Pagedangan, Kabupaten Tangerang, Banten 15345
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ID XL Center City Address
90 XLC Kediri Kediri Jl. Semeru No.182, Campurejo, Kec. Mojoroto, Kota Kediri, Jawa Timur
64116
91 XL Center Lombok Nusa Tenggara Jl. Pahlawan No.8, Renteng, Kec. Praya, Kabupaten Lombok Tengah, Nusa
Tengah Barat Tenggara Bar. 83514
92 XL Center Cellular Denpasar Jl. Raya Canggu No.60, Tibubeneng, Kec. Kuta Utara, Kabupaten Badung,
World Canggu Bali 80361
93 XLC Subang Subang Kompleks Ruko Rawabadak No. C8 Jl. Kapten Hanafiah Kel. Karanganyar
Kec. Subang Kabupaten Subang 41211
Galeri
No Region Gallery Name City District Address
1 JABO Galeri Smartfren Sabang Jakarta Pusat Jl. H. Agus Salim No.45 Sabang, Jakarta Pusat 10340
2 JABO Galeri Smartfren ITC Roxy Mas Jakarta Pusat ITC Roxy Mas Lt.1 No.14-15 Gd. ITC Roxy Mas Jl. K.H.
Hasyim Ashari Jakarta 10150
3 JABO Galeri Smartfren Mall Jakarta Selatan Mall Ambasador Lt. 3 No.35 Jl. Prof. Dr.Satrio No.14,
Ambassador Rt. 11/ Rw. 4. Kel. Kuningan, Kec. Setiabudi. Jakarta
Selatan 12940
4 JABO Galeri Smartfren Bintaro Jakarta Selatan Jl. Bintaro Utama Sektor 3A Blok E No. 53, Kel. Pondok
Karya, Kec. Pondok Aren, Tangerang Selatan 15220
5 JABO Galeri Smartfren BSD Tangerang Jl. Pahlawan Seribu Lot 12A CBD BSD, Lengkong
Selatan Gudang, Tangerang, Kota Tangerang Selatan, Banten
15326
6 JABO Galeri Smartfren Serang Serang Jl. Jendral Sudirman Blok D No.38 Penancangan,
Serang - Banten 42124
7 JABO Galeri Smartfren Kelapa Jakarta Utara Ruko Jl. Boulevard Raya Blok TN 2 No. 21, Kelapa
Gading Gading, Jakarta Utara, 14240
8 JABO Galeri Smartfren ITC Jakarta Selatan Jl. RS. Fatmawati Raya No.1 Blok A2, Cipete Utara,
Fatmawati Kec. Kby. Baru, Jakarta Selatan, Daerah Khusus
Ibukota Jakarta 12140
9 JABO “Galeri Smartfren Pondok Bekasi Jl. Raya Jatiwaringin No. 44, Jaticempaka, Kec.
Gede (akan pindah bulan Pondok Gede, Kota Jakarta Timur, Daerah Khusus
Desember 2025)” Ibukota Jakarta 17411
10 JABO Galeri Smartfren Bekasi Bekasi Mall Bekasi Junction, Jalan Ir. H. Juanda No. 115,
Junction Kelurahan Margahayu, Kecamatan Bekasi Timur,
Kota Bekasi 17112
11 JABO Galeri Smartfren ITC Depok Depok Ruko ITC Depok, Jl. Margonda Raya Kel. Pancoran
Mas No.12 RT 04/12, Depok, Jawa Barat 16431
12 JABO Galeri Smartfren Bogor Bogor Ruko Pasar Bersih Blok A16, Jl. Brigjend Saptadji
Hadiprawira No. 49, RT 02 / RW 08, Cilendek Barat,
Bogor, Jawa Barat 16112
13 JABO Galeri Smartfren Pop Up Naga Jakarta Timur Jl. Raya Jatiwaringin No.7, RT.7/RW.13, Cipinang
Swalayan Jatiwaringin Melayu, Kec. Makasar, Kota Jakarta Timur, Daerah
Khusus Ibukota Jakarta 13620
14 JABO Galeri Smartfren Pop Up Jakarta Timur Jl. Raya Bogor, RT.1/RW.8, Ciracas, Kec.
Naga Swalayan Ciracas Ciracas, Kota Jakarta Timur, Daerah Khusus
Ibukota Jakarta 13740
15 CENTRAL Galeri Smartfren Suci Bandung Bandung Jl. Surapati No. 233, Bandung, Jawa Barat 40123
16 CENTRAL Galeri Smartfren Soekarno Bandung Jl. Soekarno Hatta No.546, Bandung, Jawa Barat
Hatta Bandung 40286
17 CENTRAL Galeri Smartfren BEC Bandung Bandung Gallery Showroom BEC, Jl. Purnawarman No 13-15
Gedung Baru BEC 2 Lantai Utama Blok LU W-01,
Bandung, Jawa Barat 40117
18 CENTRAL Galeri Smartfren Garut Garut Jl Cimanuk No.22, Paminggir, Kecamatan Garut Kota,
Kabupaten Garut, Jawa Barat 44181
19 CENTRAL Galeri Smartfren Cirebon Cirebon Ruko Jl. Dr Ciptomangunkusumo No. 83 C, Cirebon
45153
20 CENTRAL Galeri Smartfren Tasikmalaya Tasikmalaya JL. Sutisna Senjaya No. 164B, Cikalang, Kec. Tawang,
Kota Tasikmalaya, Tasikmalaya - Jawa Barat 46111
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No Region Gallery Name City District Address
21 CENTRAL Galeri Smartfren Adam Malik Medan Jl. H. Adam Malik No.153 B, Medan, Sumatera Utara
Medan 20114
22 CENTRAL Galeri Smartfren Pekanbaru Pekanbaru Jl. Jend. Sudirman No. 444 Pekanbaru - Riau 28115
23 WEST Galeri Smartfren Jakabaring Palembang Jl. Gubernur HA Bastari Depan GOR Jakabaring-
Palembang Palembang, Sumatera Selatan 30257
24 WEST Galeri Smartfren Prabumulih Prabumulih Jl. Jendral Sudirman No.30 D, Muara Dua, Prabumulih
Timur, Prabumulih, Sumatera Selatan 31111 (Samping
Bank Mega)
25 SULTAN Galeri Smartfren Urip Makasar Jl. Urip Sumoharjo 168, Makassar, Sinrijala, Kec.
Sumoharjo Makassar Panakkukang, Kota Makassar, Sulawesi Selatan
90231
26 SULTAN Galeri Smartfren Manado Manado “Komp Bahu Mall Blok N No. 14 Kota Manado,
Sulawesi Utara 95115
(hadap laut samping kiri pintu masuk Transmast
carrefour)”
27 SULTAN Galeri Smartfren Banjarmasin Banjarmasin Jl. Ahmad Yani Km. 4,5 No. 56, Banjarmasin,
Kalimantan Selatan 76371
28 CENTRAL Galeri Smartfren Pekalongan Pekalongan Ruko Jl. Tentara Pelajar No. 1D Pekalongan, Kel.
Kandang Panjang, Kec. Pekalongan Utara, Jawa
Tengah 51149
29 CENTRAL Galeri Smartfren Kudus Kudus Ruko Soedirman, Jl.Jend Soedirman No. 10, Kudus,
Jawa Tengah 59313
30 CENTRAL Galeri Smartfren A Yani Semarang Jl. A Yani No. 132, Kota Semarang, Jawa Tengah 50136
Semarang
31 CENTRAL Galeri Smartfren Timoho Yogyakarta Jl. Kenari No 62 Muja Muju Timoho, Yogyakarta,
Yogyakarta Daerah Istimewa Yogyakarta 55165
32 CENTRAL Galeri Smartfren Solo MSC Adi Solo Jl. Laksda Adi Sucipto No.33, Colomadu, Surakarta,
Sucipto Jawa Tengah 57174
33 CENTRAL Galeri Smartfren Sukoharjo Sukoharjo Jl. Jend. Sudirman No.75B, Gudangsari, Gayam, Kec.
Sukoharjo, Kabupaten Sukoharjo, Jawa Tengah 57512
34 CENTRAL Galeri Smartfren Purwokerto Purwokerto Ruko PJKA Jl. Kolonel Sugiyono No.9, Purwokerto,
Jawa Tengah 53166
35 EAST Galeri Smartfren WTC Surabaya Gedung WTC E-Mall Lt. 2 Galeria R. 806 Jl. Pemuda
Surabaya 27-31, Embong Kaliasin, Genteng, Surabaya 60271
36 EAST Galeri Smartfren Mulyosari Surabaya Jl. Mulyosari No. 360 A Kel. Dukuh Sutorejo, Kec.
Surabaya Mulyorejo, Kota Surabaya 60112 ( samping Bank
Mandiri dan Bank Mega )
37 EAST Galeri Smartfren Kupang Jaya Surabaya Jl. Raya Kupang Jaya no 143-1A, Sonokwijenan, Kec.
Surabaya Sukomanunggal, Surabaya, Jawa Timur 60189
38 EAST Galeri Smartfren Gresik Gresik Komplek Ruko Kantor Pos Gresik, JL. Dr. Soetomo No.
135, Trate, Kab. Gresik - Jawa Timur 61111
39 EAST Galeri Smartfren Sidoarjo Sidoarjo Jl. KH Mukmin No.48, Sidoarjo, Jawa Timur 61214
40 EAST Galeri Smartfren Mojokerto Mojokerto Ruko Royal Regency Blok R.20 Jl. Pahlawan,
Mojokerto, Jawa Timur 61322
41 EAST Galeri Smartfren Tuban Tuban Jl. Diponegoro No. 25 B2 RT 002 RW 006, Kel.
Kingking, Kec. Tuban, Jawa Timur 62314
42 EAST Galeri Smartfren Bojonegoro Bojonegoro Kantor Pos Bojonegoro JL. Trunojoyo No. 1 RT. 12 RW.
02 Kel. Kepatihan Kec. Bojonegoro, Bojonegoro, Jawa
Timur 62111
43 EAST Galeri Smartfren Malang MSC Malang Jl. Coklat 15, Malang, Jawa Timur 60161
44 EAST Galeri Smartfren Kediri Kediri Kantor Pos Giro Jl. Mayjen Sungkono No. 32, Pocanan,
Kota Kediri, Jawa Timur 64123
45 EAST Galeri Smartfren Tulungagung Tulungagung Jl. Panglima Sudirman No. 66, Tulungagung, Jawa
Timur 66212
46 EAST Galeri Smartfren Soekarno Madiun Jl. Soekarno Hatta No. 71, Madiun, Jawa Timur 63133
Hatta Madiun
47 EAST Galeri Smartfren Ponorogo Ponorogo Jl. Sultan Agung No.65A Kota Ponorogo, Jawa Timur
63419
48 EAST Galeri Smartfren Pasuruan Pasuruan Jl. Diponegoro No. 30B, Panggungrejo, Kota
Pasuruan, Jawa Timur 67114
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No Region Gallery Name City District Address
49 EAST Galeri Smartfren Jember Jember Jl. Majapahit No.6, Jember, Jawa Timur 68181
(Belakang Transmart)
50 EAST Galeri Smartfren Mataram Mataram Jl. Majapahit No.9A, Kekalik Jaya, Kec. Sekarbela,
Lombok Kota Mataram, Nusa Tenggara Bar. 83114
51 EAST Galeri Smartfren Pulo Kawe Denpasar Jl. P.Kawe No. 3, Denpasar, Bali 80114
Bali
Mini Galeri Corporate
No Region Gallery Name City District Address
1 EAST Galeri Smartfren IKPP Rungkut Surabaya Jl. Rungkut Industri Raya No. 19, Surabaya
Surabaya
2 EAST Galeri Smartfren Tjiwi Kimia Sidoarjo Pabrik PT. Tjiwi Kimia Jl. Raya Surabaya - Mojokerto
Mojokerto Km 44, Sidoarjo
3 WEST Galeri Smartfren IKPP Perawang - Riau JL. Koperasi Perawang Gedung Foodcourt IKPP
Perawang Perawang
4 WEST Galeri Smartfren IKPP OKI Ogan Komering Desa Bukit Batu Kampung Muara Baung RT 05, Kec.
Palembang Ilir Air Sugihan, Sungai Baung, OKI - Palembang
5 WEST Galeri Smartfren IKPP Lontar Jambi Desa Tebing Tinggi, Kec. Tebing Tinggi, Kab. Tanjung
Papyrus Jambi Jabung Barat , Jambi
6 SULTAN Galeri Smartfren Tarjun Kota Baru Tarjun, "Office PT. Smart, Tbk Unit Tarjun
Batu Licin Desa Tarjun, Kec. Kalumpang Hilir, Kab. Kota Baru
Tarjun, Batu Licin - Kalimantan Selatan"
7 SULTAN Galeri Smartfren Berau Berau Jl. Albina, Gunung Panjang, Tanjung Redeb, Kab.
Berau, Kalimantan Timur
Disclaimer
Disclaimer – Forward-Looking Statements: It should be noted that forward-looking statements
This document may contain statements by PT XLSMART inherently involve risks and uncertainties, both general
Telecom Sejahtera Tbk (“XLSMART”) that are not and specific. Actual results may differ materially from
statements of historical fact but rather constitute those expressed or implied in such statements if one
analyses, projections, or other information based on or more of the underlying risks materialize or if the
expectations of future results and estimates that cannot assumptions on which these statements are based
yet be determined. These statements may relate to the prove to be inaccurate. Accordingly, there can be no
Company’s future outlook, anticipated developments, assurance that the expectations reflected in these
and business strategies. Words and phrases such as forward-looking statements will occur. Forward-
“believe,” “anticipate,” “expect,” “intend,” “seek,” looking statements are made as of the date of this
“will,” “plan,” “could,” “may,” “endeavor,” “target,” document, and the Company assumes no obligation to
“forecast,” and “project,” as well as similar expressions, update or revise any of these statements in light of new
are intended to identify such forward-looking information, future events, or other circumstances.
statements. However, these expressions are not the
sole means of identifying such statements.
2025 Integrated Annual Report 309
Page 312
Corporate
Data
Corporate Website
Disclosure
In accordance with the Financial Services Authority for the public, providing insights into the Company’s
Regulation No. 8/POJK.04/2015 concerning the profile, governance, and operational activities. The
Websites of Issuers or Public Companies, XLSMART website includes key corporate information and
has established an official corporate website disclosures in accordance with applicable regulatory
at www.xlsmart.co.id. This website serves as a requirements, ensuring transparency and accessibility
comprehensive and accessible source of information for shareholders, investors, and other stakeholders.
No Description Comply/
Not Comply
1 Website address reflects the Company’s Identity √
2 Website content is in Indonesia and other foreign language (English at minimum) with the √
same information at each language used
3 The Company’s website provides information at minimum on the following matters: √
• General Information of the Company
• Information for Investors and Shareholders
• Information about Good Corporate Governance
• Information about Corporate Social Responsibility
The above information are disclosed in accurate, clear, easy to understand, not misleading
on Company’s condition as well as able to be accessed by public.
4 General Information of Company which provides at minimum the following information: √
• Name of the Company, contact details (phone numbers, fax, email) including all branch
offices
• Company’s History
• Organizational Structure
• The Company’s shares ownership consists of (i) detail of shareholders i.e. name,
ownership percentage on monthly basis (ii) Iznformation on controlling shareholders and
(iii) Information on Company’s Subsidiaries
• Profile of the Board of Directors, Board of Commissioners, Committees and Corporate
Secretary which shall include photos, name, CV and concurrent positions in other
companies
• List of Company’s supporting institutions i.e. Share Register, Accountant
• Articles of Association
5 Information for Investors and Shareholders which include at minimum the following √
information:
• Annual and Interim Financial Statements for the Last Five Financial Years
• Financial Information
• Downloadable Annual Reports
• Materials provided in briefings to analysts and media
• General Meeting of Shareholders (GMS). The Information covering (i) announcement, (ii)
Meeting material (iii) CV of proposed BOD and/or BOC (iv) Notice of GMS (v) Minutes of
GM
• Shares Information covering (i) total shares (ii) Shares split (if any) (iii) Bonus shares (if
any) (iv) changes of shares nominal
• Information about Bonds and Sukuk, covering (i) Outstanding Bonds/Sukuk (ii) Rating
Result (iii) Period (iv) Interest Rate
• Dividend Information
• Corporate Actions
• Disclosure of Material Facts
310 PT XLSMART Telecom Sejahtera Tbk
Page 313
Connecting Indonesia:
One Purpose-One Future
No Description Comply/
Not Comply
6 Information on Good Corporate Governance which include at minimum the following √
information:
• Board Manual
• Internal Audit Charter
• Terms of reference of Committees
• Notice on appointment and/or resignation of members of Audit Committee
• Nominating and Remuneration Procedure
• Risk Management Policy
• Whistleblowing Policy
• Anti-Corruption Policy
• Procurement Policy
• Company's Constitution (Company's Articles of Association)
7 Information on Corporate Social Responsibility which include at minimum the following √
information:
• Policy
• Program and cost of implementation
2025 Integrated Annual Report 311
Page 314
Consolidated Financial Statements PT XLSMART Telecom Sejahtera Tbk (formerly PT XL AXIATA Tbk) and Subsidiaries 31 December 2025 and 2024
Page 315
Page 316
Page 317
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk) DAN ENTITAS ANAK/AND SUBSIDIARIES LAPORAN KEUANGAN KONSOLIDASIAN/ CONSOLIDATED FINANCIAL STATEMENTS 31 DESEMBER 2025 DAN 2024/ 31 DECEMBER 2025 AND 2024
Page 318
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 1/1 - Page
LAPORAN POSISI KEUANGAN CONSOLIDATED STATEMENTS
KONSOLIDASIAN OF FINANCIAL POSITION
31 DESEMBER 2025 DAN 2024 AS AT 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali nilai nominal per saham) except par value per share)
Catatan/
31/12/2025 Notes 31/12/2024
ASET ASSETS
Aset lancar Current assets
Kas dan setara kas 2,666,146 3,30b 1,386,637 Cash and cash equivalents
Piutang usaha Trade receivables
- Pihak ketiga 2,745,858 4 882,233 Third parties -
- Pihak berelasi 2,271,322 30c 980,374 Related parties -
Piutang lain-lain Other receivables
- Pihak ketiga 76,679 13,349 Third parties -
- Pihak berelasi 234,472 30d 299,485 Related parties -
Persediaan 189,544 193,554 Inventories
Pajak dibayar dimuka 29a Prepaid taxes
- Pajak penghasilan badan 375,268 1,621 Corporate income tax -
- Pajak lainnya 12,667 19,828 Other taxes -
Beban dibayar dimuka 6,153,120 5 4,453,857 Prepayments
Aset lain-lain 295,074 7 204,875 Other assets
Jumlah aset lancar 15,020,150 8,435,813 Total current assets
Aset tidak lancar Non-current assets
Aset tetap - setelah dikurangi Fixed assets - net of
akumulasi penyusutan 66,978,856 8 61,034,472 accumulated depreciation
Aset takberwujud 13,589,549 9 6,885,298 Intangible assets
Investasi pada entitas asosiasi 1,131,463 10 2,539,733 Investment in associates
Goodwill 13,345,600 38,39 6,915,592 Goodwill
Aset pajak tangguhan 3,658,155 29d 11,627 Deferred tax assets
Aset kontrak 102,630 4 99,262 Contract assets
Aset lain-lain 1,492,035 7 256,768 Other assets
Jumlah aset tidak lancar 100,298,288 77,742,752 Total non-current assets
Jumlah aset 115,318,438 86,178,565 Total assets
Catatan atas laporan keuangan konsolidasian merupakan The accompanying notes form an integral part of
bagian tak terpisahkan dari laporan keuangan these consolidated financial statements.
konsolidasian secara keseluruhan.
Page 330
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 1/2 - Page
LAPORAN POSISI KEUANGAN CONSOLIDATED STATEMENTS
KONSOLIDASIAN OF FINANCIAL POSITION
31 DESEMBER 2025 DAN 2024 AS AT 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali nilai nominal per saham) except par value per share)
Catatan/
2025 Notes 2024
Liabilitas jangka pendek Current liabilities
Utang usaha Trade payables
- Pihak ketiga 13,394,686 11 7,574,474 Third parties -
- Pihak berelasi 629,785 11,30e 676,750 Related parties -
Utang pajak 29b Taxes payable
- Pajak penghasilan badan 8,600 167,969 Corporate income tax -
- Pajak lainnya 352,661 162,801 Other taxes -
Utang dividen 104 21 - Dividend payable
Beban yang masih harus dibayar 1,229,391 12 606,833 Accrued expenses
Pendapatan tangguhan 3,254,911 13 2,428,858 Deferred revenue
Liabilitas imbalan kerja Short-term employee
jangka pendek 1,736,530 291,459 benefit liabilities
Provisi 17,324 18 17,324 Provisions
Bagian lancar dari Current portion of
pinjaman jangka panjang: long-term borrowings:
- Liabilitas sewa 8,968,367 15,30f 5,368,871 Lease liabilities -
- Pinjaman 2,232,249 14 2,254,112 Loans -
- Sukuk ijarah 14,999 16 713,996 Sukuk ijarah -
- Utang obligasi - 17 753,192 Bonds payable -
Jumlah liabilitas jangka pendek 31,839,607 21,016,639 Total current liabilities
Liabilitas jangka panjang Non-current liabilities
Liabilitas sewa 30,196,820 15,30f 28,225,767 Lease liabilities
Pinjaman jangka panjang 19,248,622 14 6,592,866 Long-term loans
Sukuk ijarah 1,238,580 16 1,252,690 Sukuk ijarah
Utang obligasi 927,380 17 926,520 Bonds payable
Pendapatan tangguhan 4,125 13 75,357 Deferred revenue
Liabilitas pajak tangguhan - 29d 608,192 Deferred tax liabilities
Liabilitas imbalan kerja Long-term employee
jangka panjang 461,654 18 269,131 benefit liabilities
Provisi 1,392,942 18 989,031 Provisions
Jumlah liabilitas jangka panjang 53,470,123 38,939,554 Total non-current liabilities
Ekuitas Equity
Modal saham - modal dasar Share capital – authorised capital
22.650.000.000 saham biasa, of 22,650,000,000 ordinary
modal ditempatkan dan shares, issued and fully paid
disetor penuh 18.199.862.451 of capital 18,199,862,451
(2024: 13.128.430.665) (2024: 13,128,430,665)
saham biasa, dengan nilai ordinary shares, with par
nominal Rp 100 per saham 1,819,986 19 1,312,843 value of Rp 100 per share
Tambahan modal disetor 27,000,270 20 15,415,071 Additional paid-in capital
Saham treasuri - 19 (134,445) Treasury shares
Saldo laba Retained earnings
- Telah ditentukan
penggunaannya 1,500 22 1,400 Appropriated -
- Belum ditentukan
penggunaannya 1,012,456 9,465,523 Unappropriated -
29,834,212 26,060,392
Kepentingan nonpengendali 174,496 161,980 Non-controlling interest
Jumlah ekuitas 30,008,708 26,222,372 Total equity
Jumlah liabilitas dan ekuitas 115,318,438 86,178,565 Total liabilities and equity
Catatan atas laporan keuangan konsolidasian merupakan The accompanying notes form an integral part of
bagian tak terpisahkan dari laporan keuangan these consolidated financial statements.
konsolidasian secara keseluruhan.
Page 331
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman – 2/1 – Page
LAPORAN LABA RUGI DAN PENGHASILAN CONSOLIDATED STATEMENTS OF PROFIT OR
KOMPREHENSIF LAIN KONSOLIDASIAN LOSS AND OTHER COMPREHENSIVE INCOME
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali laba bersih per saham dasar) except basic earnings per share)
Catatan/
2025 Notes 2024
Pendapatan 42,445,960 24,30g 34,391,597 Revenue
Beban Expenses
Beban penyusutan (17,585,538) 8 (12,074,335) Depreciation expenses
Beban infrastruktur (12,327,392) 25a,30i (8,942,323) Infrastructure expenses
Beban interkoneksi dan Interconnection and
beban langsung lainnya (4,909,568) 26,30h (3,284,180) other direct expenses
Beban gaji dan kesejahteraan Salaries and employee
karyawan (4,286,366) 27,30m (1,736,074) benefits expenses
Beban penjualan dan pemasaran (2,299,737) 25b (2,094,192) Sales and marketing expenses
General and administrative
Beban umum dan administrasi (841,999) 25c,30j (454,990) expenses
Beban amortisasi (428,521) 9 (216,928) Amortisation expenses
Keuntungan/(kerugian) selisih Foreign exchange gain/
kurs - bersih 8,699 (16,326) (loss) - net
Keuntungan dari penjualan Gain from tower sale
dan sewa-balik menara 141,227 8 415,641 and leaseback
Lain-lain (1,055,559) 10 (230,290) Others
(43,584,754) (28,633,997)
(1,138,794) 5,757,600
Biaya keuangan (4,015,661) 28,30l (3,112,802) Finance cost
Penghasilan keuangan 97,860 30k 80,256 Finance income
Bagian atas rugi bersih dari Share of loss from
entitas asosiasi (206,176) (297,829) associate entities
(4,123,977) (3,330,375)
(Rugi)/laba sebelum pajak
penghasilan (5,262,771) 2,427,225 (Loss)/profit before income tax
Manfaat/(beban)
pajak penghasilan 848,669 29c (579,594) Income tax benefit/(expense)
(Rugi)/laba tahun berjalan (4,414,102) 1,847,631 (Loss)/profit for the year
(Rugi)/laba komprehensif lainnya Other comprehensive (loss)/
yang tidak direklasifikasi income not to be reclassified
ke dalam laba rugi to profit loss
(Kerugian)/keuntungan dari
pengukuran kembali program Remeasurement (loss)/gain on
pensiun manfaat pasti (15,832) 18b 12,220 defined benefit plan
Manfaat/(beban) pajak Related income tax
penghasilan terkait 3,527 29d (3,069) benefit/(expense)
(Rugi)/laba komprehensif Other comprehensive
lainnya tahun berjalan, (loss)/income for the year,
setelah pajak (12,305) 9,151 net of tax
Jumlah (rugi)/laba Total comprehensive
komprehensif (4,426,407) 1,856,782 (loss)/gain
Catatan atas laporan keuangan konsolidasian merupakan The accompanying notes form an integral part of
bagian tak terpisahkan dari laporan keuangan these consolidated financial statements.
konsolidasian secara keseluruhan.
Page 332
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman – 2/2 – Page
LAPORAN LABA RUGI DAN PENGHASILAN CONSOLIDATED STATEMENTS OF PROFIT OR
KOMPREHENSIF LAIN KONSOLIDASIAN LOSS AND OTHER COMPREHENSIVE INCOME
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali laba bersih per saham dasar) except basic earnings per share)
Catatan/
2025 Notes 2024
(Rugi)/laba yang
diatribusikan kepada: (Loss)/profit attributable to:
- Pemilik entitas induk (4,424,609) 1,819,019 Owners of the parent -
- Kepentingan nonpengendali 10,507 28,612 Non-controlling interest -
(4,414,102) 1,847,631
Jumlah (rugi)/laba Total comprehensive
komprehensif (loss)/income
yang diatribusikan kepada: attributable to:
- Pemilik entitas induk (4,438,923) 1,828,170 Owners of the parent -
- Kepentingan nonpengendali 12,516 28,612 Non-controlling interest -
(4,426,407) 1,856,782
(Rugi)/laba bersih per saham Basic and diluted (loss)/
dasar dan dilusian (276) 23 139 earnings per share
Catatan atas laporan keuangan konsolidasian merupakan The accompanying notes form an integral part of
bagian tak terpisahkan dari laporan keuangan these consolidated financial statements.
konsolidasian secara keseluruhan.
Page 333
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman – 3 – Page
LAPORAN PERUBAHAN EKUITAS KONSOLIDASIAN CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah) (Expressed in millions of Rupiah)
Tambahan Ekuitas dari
modal entitas yang Saldo laba/Retained earnings
Modal disetor/ bergabung/ Saham Telah Belum Kepentingan
saham/ Additional Merging treasuri/ ditentukan ditentukan nonpengendali/
Catatan/ Share paid-in entity’s Treasury penggunaannya/ penggunaannya/ Jumlah/ Non-controlling Jumlah/
Notes capital capital equity* shares Appropriated Unappropriated Total interests Total
Saldo per 1 Januari 2024 1,312,843 16,914,496 (34,758) (134,445) 1,300 8,266,167 26,325,603 144,415 26,470,018 Balance as at 1 January 2024
Acquisition of business from
Akuisisi bisnis dari entitas sepengendali - (1,498,181) 44,435 - - - (1,453,746) - (1,453,746) entity under common control
Akuisisi entitas anak - (1,244) - - - - (1,244) 3 (1,241) Acquisition of subsidiary
Penyesuaian perubahan ekuitas dari bisnis Adjustment of changes in equity of
yang diakuisisi - - (3,095) - - (3,095) - (3,095) merging entity
Laba tahun berjalan - - (6,582) - - 1,825,601 1,819,019 28,612 1,847,631 Profit of the year
Dividen tunai 21 - - - - - (635,296) (635,296) (11,050) (646,346) Cash dividends
Saldo laba yang telah Appropriated retained
ditentukan penggunaannya 22 - - - - 100 (100) - - - earnings
Laba komprehensif lainnya, Other comprehensive income,
setelah pajak 178 - - - - - 9,151 9,151 - 9,151 net of tax
Saldo per 31 Desember 2024 1,312,843 15,415,071 - (134,445) 1,400 9,465,523 26,060,392 161,980 26,222,372 Balance as at 31 December 2024
Penerbitan saham baru 507,143 11,410,722 - - - - 11,917,865 - 11,917,865 Issuance of new shares
Saham treasuri - 174,498 - 134,445 - - 308,943 - 308,943 Treasury stock
Perbedaan kurs dari penjabaran Exchange difference on financial
laporan keuangan - (21) - - - - (21) - (21) statements translation
Rugi tahun berjalan - - - - - (4,426,618) (4,426,618) 12,516 (4,414,102) Loss of the year
Dividen tunai 21 - - - - - (4,014,044) (4,014,044) (4,014,044) Cash dividends
Saldo laba yang telah Appropriated retained
ditentukan penggunaannya 22 - - - - 100 (100) - - - earnings
Laba komprehensif lainnya, Other comprehensive income,
setelah pajak 18b - - - - - (12,305) (12,305) - (12,305) net of tax
Saldo per 31 Desember 2025 1,819,986 27,000,270 - - 1,500 1,012,456 29,834,212 174,496 30,008,708 Balance as at 31 December 2025
Catatan atas laporan keuangan konsolidasian merupakan bagian The accompanying notes form an integral part of
tak terpisahkan dari laporan keuangan konsolidasian secara keseluruhan. these consolidated financial statements.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman – 4/1 – Page
LAPORAN ARUS KAS CONSOLIDATED STATEMENTS
KONSOLIDASIAN OF CASH FLOWS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah) (Expressed in millions of Rupiah)
Catatan/
2025 Notes 2024
ARUS KAS DARI CASH FLOWS FROM
AKTIVITAS OPERASI OPERATING ACTIVITIES
Penerimaan dari pelanggan Receipts from customers
dan operator lain 39,809,266 33,832,664 and other operators
Pembayaran kepada pemasok Payments for suppliers
dan beban lain (19,057,207) (13,952,672) and other expenses
Pembayaran kepada karyawan (2,915,700) (1,691,858) Payments to employees
Kas yang diperoleh Cash generated
dari operasi 17,836,359 18,188,134 from operations
Penerimaan penghasilan
keuangan 99,630 75,448 Receipts of finance income
Pembayaran atas Payment related to
biaya-biaya terkait merger (32,499) - merger related cost
Pembayaran pajak Payments of corporate
penghasilan badan (541,617) (480,764) income tax
Pembayaran pajak lainnya (1,763,834) (1,191,360) Payments of other taxes
Penerimaan pajak pertambahan Receipts of value
nilai, bersih 1,903,414 1,242,187 added tax, net
Arus kas bersih yang Net cash flows generated
diperoleh dari aktivitas operasi 17,501,453 17,833,645 from operating activities
ARUS KAS DARI CASH FLOWS FROM
AKTIVITAS INVESTASI INVESTING ACTIVITIES
Pembelian aset tetap Acquisition of fixed assets
dan aset takberwujud (9,303,595) (9,496,912) and intangible assets
Akuisisi bisnis kombinasi Acquisition of business
dikurangi kas yang combination net of cash
diperoleh - (1,875,000) acquired
Penerimaan dari penjualan Proceeds from sales
aset tetap 3,643 8 6,358 of fixed assets
Penerimaan dari penggantian Proceeds from
klaim asuransi 35,810 8 - insurance claims
Penerimaan kas dari merger 230,422 39 - Cash received from merger
Penerimaan dari penjualan Proceeds from sales
investasi pada saham 1,871,353 6 - of investment in shares
Arus kas bersih yang
digunakan untuk Net cash flow used
aktivitas investasi (7,162,367) (11,365,554) in investing activities
Catatan atas laporan keuangan konsolidasian merupakan The accompanying notes form an integral part of
bagian tak terpisahkan dari laporan keuangan these consolidated financial statements.
konsolidasian secara keseluruhan.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman – 4/2 – Page
LAPORAN ARUS KAS CONSOLIDATED STATEMENTS
KONSOLIDASIAN OF CASH FLOWS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah) (Expressed in millions of Rupiah)
Catatan/
2025 Notes 2024
ARUS KAS DARI CASH FLOWS FROM
AKTIVITAS PENDANAAN FINANCING ACTIVITIES
Pembayaran pinjaman
jangka panjang (3,564,943) 14 (541,530) Repayment of long-term loans
Pembayaran bunga pinjaman Payment for interest from
jangka panjang (1,176,529) (561,164) long-term loans
Pembayaran pokok Payment for lease
liabilitas sewa (5,335,879) 31c (4,748,170) liabilities principal
Payment of lease liabilities
Pembayaran bunga liabilitas sewa (2,565,689) 31c (2,174,460) interest
Pembayaran dividen kas (4,013,940) 21 (646,346) Payment for cash dividends
Payment of bonds
Pembayaran bunga utang obligasi (123,219) (128,158) payables interest
Pembayaran imbal hasil ijarah (154,085) (169,757) Payment for ijarah return
Pembayaran sukuk ijarah (714,915) 16 (398,000) Payment for sukuk ijarah
Pembayaran utang obligasi (754,225) 17 (40,000) Payment for bonds payables
Penerimaan bersih pinjaman
jangka panjang 9,056,594 14 3,353,373 Net proceed from long-term loans
Pembayaran saham treasuri (2,439,744) 19 - Payments of treasury share
Penjualan saham treasuri 2,736,692 19 - Proceeds of treasury share
Pembayaran biaya saham treasuri (13,232) - Payment for cost of treasury share
Arus kas bersih yang digunakan Net cash flows used in
untuk aktivitas pendanaan (9,063,114) (6,054,212) financing activities
Kenaikan bersih Net increase in
kas dan setara kas 1,275,972 413,879 cash and cash equivalents
Kas dan setara kas Cash and cash equivalents
pada awal tahun 1,386,637 966,027 at the beginning of the year
Effect of exchange rate
Dampak perubahan selisih kurs changes on cash and
terhadap kas dan setara kas 3,537 6,731 cash equivalents
Kas dan setara kas Cash and cash equivalents
pada akhir tahun 2,666,146 3 1,386,637 at the end of the year
Catatan atas laporan keuangan konsolidasian merupakan The accompanying notes form an integral part of
bagian tak terpisahkan dari laporan keuangan these consolidated financial statements.
konsolidasian secara keseluruhan.
Page 336
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/1 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
1. UMUM 1. GENERAL
a. Pendirian dan informasi umum a. Establishment and general information
PT XLSMART Telecom Sejahtera Tbk (dahulu PT XLSMART Telecom Sejahtera Tbk
PT XL Axiata Tbk) (“Perusahaan”), pertama kali (formerly PT XL Axiata Tbk) (the “Company”),
didirikan dengan nama PT Grahametropolitan was initially established under the name PT
Lestari. Perusahaan berkedudukan hukum di Grahametropolitan Lestari. The Company has
Jakarta dan didirikan sesuai dengan peraturan its legal domicile in Jakarta and was
perundang-undangan yang berlaku di Negara established as a limited liability company
Republik Indonesia berdasarkan Akta Pendirian under the laws of the Republic of Indonesia
Perseroan Terbatas No. 55 tanggal under Deed of Establishment No. 55 dated
6 Oktober 1989, sebagaimana diubah dengan 6 October 1989, as amended by Deed No. 79,
Akta Perubahan No. 79 tanggal dated 17 January 1991. The preparation of
17 Januari 1991. Keduanya dibuat di hadapan both deeds was overseen by Rachmat
Rachmat Santoso, S.H., Notaris di Jakarta. Santoso, S.H., a notary in Jakarta. The deeds
Akta-akta tersebut memperoleh persetujuan were approved by the Minister of Justice of
dari Menteri Kehakiman Republik Indonesia the Republic of Indonesia in the Minister’s
berdasarkan Surat Keputusan Menteri Decision Letter no. C2-515.HT.01.01.TH.91
No. C2-515.HT.01.01.TH.91 tanggal dated 19 February 1991, registered in the
19 Februari 1991, didaftarkan di Pengadilan District Court of South Jakarta under
Negeri Jakarta Selatan no. 670/Not/1991/PN.JKT.SEL and
No. 670/Not/1991/PN.JKT.SEL dan no. 671/Not/1991/PN.JKT.SEL, dated
No. 671/Not/1991/PN.JKT.SEL, tanggal 21 August 1991, and published in the State
21 Agustus 1991, dan diumumkan dalam Berita Gazette of the Republic of Indonesia
Negara Republik Indonesia No. 90, Tambahan no. 90, Supplement no. 4070, dated
No. 4070, tanggal 8 November 1991. 8 November 1991.
Pada tanggal 16 April 2025, Perusahaan On 16 April 2025, the Company completed a
melakukan penggabungan usaha dengan business combination with PT Smartfren
PT Smartfren Telecom Tbk (“Smartfren”) dan Telecom Tbk (“Smartfren”) and PT Smart
PT Smart Telecom (“Smart Telecom”) Telecom (“Smart Telecom”) (see Note 39).
(lihat Catatan 39).
Anggaran Dasar Perusahaan telah mengalami The Company’s Articles of Association have
beberapa kali perubahan. Perubahan terakhir been amended several times. The latest
Anggaran Dasar Perusahaan adalah amendment of the Company’s Articles of
sebagaimana dimuat dalam Akta Pernyataan Association is as stated in the Deed of
Keputusan Rapat Perubahan Anggaran Dasar Meeting Resolution Statement for Amendment
No. 38 tanggal 17 April 2025 yang dibuat di of Articles of Association No. 38 dated 17 April
hadapan Aulia Taufani, S.H., Notaris di Jakarta 2025 which was made before Aulia Taufani,
mengenai struktur permodalan dan susunan S.H., a notary in Jakarta in respect of the
pemegang saham setelah efektif capital structure and the composition of
Penggabungan Usaha. Perubahan ini telah shareholders following the Effective Business
disetujui oleh Menteri Hukum dan Hak Asasi Combination. This amendment has been
Manusia Republik Indonesia berdasarkan approved by the Minister of Law and Human
Keputusan Menteri Hukum dan Hak Asasi Rights of the Republic of Indonesia based on
Manusia Republik Indonesia No. AHU- the Decision of the Minister of Law and
AH.01.03-0104486 tanggal 17 April 2025. Human Rights of the Republic of Indonesia
No. AHU-AH.01.03-0104486 dated
17 April 2025.
Page 337
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/2 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
1. UMUM (lanjutan) 1. GENERAL (continued)
a. Pendirian dan informasi umum (lanjutan) a. Establishment and general information
(continued)
Setelah penggabungan usaha menjadi efektif, After the merger become effective, Axiata
Axiata Investments (Indonesia) Sdn. Bhd., PT Investment (Indonesia) Sdn. Bhd., PT Bali
Bali Media Telekomunikasi, PT Global Nusa Media Telekomunkasi, PT Global Nusa Data,
Data, PT Wahana Inti Nusantara, dan PT PT Wahana Inti Nusantara and PT
Gerbangmas Tunggal Sejahtera (“Grup Gerbangmas Tunggal Sejahtera (“Sinarmas
Sinarmas”) merupakan entitas yang masing- Group") are entities which have significant
masing memiliki pengaruh signifikan terhadap influence to the Company, but do not have
Perusahaan, namun tidak terdapat pihak control.
pengendali.
Kantor pusat Perusahaan terletak di XL SMART The Company’s head office is currently
Tower, Jl. H.R. Rasuna Said X-5 Kav. 11-12, located at XL SMART Tower, Jl. H.R. Rasuna
Kuningan Timur, Setiabudi, Jakarta Selatan Said X-5 Kav. 11-12, Kuningan Timur,
12950, Indonesia. Setiabudi, South Jakarta 12950, Indonesia.
b. Penawaran umum efek b. The Company’s public offerings
Jumlah Nilai nominal per Pencatatan
saham/ saham/Nominal saham/Shar
Total shares alue per share e register Tanggal/Date
Penawaran saham umum 1,427,500,000 100 Bursa Efek 29 September 2005
perdana dan tercatat di Bursa Indonesia
Efek Indonesia/Initial Public
Stock Offering
Penawaran Umum Terbatas I 1,418,000,000 100 Bursa Efek 16 November 2009
(“PUT I”) dalam rangka Indonesia
penerbitan Hak Memesan
Efek Terlebih Dahulu
(“HMETD”)/Limited Public
Offering I (“LPO I”) in respect
of a rights issue with Pre-
emptive Rights
Penerbitan saham baru tanpa 24,091,727 100 Bursa Efek 14 April 2011
memberikan HMETD sebagai Indonesia
pelaksanaan Program Insentif
Jangka Panjang 2010-2015/
Incentive Shares without Pre-
emptive Rights in the
framework of Long Term
Incentive Program 2010 –
2015
Penerbitan saham melalui 26,500,000 100 Bursa Efek 10 Maret/March 2016
mekanisme penerbitan saham Indonesia
tanpa HMETD sebagai
pelaksanaan Program Insentif
Jangka Panjang 2016 -
2020/Incentive Shares without
Pre-emptive Rights in the
framework of Long Term
Incentive Program 2016 –
2020
Penerbitan saham melalui 2,137,592,085 100 Bursa Efek 25 Mei/May 2016
mekanisme Penawaran Indonesia
Umum Terbatas II (“PUT II”)
tahun 2016 dengan
HMETD/Share issuance
through Limited Public
Offering II ("LPO II") Year
2016 in respect of a rights
issue with Pre-emptive Rights
Page 338
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/3 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
1. UMUM (lanjutan) 1. GENERAL (continued)
b. Penawaran umum efek (lanjutan) b. The Company’s public offerings (continued)
Jumlah Nilai nominal per Pencatatan
saham/ saham/Nominal saham/Share
Total shares alue per share register Tanggal/Date
Penerbitan saham melalui 2,403,755,889 100 Bursa Efek 20 Desember/
mekanisme Penawaran Indonesia December 2022
Umum Terbatas III (“PUT III”)
tahun 2022 dengan
HMETD/Share issuance
through Limited Public
Offering II ("LPO III") Year
2022 in respect of a rights
issue with Pre-emptive Rights
Lihat Catatan 16 dan 17 untuk informasi See Notes 16 and 17 for information related to
penerbitan Sukuk Ijarah dan Obligasi Sukuk Ijarah and Bonds issuance.
c. Ijin investasi c. Investment licence
Sesuai dengan Anggaran Dasar, tujuan In accordance with its Articles of Association,
Perusahaan adalah melakukan kegiatan dalam the Company’s purpose is to provide
usaha penyelenggaraan jasa telekomunikasi telecommunications services and/or
dan/atau jaringan telekomunikasi dan/atau telecommunications networks and/or
multimedia. Perusahaan memulai operasi multimedia services. The Company
komersialnya di tahun 1996 dan oleh karenanya commenced its commercial operations in 1996
Perusahaan telah memiliki perizinan-perizinan and therefore the Company has obtained
sebagaimana dipersyaratkan oleh Badan licences as required by
Koordinasi Penanaman Modal (“BKPM”). nvestment Coordination Board (“BKPM”).
Sehubungan dengan telah diselesaikannya In relation to the completion of the merger with
penggabungan usaha dengan Smartfren dan Smartfren and Smart Telecom, the Minister of
Smart Telecom, Menteri Komunikasi dan Digital Communication and Digital issued Decree
telah meterbitkan Keputusan No. 143 Tahun No. 143 of 2025 dated 16 April 2025
2025 tanggal 16 April 2025 tentang regarding the Approval of the Merger of
Persetujuan Penggabungan Penyelenggaraan Telecommunication Operations.
Telekomunikasi.
Sehubungan dengan telah diselesaikannya In relation completion of the merger with
penggabungan usaha dengan PT Axiata PT Axiata Telekom Indonesia (“AXIS”), the
Telekom Indonesia (“AXIS”), Perusahaan Company has obtained Principle
memperoleh Izin Prinsip Penggabungan License of Merger of Capital Investment
Perusahaan Penanaman Modal No. 3/1/IP-PP/PMA/2014 dated 7 April 2014
No. 3/1/IP-PP/PMA/2014 tanggal and License of Merger of Foreign Capital
7 April 2014 dan Izin Usaha Penggabungan Investment No. 7/1/IU-PP/PMA/2014, dated
Perusahaan Penanaman Modal 25 November 2014.
Asing No. 7/1/IU-PP/PMA/2014 tanggal
25 November 2014.
Perusahaan memperoleh Izin Pendaftaran The Company obtained Licence of
Penanaman Modal Asing Registration of Foreign Investment
No. 580/1/PI/PMA/2018 tanggal No. 580/1/PI/PMA/2018 dated
20 Februari 2018 untuk aktivitas telekomunikasi 20 February 2018 for telecommunication
dengan kabel serta memperoleh Izin activities with cable as well as obtaining
Penyelenggaraan Jaringan Telekomunikasi Licence of Telecommunication Network for
Penanaman Modal Asing No. Foreign Investment No. 2168/1/IU/PMA/2018
2168/1/IU/PMA/2018 tanggal 28 Juni 2018 dated 28 June 2018 for telecommunication
untuk aktivitas telekomunikasi dengan kabel. activities with cable.
Page 339
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/4 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
1. UMUM (lanjutan) 1. GENERAL (continued)
d. Ijin penyelenggaraan d. Operating licence
Perusahaan dan entitas anak pada prinsipnya The Company and its subsidiary are principally
menyelenggarakan jasa teleponi dasar melalui involved in the provision of basic telephony
Jaringan Bergerak Selular, Jasa Akses Internet services on Cellular Mobile Network, Internet
(“ISP”), Jasa Penyelenggaraan Jaringan Tetap Services Provider (“ISP”), Closed Fixed
Tertutup (“JARTUP”), Jasa Internet Teleponi Network Services (“JARTUP”), Internet
untuk Keperluan Publik (“ITKP”), Jasa Telephony Service for Public Interest Licence
Interkoneksi Internet (“NAP”), Jasa Penyediaan (“ITKP”), Internet Interconnection Services
Konten dan Jaringan Tetap Lokal Packet (“NAP”), Content Provider Service and Packet
Switched (“JARTAPLOK Packet Switched”). Switched Local Fixed Network Licence
Untuk setiap ijin, evaluasi dilakukan setiap lima (“JARTAPLOK Packet Switched”). For every
tahun. Sebagai tambahan, Perusahaan dan licence, an evaluation is performed every five
entitas anak juga mendapatkan ijin-ijin lainnya. years. In addition, the Company and its
subsidiary also obtained various other
licences.
Rincian dari ijin-ijin tersebut adalah sebagai Details of these licences are as follows:
berikut:
Tanggal penetapan atau
perpanjangan terakhir/
Jenis jasa/ Grant date or
Ijin/License No. ijin/License no. Type of service latest renewal date
PT XLSMART Telecom Sejahtera Tbk (dahulu/formerly PT XL Axiata Tbk)
Ijin Penyelenggaraan Jaringan Kepmenkominfo No.091 Jaringan Bergerak Selular 23 Desember/December
Bergerak Selular/ Tahun 2019, 056/ (meliputi 3GPP 900, DCS 2019, 21 Juni/
License to TEL.01.02/06/2021, 1800, IMT 2000 dan 2100 June 2021,
To Operate Cellular 107/TEL.01.02/2021, Mhz) termasuk Jasa, 17 Desember/
Mobile Network 026/TEL.01.02/2022, Telekomunikasi Dasar, December 2021,
135/TEL.01/02/2022, Teknologi Netral/Cellular 28 Januari/
143 Tahun 2025, Mobile Network (including January 2022,
29/TEL.01.02/2025, 3GPP 900, DCS 1800, 22 November 2022,
28/TEL.02.02/2025 IMT 2000 and 2100 Mhz), 16 Apil 2025,
Basic Telecommunication 10 Juli/July 2025,
Services, Neutral 10 Juli/July 2025
Technology
Ijin Penyelenggaraan Jaringan Kepmenkominfo No.034/ Jaringan Tetap Tertutup/ 3 April 2021, 13 Februari/
Tetap Tertutup/License to TEL.01.02/2021, Closed Fixed Network February 2023, 16
Operate Closed Fixed 015/TEL.01.02/2023, (“JARTUP”) April 2025, 8 Mei/May
Network (“JARTUP”) Kepmenkomdigi No. 2025, 9 Mei/May 2025
143 Tahun 2025,
No. 3/TEL.01.02/2025
(for MW Link), No.
5/TEL.01.02/2025 (for
Submarine CableI),
No. 9/TEL.01.02/2025
(for FO Terrestrial)
Ijin Penyelenggaraan Jasa Kepmenkominfo No.416/ Jasa Sistem Komunikasi 26 Juni/June 2020,
Sistem Komunikasi Data/ TEL.02.02/2019, Data/Data Communication 16 April 2025,
License to Operate Data Kepmenkomdigi System 2 Juni/June 2025
Communication System No. 143 Tahun 2025,
No. 17/TEL.02.02/2025
Page 340
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/5 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
1. UMUM (lanjutan) 1. GENERAL (continued)
d. Ijin penyelenggaraan (lanjutan) d. Operating licence (continued)
Tanggal penetapan atau
perpanjangan terakhir/
Jenis jasa/ Grant date or
Ijin/License No. ijin/License no. Type of service latest renewal date
PT XLSMART Telecom Sejahtera Tbk (dahulu/formerly PT XL Axiata Tbk) (lanjutan/continued)
Ijin Penyelenggaraan Kepmenkominfo No.005/ Jaringan Tetap Lokal Packet 27 April 2018, 16 April
Jaringan Tetap Lokal TEL.01.02/2018, Switched/Packet Switched 2025, 8 Mei/May 2025
Packet Switched/ Kepmenkomdigi No. Local Fixed Network
License to Operate Packet 143 Tahun 2025, (“JARTAPLOK Packet
Switched Local Fixed Kepmenkominfo Switched”)
Network (“JARTAPLOK No. 8/TEL.01.02/
Packet Switched”) 2025
Ijin Penyelenggaraan Jasa Kepmenkominfo No.234 Jasa Penyediaan Konten/ 7 Agustus/August 2014,
Penyediaan Konten/ Tahun 2014, No. Content Providing Service 31 Oktober/October
License to Operate 1940 Tahun 2017, 2017, 16 April 2025,
Content Providing Service Kepmenkomdigi 2 Juni/June 2025
No. 143 Tahun 2025,
No. 15/TEL.02.02/
2025
Ijin Penyelenggaraan Jasa Kepmenkominfo No.1039 Jasa Interkoneksi Internet/ 16 Mei/May 2017, 31
Interkoneksi Internet/ Tahun 2017, No. Internet Interconnection Oktober/October 2017,
License to Operate 1938 Tahun 2017 Services (“NAP”) 16 April 2025,
Internet Interconnection Kepmenkomdigi No. 2 Juni/June 2025
Services (“NAP”) 143 Tahun 2025,
No. 16/TEL.02.02/
2025
Ijin Penyelenggaraan Jasa Kepdirjen PPI No. 172 Jasa Internet Teleponi untuk 21 Oktober/October 2016,
Internet Teleponi untuk Tahun 2016, No. Keperluan Publik (”ITKP”)/ 31 Oktober/October
Keperluan Publik (“ITKP”)/ 1939 Tahun 2017, Voice over Internet 2017, 16 April 2025,
License to Operate VoIP Kepmenkomdi Protocol (“VoIP”) 2 Juni/June 2025
No. 143 Tahun
2025, No. 14/TEL.
02.02/2025
Ijin Penyelenggaraan Jasa Kepdirjen No. 395 Tahun Jasa Akses Internet/Internet 21 November 2013,
Akses Internet/ 2013, Kepmenkominfo service Provider (“ISP”) 31 Oktober/October
License to Operate No. 1937 Tahun 2017, 2017, 16 April 2025,
Internet Access Services Kepmenkomdigi No. 26 Mei/May 2025
(“ISP”) 143 Tahun 2025, No.
11/TEL.02.02/2025
Ijin Penyelenggaraan Jasa Perizinan Berusaha Jasa Call Center/ 25 Agustus/August 2024,
Call Center/ Berbasis Risiko Call Center 16 April 2025,
License to Operate No. 812000198100 26 Mei/May 2025
Call Center 70039,
(“Call Center”) Kepmenkomdigi No.
143 Tahun 2025, No.
12/TEL.02.02/2025
Page 341
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/6 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
1. UMUM (lanjutan) 1. GENERAL (continued)
d. Ijin penyelenggaraan (lanjutan) d. Operating licence (continued)
Tanggal penetapan atau
perpanjangan terakhir/
Jenis jasa/ Grant date or
Ijin/License No. ijin/License no. Type of service latest renewal date
PT XLSMART Telecom Sejahtera Tbk (dahulu/formerly PT XL Axiata Tbk) (lanjutan/continued)
Ijin Penyelenggaraan Kepmenkominfo No. 1667 Jasa Jaringan Tetap 23 September 2016,
Jaringan Tetap Lokal Tahun 2016, No. 013/ Lokal Circuit Switched 8 Februari/February
Circuit Switch/ TEL.01.02/2023, /Circuit Switched 2023, 16 April 2025
License to Operate Kepmenkomdigi No. 8 Mei/May 2025
Circuit Switched Local 143 Tahun 2025, 26 Mei/May 2025
Fixed Network No. 7/TEL.01.02/2025
(“Jartaplok CS”) (for Circuit Switched
Local Fixed Network),
No. 13/TEL.01.02/2025
(for Basic Telephone
Service via Circuit
Switched Local Fixed
Network)
PT Hipernet Indodata
Ijin Penyelenggaraan Jaringan No. 81201038411520031 Jaringan Tetap Tertutup/ 7 Desember/December
Tetap Tertutup/License to Closed Fixed Network 2022
Operate Closed Fixed (“JARTUP”)
Network (“JARTUP”)
Ijin Penyelenggaraan Jasa 170/TEL.02.02/2019 Jasa Multimedia and Sistem 28 Mei/May 2019
Telekomunikasi/ Komunikasi Data/
License to Operate Multimedia and
Telecommunication Data Communication
Services Systems
Ijin Penyelenggaraan Jasa 848 Tahun 2014 Jasa Akses Internet/Internet 22 September 2014
Akses Internet/ Services Provider (“ISP”)
License to Operate
Internet Access Services
(“ISP”)
XL Axiata Singapore Pte. Ltd.
Ijin Penyelenggaraan Jasa - International Simple 20 Desember/December
International Simple Resale (“ISP”) 2020
Resale/License to Operate
International Simple
Resale (“ISR”)
Ijin Penyelenggaraan Jasa - Jasa Koneksi Tetap Sewa 20 Desember/December
Koneksi Tetap Sewa Sirkit Langganan/Local 2020
Sirkit Langganan/ Leased Fixed-Line
License to Operate Local Connectivity Services
Leased Fixed-Line
Connectivity Services
Ijin Penyelenggaraan Jasa - Jasa Situs Interkoneksi Fisik 20 Desember/December
Pertukaran Internet/ Untuk Semua Operator/ 2020
License to Operate Phyisical Interconnection
Internet Exchange Site for Any Operators
Page 342
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/7 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
1. UMUM (lanjutan) 1. GENERAL (continued)
e. Dewan Komisaris, Dewan Direksi dan e. Board of Commissioners, Board of
Komite Audit, Kepala Audit Internal dan Directors, Audit Committee, Head of
Sekretaris Perusahaan Internal Audit and Corporate Secretary
Susunan Dewan Komisaris dan Dewan Direksi The composition of the Company’s Board of
Perusahaan pada tanggal 31 Desember 2025 Commissioners and Board of Directors as at
adalah sebagaimana dimuat dalam Akta 31 Decemeber 2025 is as stated in the Deed
Pernyataan Keputusan Rapat No. 16 tanggal of Meeting Resolution Statement No. 16 dated
12 Agustus 2025 yang dibuat di hadapan Aulia 12 August 2025, made before Aulia Taufani,
Taufani, S.H., Notaris di Jakarta, yang telah S.H., Notary in Jakarta, which has been
diterima dan dicatat dalam Sistem Administrasi received and registered in the Legal Entity
Badan Hukum dan mendapatkan Data Administration System and obtained the
Perusahaan dari Menteri Hukum dan Hak notification receipt no. AHU-AH.01.09-
Asasi Manusia Republik Indonesia berdasarkan 0327506 dated 21 August 2025, issued by the
surat no. AHU-AH.01.09-0327506 tanggal Minister of Law and Human Rights of the
21 Agustus 2025. Republic of Indonesia.
Susunan Dewan Komisaris dan Dewan Direksi The composition of the Company’s Board of
Perusahaan pada tanggal 31 Desember 2025 Commissioners and Board of Directors as at
dan 2024 adalah sebagai berikut: 31 December 2025 and 2024 is as follows:
2025 2024
Dewan Komisaris Board of Commissioners
Presiden Komisaris M. Arsjad Rasjid P.M.1 Dr. Muhamad President Commissioner
Chatib Basri2
Komisaris Vivek Sood Vivek Sood Commissioners
Nik Rizal Kamil Bin Nik Rizal Kamil Bin
Nik Ibrahim Kamil Nik Ibrahim Kamil
Sean Quek Chin Haur1 Dr. Hans Wijayasuriya2
David Robert Dean1
Lay Krisnan Cahya1
Komisaris Independen Retno Lestari Priansari Julianto Sidarto2 Independent Commissioners
Marsudi1
Robert Pakpahan1 Yasmin Binti
Aladad Khan2
Willem Lucas Didi Syafruddin2
Timmermans1
1) Menjabat sebagai Komisaris Perusahaan sejak 1) Commencing as the Commissioners of the Company since the
tanggal efektif penggabungan usaha Perusahaan yaitu effective date of the Company's business merger, dated 16
16 April 2025. April 2025.
2) Tidak menjabat sebagai Komisaris Perusahaan sejak tanggal 2) Stepped down as the Commissioners since the effective date
efektif penggabungan usaha Perusahaan yaitu of the Company's merger, dated 16 April 2025.
16 April 2025.
Page 343
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/8 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
1. UMUM (lanjutan) 1. GENERAL (continued)
e. Dewan Komisaris, Dewan Direksi dan e. Board of Commissioners, Board of
Komite Audit, Kepala Audit Internal dan Directors, Audit Committee, Head of
Sekretaris Perusahaan (lanjutan) Internal Audit and Corporate Secretary
(continued)
2025 2024
Dewan Direksi Board of Directors
Presiden Direktur Rajeev Sethi1 Dian Siswarini1 President Director
Direktur Antony Susilo4 Abhijit Jayant Navalekar2 Directors
David Arcelus Oses Yessie Dianty Yosetya
Andrijanto Munjono4 David Arcelus Oses
Feiruz Ikhwan Bin Feiruz Ikhwan bin
Abdul Malek Abdul Malek
Shurish Subbramaniam4 I Gede Darmayusa3
Yessie Dianty Yosetya Rico Usthavia Frans2
Merza Fachys4
Jeremiah Ratadhi
Setiadharma4
Sanjay Kumar Gordhan
A Vaghasia5
1) Perusahaan menunjuk Rajeev Sethi sebagai Presiden Direktur 1) The Company appointed Rajeev Sethi as President Director
menggantikan Dian Siswarini pada Rapat Umum Pemegang replacing Dian Siswarini by the General Meeting of
Saham pada tanggal 25 Maret 2025. Shareholder on 25 March 2025.
2) Pengunduran diri Abhijit Jayant Navalekar dan Rico Usthavia 2) Resignation of Abhijit Jayant Navalekar and Rico Usthavia
Frans sebagai Direktur telah disetujui pada Rapat Umum Frans as Directors had been approved in the General Meeting
Pemegang Saham pada tanggal 25 Maret 2025. of Shareholders on 25 March 2025.
3) Pengunduran diri I Gede Darmayusa sebagai Direktur telah 3) Resignation of I Gede Darmayusa as Director had been
disetujui pada Rapat Umum Pemegang Saham pada tanggal approved in the General Meeting of Shareholders on
25 Maret 2025. Pengunduran diri tersebut berlaku efektif sejak 25 March 2025. The resignation became effective upon the
tanggal Efektif Penggabungan Usaha Perusahaan yaitu Effective Date of the Company’ merger, dated 16 April 2025.
16 April 2025
4) Ditunjuk sebagai Direktur Perusahaan sejak tanggal Efektif 4) Appointed as the Directors of the Company since the Effective
Penggabungan Usaha Perusahaan yaitu 16 april 2025. Date of the Company’s merger, dated 16 April 2025.
5) Ditunjuk sebagai Direktur Perusahaan sejak tanggal 5) Appointed as the Director of the Company since
12 Agustus 2025. 12 August 2025.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
1. UMUM (lanjutan) 1. GENERAL (continued)
e. Dewan Komisaris, Dewan Direksi dan e. Board of Commissioners, Board of
Komite Audit, Kepala Audit Internal dan Directors, Audit Committee, Head of
Sekretaris Perusahaan (lanjutan) Internal Audit and Corporate Secretary
(continued)
Komite Audit Perusahaan dibentuk pada The Company’s Audit Committee was
tanggal 28 Februari 2005. Susunan Komite established on 28 February 2005. The
Audit per tanggal 31 Desember 2025 dan 2024 composition of the Audit Committee as at
adalah sebagai berikut: 31 December 2025 and 2024 is as follows:
2025 2024
Ketua Willem Lucas Didi Syafruddin Chairman
Timmerman1 Yahya1
Anggota Retno Lestari Priansari Yasmin Binti Aladad Members
Marsudi2 Khan2
Robert Pakpahan2 Benny Redjo
Setyono2
Nita Skolastika Ruslim Nita Skolastika Ruslim
1) Perusahaan menunjuk Willien Lucas Timmermans sebagai Ketua 1) The Company appointed Williem Lucas Timmermans as the
Komite Audit menggantikan Didi Syafruddin Yahya pada tanggal Chairman of the Audit Committee replacing Didi Syafruddin
21 April 2025. Yahya on 21 April 2025.
2) Perusahaan menunjuk Retno Lestari Priansari Marsudi dan 2) The Company appointed Retno Lestari Priansari Marsudi and
Robert Pakpahan sebagai anggota Komite Audit menggantikan Rober Pakpahan as the members of the Audit Committee
Yasmin Binti Aladad Khan dan Benny Redjo Setyono pada replacing Yasmin Binti Aladad Khan and Benny Redjo Setyono
tanggal 21 April 2025. on 21 April 2025.
Pada tanggal 31 Desember 2025, Kepala Audit As at 31 December 2025, respectively, Head
Internal dan Sekretaris Perusahaan masing- of Internal Audit and Corporate Secretary of
masing adalah Venerdi Faizal Fakhmi dan the Company are Venerdi Faizal Fakhmi and
Ranty Astari Rachman. Pada tanggal Ranty Astari Rachman. As at
31 Desember 2024, Kepala Audit Internal dan 31 December 2024, Head of Internal Audit
Sekretaris Perusahaan masing-masing adalah and Corporate Secretary of the Company are
Mohammed Abdul Kader Bhuyan dan Ranty Mohammad Abdul Kader Bhuyan and Ranty
Astari Rachman. Astari Rachman.
Page 345
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/10 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
1. UMUM (lanjutan) 1. GENERAL (continued)
f. Struktur entitas anak f. Structures of the Company’s subsidiaries
Pada tanggal 31 Desember 2025 dan 2024, As at 31 December 2025 and 2024, the
Perusahaan mempunyai kepemilikan langsung Company had direct and indirect ownership in
dan tidak langsung pada entitas anak berikut: the following subsidiaries:
Jumlah Aset (Sebelum Eliminasi)/
Total Assets (Before Eliminations)
Entitas Anak/Subsidiaries 2025 2024
PT Hipernet Indodata 455,605 407,231
XL Axiata Singapore Pte. Ltd. 26,122 8,379
PT Data Enkripsi Informasi Teknologi 14,148 2,520
PT Distribusi Sentral Jaya 250,398 -
Mulai beroperasi/
Start of Persentase kepemilikan/
Domisili/ commercial Kegiatan usaha/ Percentage of ownership
Domicile operations Principal activity 2025 2024
PT Hipernet Indonesia 2007 Managed service dan 51.00% 51.00%
Indodata jasa teknologi informasi/
dan entitas Managed and information
anak/and technology services
subsidiaries
XL Axiata Singapura/ 2018 Layanan operator 100.00% 100.00%
Singapore Singapore internasional dan
Pte. Ltd. manajemen kemitraan
serta aliansi/International
operator services and
partnership and alliance
management
PT Data Indonesia 2024 Layanan keamanan 50.95% 50.95%
Enkripsi siber/Cybersecurity
Informasi services
Teknologi1
PT Distribusi Indonesia 2014 Layanan distribusi 99.99% 0%
Sentral /Wholesale
Jaya services
1) PT Hipernet Indodata memiliki kepemilikan langsung sebesar 1) PT Hipernet Indodata owns 99.9% direct ownership in PT Data
99,9% terhadap PT Data Enkripsi Informasi Teknologi. Enkripsi Informasi Teknologi.
Page 346
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/11 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
INFORMATION
Laporan keuangan konsolidasian ini diotorisasi oleh The consolidated financial statements were
Dewan Direksi pada tanggal authorised by the Board of Directors on
12 Februari 2026. 12 February 2026.
a. Dasar penyusunan laporan keuangan a. Basis for preparation of the consolidated
konsolidasian financial statements
Berikut ini adalah informasi kebijakan akuntansi Presented below are the material accounting
material yang diterapkan dalam penyusunan policy information applied in the preparation of
laporan keuangan konsolidasian Grup yang the consolidated financial statements of the
disusun dan disajikan berdasarkan Standar Group in accordance with Indonesian
Akuntansi Keuangan di Indonesia yang Financial Accounting Standards which
mencakup Pernyataan Standar Akuntansi comprise Statements of Financial Accounting
Keuangan ("PSAK") dan Interpretasi Standar Standards ("PSAK") and Interpretation of
Akuntansi Keuangan ("ISAK") yang diterbitkan Financial Accounting Standards (“ISAK”)
oleh Ikatan Akuntan Indonesia dan Peraturan issued by Institute of Indonesian Chartered
Badan Pengawas Pasar Modal dan Lembaga Accountant and the Capital Market and
Keuangan ("BAPEPAM-LK") No. VIII.G.7 Financial Institution Supervisory Agency
tentang Penyajian dan Pengungkapan Laporan ("BAPEPAM-LK")’s Regulation No. VIII.G.7
keuangan konsolidasian Emiten atau regarding the Presentations and Disclosures
Perusahaan Publik, yang terlampir dalam surat of consolidated financial statements of listed
keputusan No. KEP-347/BL/2012. Peraturan entities, enclosed in the decision letter No.
tersebut sekarang merupakan regulasi dari KEP-347/BL/2012. The regulation is now a
Otoritas Jasa Keuangan ("OJK"). regulation under the Indonesian Financial
Services Authority ("OJK").
Laporan keuangan konsolidasian, kecuali untuk The consolidated financial statements, except
akun-akun tertentu yang disusun berdasarkan for certain accounts which are prepared on
pengukuran lainnya yang dideskripsikan dalam other measurement described in the
kebijakan akuntansi terkait dan laporan arus kas respective accounting policy and the
konsolidasian, disusun dengan konsep harga statements of cash flows, have been prepared
perolehan dan dasar akrual. on the historical cost concept and accrual
basis.
Penyusunan laporan keuangan konsolidasian The preparation of the consolidated financial
yang disusun berdasarkan Standar Akuntansi statements in conformity with Indonesian
Keuangan Indonesia memerlukan penggunaan Financial Accounting Standards requires the
estimasi akuntansi tertentu dan asumsi-asumsi. use of certain critical accounting estimates and
Hal ini juga mengharuskan manajemen untuk assumptions. It also requires management to
melakukan pertimbangan dalam proses exercise its judgement in the process of
penerapan kebijakan akuntansi di dalam Grup. applying the Group’s accounting policies. The
Area yang kompleks atau memerlukan tingkat areas involving a higher degree of judgement
pertimbangan yang lebih tinggi, atau area or complexity, or areas where assumptions
dimana asumsi dan estimasi dapat berdampak and estimates are significant to the
signifikan terhadap laporan keuangan consolidated financial statements are
konsolidasian diungkapkan dalam Catatan 36. disclosed in Note 36.
Page 347
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/12 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
a. Dasar penyusunan laporan keuangan a. Basis for preparation of the consolidated
konsolidasian (lanjutan) financial statements (continued)
Mata uang fungsional dan penyajian Functional and presentation currency
Transaksi-transaksi yang termasuk dalam Items included in the consolidated financial
laporan keuangan konsolidasian pada setiap statements of each of the Group’s entities are
entitas anggota Grup diukur dengan mata uang measured using the currency of the primary
lingkungan ekonomi utama di mana entitas economic environment in which the Group’s
anggota Grup beroperasi (“mata uang entities operate (“the functional currency”).
fungsional”). Laporan keuangan konsolidasian The consolidated financial statements are
disajikan dalam Rupiah, yang merupakan mata presented in Rupiah, which is the Group’s
uang penyajian Grup. presentation currency.
Angka-angka dalam laporan keuangan Figures in the consolidated financial
konsolidasian ini dibulatkan menjadi jutaan statements are rounded in millions of Rupiah,
Rupiah, kecuali dinyatakan lain. unless otherwise stated.
Perubahan atas Pernyataan Standar Changes to the statements of financial
Akuntansi Keuangan (“PSAK”) accounting standards (“PSAK”)
Standar akuntansi revisian berikut berlaku The following revised accounting standards
efektif sejak tanggal 1 Januari 2025 relevan which are relevant to the Group, are effective
untuk Grup, tetapi tidak memiliki pengaruh from 1 January 2025, but do not result in
signifikan terhadap laporan keuangan significant impact to the Group’s consolidated
konsolidasian Grup: financial statements:
- Amandemen PSAK 221 “Pengaruh - Amendment of PSAK 221 “The Effect of
Ketertukaran/ Perubahan Kurs Valuta Changes in Foreign Exchange Rates”:
Asing”: Kurs Valuta Asing terkait Foreign Exchange Rates regarding Lack
Kekurangan of Exchangeability
Standar akuntansi revisian berikut yang telah The following revised accounting standards
diterbitkan dan berlaku efektif mulai issued and are effective beginning
1 Januari 2026 dan belum diterapkan secara 1 January 2026 and have not been early
dini oleh Group: adopted by the Group:
- Amendemen PSAK 109 dan PSAK 107 - Amendment of SFAS 109 and SFAS 107
“Pengungkapan tentang Klasifikasi dan “Classification and Measurement of
Pengukuran Instrumen Keuangan” Financial Instruments”
- PSAK 338 (Revisi 2025) “Kombinasi Bisnis - PSAK 338 (Revision of 2025) “Business
Entitas Sepengendali“ Combination under Common Control”
Standar akuntansi revisian berikut yang telah The following revised accounting standard
diterbitkan dan berlaku efektif mulai issued and is effective beginning
1 Januari 2027 dan belum diterapkan secara 1 January 2027 and has not been early
dini oleh Group: adopted by the Group:
- PSAK 119 “Entitas Anak Tanpa - PSAK 119 “Subsidiaries without Public
Akuntabilitas Publik: Pengungkapan:” Accountability: Disclosures”
- Amandemen PSAK 119 “Entitas Anak - Amendment of PSAK 119 “Subsidiaries
Tanpa Akuntabilitas Publik: Pengungkapan” without Public Accountability: Disclosures”
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/13 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
a. Dasar penyusunan laporan keuangan a. Basis for preparation of the consolidated
konsolidasian (lanjutan) financial statements (continued)
Perubahan atas Pernyataan Standar Changes to the statements of financial
Akuntansi Keuangan (“PSAK”) (lanjutan) accounting standards (“PSAK”) (continued)
- PSAK 118: ”Penyajian dan Pengungkapan - PSAK 118: “Presentation and Disclosure in
dalam Laporan Keuangan” Financial Statements”
PSAK 118 menggantikan PSAK 201, PSAK 118 supersedes PSAK 201, retaining
mempertahankan banyak prinsip yang ada many existing principles but significantly
tetapi secara signifikan mengubah cara changing how entities report “operating
entitas melaporkan “laba atau rugi profit or loss.” It establishes a defined
operasional.” PSAK ini menetapkan struktur structure for the statement if profit or loss,
yang jelas untuk laporan laba rugi dengan categorising items into operating, investing,
mengelompokkan pos-pos ke dalam financing, income taxes and discontinued
kategori operasi, investasi, pembiayaan, operations. The standard mandates specific
pajak penghasilan, dan operasi yang disclosures, including management-defined
dihentikan. Standar ini mewajibkan performance measures (“MPMs”), allowing
pengungkapan tertentu, termasukukuran investors to understand management's view
kinerja tetapan manajemen (”UKTM”), yang of the company's financial performance and
memungkinkan investor memahami how these measures compare to those
bagaimana pandangan manajemen atas defined in PSAK 118.
kinerja keuangan perusahaan dan
bagaimana ukuran tersebut dibandingkan
dengan ukuran yang didefinisikan dalam
PSAK 118.
Meskipun PSAK 118 tidak memengaruhi Even though PSAK 118 will not impact the
pengakuan atau pengukuran pos-pos dalam recognition or measurement of items in the
laporan keuangan, dampaknya terhadap financial statements, its impacts on
penyajian dan pengungkapan diperkirakan presentation and disclosure are expected to
akan sangat luas, terutama yang berkaitan be pervasive, in particular those related to
dengan laporan kinerja keuangan dan the statement of financial performance and
penyediaan UKTM dalam laporan providing MPM within the financial
keuangan. statements.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
a. Dasar penyusunan laporan keuangan a. Basis for preparation of the consolidated
konsolidasian (lanjutan) financial statements (continued)
Perubahan atas Pernyataan Standar Changes to the statements of financial
Akuntansi Keuangan (“PSAK”) (lanjutan) accounting standards (“PSAK”) (continued)
- PSAK 118: ”Penyajian dan Pengungkapan - PSAK 118: “Presentation and Disclosure in
dalam Laporan Keuangan” (lanjutan) Financial Statements” (continued)
Manajemen saat ini sedang menilai secara Management is currently assessing the
rinci implikasi penerapan standar baru ini detailed implications of applying the new
pada laporan keuangan konsolidasian Grup. standard on the Group’s consolidated
Dari penilaian awal, secara garis besar, financial statements. From the high-level
dampak potensial berikut telah diidentifikasi: preliminary assessment performed, the
following potential impacts have been
identified:
• Meskipun adopsi PSAK 118 tidak akan • Although the adoption of PSAK 118 will
berpengaruh pada laba bersih Grup, have no impact on the Group’s net
Grup mengharapkan pengelompokan profit, the Group expects that Grouping
pos pendapatan dan beban dalam items of income and expenses in the
laporan laba rugi ke dalam kategori statement of profit or loss into the new
baru akan memengaruhi cara categories will impact how operating
perhitungan dan pelaporan laba profit is calculated and reported. From
operasi. Dari penilaian dampak garis the high-level impact assessment that
besar yang dilakukan Grup, pos-pos the Group has performed, the following
berikut mungkin berpotensi items might potentially impact operating
memengaruhi laba operasi: profit:
a) Perbedaan nilai tukar yang saat ini a) Foreign exchange differences
digabungkan dalam pos currently aggregated in the line
‘pendapatan lain dan keuntungan/ item ‘other income and other
(kerugian) lain – neto’ dalam laba gains/(losses) – net’ in operating
operasi mungkin perlu dipisahkan, profit might need to be
dengan beberapa keuntungan atau disaggregated, with some foreign
kerugian dari nilai tukar disajikan di exchange gains or losses
bawah laba operasi. presented below operating profit.
b) PSAK 118 memiliki persyaratan b) PSAK 118 has specific
khusus mengenai kategori di mana requirements on the category in
keuntungan atau kerugian derivatif which derivative gains or losses
diakui – yaitu kategori yang sama are recognised – which is the same
dengan pendapatan dan beban category as the income and
yang dipengaruhi oleh risiko yang expenses affected by the risk that
dikelola oleh derivatif tersebut. the derivative is used to manage.
Meskipun Grup saat ini mengakui Although the Group currently
beberapa keuntungan atau recognises some gains or losses in
kerugian dalam laba operasi dan operating profit and others in
lainnya dalam biaya keuangan, finance costs, there might be a
mungkin akan terjadi perubahan change to where these gains or
mengenai tempat di mana losses are recognised, and the
keuntungan atau kerugian tersebut Group is currently evaluating the
diakui, dan Grup saat ini sedang need for change.
mengevaluasi kebutuhan untuk
melakukan perubahan.
Page 350
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/15 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
a. Dasar penyusunan laporan keuangan a. Basis for preparation of the consolidated
konsolidasian (lanjutan) financial statements (continued)
Perubahan atas Pernyataan Standar Changes to the statements of financial
Akuntansi Keuangan (“PSAK”) (lanjutan) accounting standards (“PSAK”) (continued)
- PSAK 118: ”Penyajian dan Pengungkapan - PSAK 118: “Presentation and Disclosure in
dalam Laporan Keuangan” (lanjutan) Financial Statements” (continued)
• Pos-pos yang disajikan dalam laporan • The line items presented on the primary
keuangan utama mungkin akan financial statements might change as a
berubah akibat penerapan konsep result of the application of the concept
‘ringkasan terstruktur yang berguna’ of ‘useful structured summary’ and the
dan prinsip yang ditingkatkan mengenai enhanced principles on aggregation
agregasi dan disaggregasi. Selain itu, and disaggregation. In addition, since
karena goodwill akan disajikan secara goodwill will be required to be
terpisah dalam laporan posisi separately presented in the statement
keuangan, Grup akan memisahkan of financial position, the Group will
goodwill dan aset tidak berwujud disaggregate goodwill and other
lainnya serta menyajikannya secara intangible assets and present them
terpisah dalam laporan posisi separately in the statement of financial
keuangan. position
• Grup tidak mengharapkan adanya • The Group does not expect there to be
perubahan signifikan dalam informasi a significant change in the information
yang saat ini diungkapkan dalam that is currently disclosed in the notes
catatan, karena persyaratan untuk because the requirement to disclose
mengungkapkan informasi material material information remains
tetap tidak berubah; namun, cara unchanged; however, the way in which
pengelompokan informasi tersebut the information is Grouped might
mungkin berubah sebagai akibat dari change as a result of the aggregation/
prinsip agregasi/disaggregasi. Selain disaggregation principles. In addition,
itu, akan ada pengungkapan baru yang there will be significant new disclosures
signifikan yang diwajibkan untuk: required for:
a) UKTM; a) MPM;
b) rincian jenis beban untuk pos-pos b) a break-down of the nature of
yang disajikan berdasarkan fungsi expenses for line items presented
dalam kategori operasi laporan by function in the operating
laba rugi – rincian ini hanya category of the statement of profit
diperlukan untuk beberapa jenis or loss – this break-down is only
beban tertentu; dan required for certain nature
expenses; and
c) untuk periode tahunan pertama c) for the first annual period of
penerapan PSAK 118, rekonsiliasi application of PSAK 118, a
untuk setiap pos dalam laporan reconciliation for each line item in
laba rugi antara angka yang telah the statement of profit or loss
disajikan ulang berdasarkan between the restated amounts
penerapan PSAK 118 dan angka presented by applying PSAK 118
yang sebelumnya disajikan and the amounts previously
berdasarkan PSAK 201. presented applying PSAK 201.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
a. Dasar penyusunan laporan keuangan a. Basis for preparation of the consolidated
konsolidasian (lanjutan) financial statements (continued)
Perubahan atas Pernyataan Standar Changes to the statements of financial
Akuntansi Keuangan (“PSAK”) (lanjutan) accounting standards (“PSAK”) (continued)
- PSAK 118: ”Penyajian dan Pengungkapan - PSAK 118: “Presentation and Disclosure in
dalam Laporan Keuangan” (lanjutan) Financial Statements” (continued)
• Dari perspektif laporan arus kas, akan • From a cash flow statement
ada perubahan cara penyajian bunga perspective, there will be changes to
diterima dan bunga dibayar. Bunga how interest received and interest paid
dibayar akan disajikan sebagai arus kas are presented. Interest paid will be
pendanaan dan bunga diterima akan presented as financing cash flows and
disajikan sebagai arus kas investasi, interest received as investing cash
yang merupakan perubahan dari flows, which is a change from current
penyajian saat ini sebagai bagian dari presentation as part of operating cash
arus kas operasi. flows.
Pada tanggal pengesahan laporan keuangan As at the authorisation date of these
konsolidasian, Grup sedang consolidated financial statements, the Group is
mempertimbangkan implikasi dari penerapan assessing the implication of the above
standar tersebut, terhadap laporan keuangan standard, to the Group’s consolidated financial
konsolidasian Grup. statements.
b. Prinsip atas akuntansi konsolidasi dan b. Principles of consolidation and equity
ekuitas accounting
Entitas anak Subsidiary
Laporan keuangan konsolidasian meliputi The consolidated financial statements include
laporan keuangan Perusahaan dan entitas the financial statements of the Company and its
anak. Entitas anak adalah entitas di mana subsidiary. A subsidiary is an entity over which
Perusahaan memiliki pengendalian. the Company has control. The Company
Pengendalian timbul ketika Perusahaan controls an entity when the Company is
terekspos atas, atau memiliki hak untuk, imbal exposed to, or has rights to, variable returns
hasil yang bervariasi dari keterlibatannya from its involvement with the entity and has the
dengan entitas dan memiliki kemampuan untuk ability to affect those returns through its power
memengaruhi imbal hasil tersebut melalui over the entity. Subsidiaries are fully
kekuasaannya atas entitas. Entitas anak consolidated from the date on which the control
dikonsolidasikan secara penuh sejak tanggal di is transferred to the Company. Subsidiaries are
mana pengendalian dialihkan kepada deconsolidated from the date on which that
Perusahaan. Entitas anak tidak control ceases.
dikonsolidasikan lagi sejak tanggal di mana
Perusahaan kehilangan pengendalian.
Page 352
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/17 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
b. Prinsip atas akuntansi konsolidasi dan b. Principles of consolidation and equity
ekuitas (lanjutan) accounting (continued)
Entitas anak (lanjutan) Subsidiary (continued)
Kombinasi bisnis dicatat dengan menggunakan The acquisition method is used to account for
metode akuisisi. Imbalan yang diserahkan untuk business combinations. The consideration
akuisisi suatu entitas anak adalah sebesar nilai transferred for the acquisition of a subsidiary is
wajar aset yang diserahkan, saham yang the fair value of the assets given, shares
diterbitkan atau liabilitas yang diakui pada issued or liabilities incurred at the date of
tanggal akuisisi. Kelebihan jumlah imbalan yang acquisition. The excess of the aggregate of the
dialihkan dan nilai wajar jumlah kepentingan consideration transferred and the fair value of
nonpengendali atas jumlah aset teridentifikasi non-controlling interest over the net identifiable
bersih yang diperoleh dan kewajiban yang assets and liabilities acquired is recorded as
timbul dicatat sebagai goodwill. Jika jumlah goodwill. If this consideration is lower than the
imbalan yang diserahkan lebih rendah dari nilai fair value of the net assets of the subsidiary
wajar aset bersih entitas anak yang diakuisisi, acquired, the difference is recognised directly
selisihnya diakui langsung dalam laporan laba in the consolidated profit or loss.
rugi konsolidasian.
Untuk setiap akuisisi, Perusahaan mengakui The Company recognises any non-controlling
kepentingan nonpengendali pada pihak yang interests in the acquiree on an acquisition by-
diakuisisi baik sebesar nilai wajar atau sebesar acquisition basis, either at fair value or at the
bagian proporsional kepentingan nonpengendali non-controlling interest’s proportionate share
atas aset bersih pihak yang diakuisisi. of the acquiree’s net assets. Non-controlling
Kepentingan nonpengendali disajikan di ekuitas interests are reported as equity in the
dalam laporan posisi keuangan konsolidasian, consolidated statements of financial position,
terpisah dari ekuitas pemilik entitas induk. separate from the owner of the parent’s equity.
Biaya yang terkait dengan akuisisi dibebankan Acquisition-related costs are expensed as
pada saat terjadinya. Transaksi antar entitas, incurred. Intercompany transactions, balances
saldo dan keuntungan yang belum direalisasi and unrealised gains on transactions between
antar entitas dalam Grup telah dieliminasi. companies in the Group are eliminated.
Kerugian yang belum direalisasi juga Unrealised losses are also eliminated unless
dieliminasi, kecuali bila terbukti adanya the transaction provides evidence of an
penurunan nilai aset yang ditransfer. impairment of the transferred assets.
Laporan keuangan entitas anak disusun untuk The financial statements of the subsidiary are
tahun pelaporan yang sama dengan Grup. prepared for the same reporting year as the
Kebijakan akuntansi entitas anak diubah jika Group. When necessary, adjustments are
diperlukan, agar konsisten dengan kebijakan made to bring the accounting policies in line
akuntansi yang diadopsi Grup. with those of the Group.
Entitas Asosiasi Associates
Entitas asosiasi adalah seluruh entitas di mana Associates are all entities over which the
Grup memiliki pengaruh signifikan namun Group has significant influence but not control,
bukan pengendalian, biasanya melalui generally accompanying a shareholding of
kepemilikan hak suara antara 20% dan 50%. between 20% and 50% of the voting rights.
Page 353
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/18 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
b. Prinsip atas akuntansi konsolidasi dan b. Principles of consolidation and equity
ekuitas (lanjutan) accounting (continued)
Entitas Asosiasi (lanjutan) Associates (continued)
Sesuai metode ekuitas, investasi pada awalnya Under the equity method, the investment is
dicatat pada biaya perolehan. Di dalam initially recognised at cost. The Group’s
investasi Grup atas entitas asosiasi termasuk investment in associates includes goodwill, if
goodwill yang diidentifikasi ketika akuisisi. Nilai any, identified on acquisition. The investment
investasi selanjutnya disesuaikan untuk is adjusted thereafter to recognise the
mengakui bagian investor atas laba rugi pasca investor’s share of the post-acquisition profits
akuisisi dari investee atas laba rugi, dan or losses of the investee in profit or loss, and
bagiannya dalam pergerakan pendapatan its share of movements in other
komprehensif lainnya dari investee atas comprehensive income of the investee in other
pendapatan komprehensif lainnya. comprehensive income.
Setiap akhir periode pelaporan, Grup At the end of each reporting period, the Group
melakukan penilaian ketika terdapat bukti assesses when there is objective evidence
obyektif bahwa investasi pada entitas asosiasi that an investment in associates is impaired.
mengalami penurunan nilai.
Kombinasi Bisnis Business Combination
Akuntansi metode akuisisi digunakan untuk The acquisition method of accounting is used
mencatat seluruh kombinasi bisnis, terlepas dari to account for all business combinations,
apakah instrumen ekuitas atau aset lainnya regardless of whether equity instruments or
diperoleh. Imbalan yang dialihkan untuk akuisisi other assets are acquired. The consideration
entitas anak terdiri dari: transferred for the acquisition of a subsidiary
comprises the:
• nilai wajar aset yang dialihkan, • fair values of the assets transferred,
• liabilitas yang timbul kepada pemilik • liabilities incurred to the former owners of
sebelumnya dari bisnis yang diakuisisi, the acquired business,
• kepentingan ekuitas yang diterbitkan oleh • equity interests issued by the group,
grup,
• nilai wajar aset atau liabilitas yang • fair value of any asset or liability resulting
dihasilkan dari pengaturan imbalan from a contingent consideration
kontinjensi, dan arrangement, and
• nilai wajar kepentingan ekuitas yang • fair value of any pre-existing equity
sebelumnya dimiliki di entitas anak. interest in the subsidiary.
Aset teridentifikasi yang diperoleh dan liabilitas Identifiable assets acquired and liabilities and
serta liabilitas kontinjensi yang diambil alih contingent liabilities assumed in a business
dalam suatu kombinasi bisnis, dengan combination are, with limited exceptions,
pengecualian terbatas, pada awalnya diukur measured initially at their fair values at the
sebesar nilai wajar pada tanggal akuisisi. Grup acquisition date. The group recognises any
mengakui setiap kepentingan non-pengendali non-controlling interest in the acquired entity
pada entitas yang diakuisisi berdasarkan on an acquisition-by-acquisition basis either at
akuisisi demi akuisisi, baik pada nilai wajar atau fair value or at the non-controlling interest’s
sebesar bagian proporsional kepentingan non- proportionate share of the acquired entity’s net
pengendali atas aset bersih teridentifikasi identifiable assets.
entitas yang diakuisisi.
Page 354
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/19 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
b. Prinsip atas akuntansi konsolidasi dan b. Principles of consolidation and equity
ekuitas (lanjutan) accounting (continued)
Kombinasi Bisnis (lanjutan) Business Combination (continued)
Biaya terkait akuisisi dibebankan pada saat Acquisition-related costs are expensed as
terjadinya. incurred.
Kelebihan dari imbalan yang dialihkan, jumlah The excess of the consideration transferred,
kepentingan non-pengendali pada entitas yang amount of any non-controlling interest in the
diakuisisi, dan nilai wajar pada tanggal akuisisi acquired entity and acquisition-date fair value of
dari kepentingan ekuitas sebelumnya pada any previous equity interest in the acquired
entitias yang diakuisisi atas nilai wajar aset entity over the fair value of the net identifiable
bersih teridentifikasi yang diperoleh dicatat assets acquired is recorded as goodwill. If those
sebagai goodwill. Jika jumlah tersebut kurang amounts are less than the fair value of the net
dari nilai wajar aset bersih teridentifikasi dari identifiable assets of the business acquired, the
bisnis yang diakuisisi, selisihnya diakui secara difference is recognised directly in profit or loss
langsung dalam laba rugi sebagai pembelian as a bargain purchase.
dengan diskon.
Jika akuntansi awal untuk kombinasi bisnis If the initial accounting of a business
belum selesai pada akhir periode pelaporan combination is incomplete by the end of the
saat kombinasi terjadi, Grup melaporkan jumlah reporting period in which the combination
sementara untuk pos-pos yang proses occurs, the Group reports provisional amounts
akuntansinya belum selesai dalam laporan for the items for which the accounting is
keuangannya. Selama periode pengukuran, incomplete. Those provisional amounts are
pihak pengakuisisi menyesuaikan, aset atau adjusted during the measurement period, or
liabilitas tambahan yang diakui, untuk additional assets or liabilities are recognised, to
mencerminkan informasi baru yang diperoleh reflect new information obtained about facts and
tentang fakta dan keadaan yang ada pada circumstances that existed as of the acquisition
tanggal akuisisi dan, jika diketahui, akan date that, if known, would have affected the
berdampak pada jumlah yang diakui pada amount recognised as of that date.
tanggal tersebut
c. Transaksi dengan pihak-pihak berelasi c. Related parties transactions
Grup melakukan transaksi dengan pihak-pihak The Group enters into transactions with related
berelasi sebagaimana didefinisikan dalam PSAK parties as defined in PSAK 224 “Related Party
224 “Pengungkapan Pihak-Pihak Berelasi”. Disclosures”.
Seluruh transaksi dan saldo yang material All significant transactions and balances with
dengan pihak-pihak berelasi diungkapkan dalam related parties are disclosed in the notes to the
catatan atas laporan keuangan konsolidasian. consolidated financial statements.
Page 355
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/20 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
d. Pengakuan pendapatan dan beban d. Recognition of revenues and expenses
Pendapatan dari kontrak dengan pelanggan Revenue from contracts with customers
Pembayaran harga transaksi berbeda untuk Payment of the transaction price is different for
setiap kontrak. Aset kontrak diakui ketika jumlah each contract. A contract asset is recognised
penerimaan dari pelanggan kurang dari saldo once the consideration paid by the customer is
kewajiban pelaksanaan yang telah dipenuhi. less than the balance of performance
Kewajiban kontrak diakui ketika jumlah obligation which has been satisfied. A contract
penerimaan dari pelanggan melebihi saldo liability is recognised once the consideration
kewajiban pelaksanaan yang telah dipenuhi. paid by the customer exceeds the balance of
Aset kontrak disajikan dalam "Piutang usaha" performance obligation which has been
dan liabilitas kontrak disajikan dalam satisfied. Contract assets are presented under
"Pendapatan tangguhan”. "Trade receivables" and contract liabilities are
presented under "Deferred revenue”.
Program insentif pemasaran yang berupa Marketing incentive programmes which
imbalan yang diberikan Grup kepada pelanggan represent consideration given to the customers
disajikan sebagai pengurang pendapatan shall be presented as revenue deduction
kecuali terdapat manfaat teridentifikasi yang unless there is identifiable benefit received by
diterima oleh Grup sebagai pertukaran atas the Group in exchange for those
imbalan tersebut. Imbalan yang diberikan considerations. Consideration given to
kepada pelanggan dimana terdapat manfaat customers in which there is identifiable benefit
yang dapat diidentifikasi yang diterima oleh received by the Group in exchange for those
Grup sebagai pertukaran atas imbalan tersebut consideration shall be presented as sales and
disajikan sebagai beban penjualan dan marketing expenses.
pemasaran.
Pendapatan Grup berasal dari segmen jasa The Group’s revenue is derived from GSM
GSM mobile dan jaringan telekomunikasi dan mobile and telecommunication network
segmen managed service dan jasa teknologi services segment and managed and
informasi (lihat Catatan 35). information technology services segment (see
Note 35).
Jasa GSM mobile dan jaringan telekomunikasi GSM mobile and telecommunication network
services
Pendapatan dari segmen jasa Global System Revenue from Global System for Mobile
for Mobile communications (“GSM”) mobile dan communications (“GSM”) mobile and
jaringan telekomunikasi berasal dari data, telecommunication network services segment
layanan digital, percakapan dan Short Message is derived from data, digital services, voice and
Services (“SMS”), jasa interkoneksi dan jasa Short Message Services (“SMS”),
telekomunikasi lainnya. Sumber informasi dari interconnection and other telecommunication
pendapatan tersebut terutama dihasilkan dari services. Information regarding the source of
sistem teknologi informasi yang kompleks dan such revenue is primarily generated from
melibatkan volume data yang besar dengan complex information technology systems and
kombinasi berbagai produk, layanan dan harga involves large volumes of data with a
terkait. combination of different products, services and
related prices.
Page 356
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/21 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
d. Pengakuan pendapatan dan beban (lanjutan) d. Recognition of revenues and expenses
(continued)
Data dan layanan digital Data and digital services
Pendapatan data dan layanan digital meliputi Revenue from data and digital services
pendapatan dari data, konten digital, home includes revenue from data, digital content,
broadband dan pendapatan abonemen yang home broadband and monthly service charges
dilakukan dengan skema pascabayar. that are performed through postpaid scheme.
Pendapatan data adalah pendapatan dari data Data revenue is derived from wireless
pita lebar nirkabel yang diakui dalam suatu broadband data revenue which is recognised
periode waktu berdasarkan pemakaian. over time based on usage.
Pendapatan konten digital diakui dalam suatu Digital content revenue is recognised over time
periode waktu ketika penjualan konten terjadi when the sales of contents have occurred and
dan disajikan secara neto jika Grup bertindak is presented on a net basis when the Group
sebagai agen, setelah memperhitungkan beban acts as an agent, after taking into account the
langsung yang terkait, atau disajikan secara underlying direct expenses, and is presented
bruto apabila Grup bertindak sebagai penyedia on a gross basis when the Group acts as
jasa. principal.
Pendapatan home broadband adalah Home broadband revenue is derived from
pendapatan dari layanan data pita lebar dengan broadband data services with fiber network
jaringan serat optik diakui dalam suatu periode and is recognised over the time during which
waktu selama saat jasa tersebut diberikan. the services are provided.
Dalam skema pascabayar, terdapat pendapatan In a postpaid scheme, there is a monthly
abonemen yang diakui pada suatu periode service charge which is recognised over time
waktu secara bulanan pada saat penagihan. on a monthly basis upon billing.
Komponen pendanaan terjadi saat periode The financing component occurs when the
antara penyerahan barang atau jasa yang period between the transfer of the promised
dijanjikan kepada pelanggan dan pembayaran goods or services to the customer and
oleh pelanggan terkait dengan kontrak tertentu payment by the customer related to certain
dari jasa telekomunikasi selular melebihi satu contracts of cellular telecommunication
tahun. Berdasarkan PSAK 115, Grup services exceeds one year. Under PSAK 115,
menyesuaikan harga transaksi untuk nilai waktu the Group adjusted the transaction price for
uang. the time value of money.
Percakapan dan SMS Voice and SMS
Pendapatan percakapan dan SMS meliputi Voice and SMS revenue include revenue from
pendapatan dari percakapan dan SMS. voice and SMS.
Pendapatan percakapan diakui dalam suatu Voice revenue is recognised over time when
periode waktu ketika percakapan terjadi dan the service is rendered based on the actual
diukur berdasarkan durasi pemakaian aktual call duration and applicable tariffs.
dan menggunakan tarif yang berlaku.
Pendapatan SMS diakui dalam suatu periode SMS revenue is recognised over time based
waktu berdasarkan pemakaian atau tagihan on usage or fixed monthly charges depending
tetap bulanan tergantung kesepakatan dengan on the arrangement with customers.
pelanggan.
Page 357
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/22 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
d. Pengakuan pendapatan dan beban (lanjutan) d. Recognition of revenues and expenses
(continued)
Jasa Interkoneksi dan jasa telekomunikasi Interconnection and other
lainnya telecommunication services
Pendapatan interkoneksi dari operator-operator Revenue from interconnection with other
domestik lainnya dan pendapatan inbound domestic operators and inbound roaming
roaming dari penyelenggara jasa revenue from overseas telecommunication
telekomunikasi luar negeri diakui pada suatu providers is recognised over time on the basis
periode waktu berdasarkan trafik percakapan of actual recorded call traffic.
aktual yang tercatat.
Jasa interkoneksi termasuk layanan internet Interconnection services includes voice over
teleponi untuk keperluan publik (“ITKP”) yang internet protocol (“VoIP”) service which is
diakui pada suatu periode waktu berdasarkan recognised overtime when the service is
tarif yang berlaku. rendered based upon applicable tariffs.
Jasa telekomunikasi lainnya terdiri atas jasa Other telecommunication services include
telekomunikasi lainnya, penjualan kartu revenue from other telecommunication
Subscriber Identity Module (“SIM”), sewa sirkit services, Subscriber Identity Module (“SIM”)
langganan dan sewa menara. card sales, leased line and leased tower.
Pendapatan jasa telekomunikasi lainnya diakui Revenue from other telecommunication
ketika jasa diberikan dan kewajiban services is recognised when services have
pelaksanaan dipenuhi berdasarkan been rendered and performance obligations
kesepakatan dengan pelanggan. Transaksi have been satisfied based on the arrangement
bundling ditelaah secara individual apakah with customers. Bundling transaction is
terdiri dari satu atau lebih kewajiban assessed individually on whether it contains
pelaksanaan. Saat transaksi bundling ditelaah one or more performance obligations. When
sebagai satu kewajiban pelaksanaan, bundling transaction is assessed as one
pendapatan perangkat dan data tidak diakui performance obligation, device and data
secara terpisah. Pendapatan diakui pada suatu revenue are not recognised separately.
periode waktu saat kewajiban pelaksanaan Revenue is recognised over the period as the
dipenuhi. Saat transaksi bundling ditelaah performance obligation is satisfied. When
sebagai lebih dari satu kewajiban pelaksanaan, bundling transaction is assessed as more than
pendapatan perangkat dan data diakui secara one performance obligation, device and data
terpisah. Pendapatan data diakui pada suatu revenue are recognised separately. Revenue
periode waktu saat kewajiban pelaksanaan from data is recognised over the period as the
dipenuhi dan pendapatan perangkat diakui performance obligation is satisfied and
pada suatu titik waktu saat pelanggan revenue from device is recognised at a point in
menerima perangkat tersebut. time upon acceptance of the device by the
customers.
Pendapatan atas penjualan kartu SIM dan The revenue of SIM card sales and any
diskon yang diberikan diakui pada waktu discount granted is recognised upon delivery
penyerahan kepada distributor atau langsung to distributors or directly to customers,
ke pelanggan, di luar pajak pertambahan nilai. excluding value-added taxes.
Dalam skema prabayar, terdapat penjualan In a prepaid scheme, there are sales of airtime
voucher pulsa dan penjualan paket vouchers and sales of starter pack/SIM card.
perdana/kartu SIM.
Page 358
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/23 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
d. Pengakuan pendapatan dan beban (lanjutan) d. Recognition of revenues and expenses
(continued)
Jasa Interkoneksi dan jasa telekomunikasi Interconnection and other
lainnya (lanjutan) telecommunication services (continued)
Pendapatan atas penjualan voucher pulsa Revenue from sales of airtime prepaid
prabayar tidak diakui pada waktu penjualannya. vouchers is not recognised at the time of sale.
Pada saat voucher terjual, jumlah nilai voucher Upon the sale of the voucher, the full amount
yang terjual, tanpa pengurangan biaya komisi, of the voucher balance sold is credited, without
akan diakui sebagai pendapatan tangguhan. deduction of any commission, to the deferred
Pendapatan tangguhan diakui sebagai revenue account. The deferred revenue is
pendapatan pada laporan keuangan recognised in the consolidated financial
konsolidasian pada saat pelanggan prabayar statements as revenue upon the use of such
menggunakan voucher tersebut untuk layanan voucher for data and non-data services or
data dan non-data atau pada saat nilai voucher upon expiration of the voucher validity period.
sudah melewati masa berlakunya.
Pendapatan sewa sambungan sirkit langganan Revenue from leased lines is recognised over
diakui pada suatu periode waktu sesuai dengan time based on agreements with customers.
perjanjian dengan pelanggan.
Pendapatan yang diterima dimuka dicatat Revenue that is received in advance is
sebagai pendapatan tangguhan dan diakui recorded as deferred revenue and recognised
sebagai pendapatan pada saat jasa diberikan as revenue when the services are provided.
kepada pelanggan.
Pendapatan sewa menara diakui setiap Revenue from leased towers is recognised
bulannya dengan dasar garis lurus sesuai monthly on a straight-line basis based on
dengan perjanjian dengan pelanggan. agreement with customers.
Managed service dan jasa teknologi Managed and information technology
informasi services
Pendapatan dari kontrak dengan pelanggan Revenue from contracts with customers
Pendapatan dari segmen managed service dan Revenue from the managed and information
jasa teknologi informasi diakui setiap bulannya technology services segment is recognised
dengan dasar garis lurus sesuai dengan monthly on a straight-line basis based on
perjanjian dengan pelanggan. agreement with customers.
Pendapatan yang diterima dimuka dicatat Revenue that is received in advance is
sebagai pendapatan tangguhan dan diakui recorded as deferred revenue and recognised
sebagai pendapatan pada saat jasa diberikan as revenue when the services are provided.
kepada pelanggan.
Page 359
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/24 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
d. Pengakuan pendapatan dan beban (lanjutan) d. Recognition of revenues and expenses
(continued)
Beban Expenses
Beban diakui pada saat terjadinya. Expenses are recognised when they are
incurred.
Biaya yang secara langsung berhubungan The cost that directly relate to the contract that
dengan kontrak yang timbul untuk memenuhi are incurred to fulfil the contract (“cost to fulfil”)
kontrak (“biaya untuk memenuhi”) atau or is incremental costs that directly relate to
penambahan biaya yang secara langsung obtaining a contract (“cost to obtain”) and are
berhubungan untuk mendapatkan kontrak expected to be recovered are eligible for
("biaya untuk memperoleh") dan diharapkan capitalisation under PSAK 115 and recognised
dapat dipulihkan, memenuhi syarat kapitalisasi as contract cost and presented in “Intangible
berdasarkan PSAK 115 dan diakui sebagai assets” (see Note 9). Such cost will be
biaya kontrak dan disajikan dalam “Aset amortised on a systematic basis that is
takberwujud” (lihat Catatan 9). Beban tersebut consistent with the transfer of the goods or
diamortisasi dengan cara sistematis sejalan services to which such asset relates.
dengan penyerahan barang atau jasa yang
terkait dengan aset tersebut.
Beban yang berasal dari jaringan interkoneksi Expenses from network interconnection with
dengan penyelenggara telekomunikasi other domestic and international
domestik dan internasional lainnya dicatat telecommunications carriers are accounted as
sebagai beban usaha pada periode terjadinya operating expenses in the period they are
beban. incurred.
e. Piutang usaha e. Trade receivables
Pada saat pengakuan awal piutang usaha Trade receivables are recognised initially at
diakui sebesar nilai wajarnya dan selanjutnya fair value and subsequently measured at
diukur pada nilai yang diamortisasi setelah amortised cost less provision for receivables
dikurangi dengan cadangan penurunan nilai impairment. Accounts are written-off in the
piutang. Piutang dihapusbukukan pada saat period during which they are determined to be
piutang tersebut dipastikan tidak akan tertagih. not collectible.
f. Persediaan f. Inventories
Persediaan, yang terutama terdiri dari voucher Inventories, mainly comprising vouchers and
dan kartu SIM, dinilai berdasarkan nilai yang SIM cards, are valued at the lower of cost or
lebih rendah antara harga perolehan dan nilai net realisable value. Cost is calculated using
realisasi bersih. Harga perolehan dihitung the weighted average method.
berdasarkan metode rata-rata tertimbang.
Penyisihan untuk penurunan nilai persediaan A provision for impairment of inventory is
ditentukan berdasarkan estimasi penjualan determined on the basis of the estimated
masing-masing jenis persediaan pada masa future sales of individual inventory items.
mendatang.
Page 360
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/25 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
g. Sewa g. Leases
Sebagai penyewa As lessee
Pada tanggal permulaan kontrak, Grup menilai At the inception of a contract, the Group
apakah kontrak merupakan, atau mengandung, assesses whether the contract is, or contains,
sewa. Suatu kontrak merupakan atau a lease. A contract is or contains a lease if the
mengandung sewa jika kontrak tersebut contract conveys the right to control the use of
memberikan hak untuk mengendalikan an identified asset for a period of time in
penggunaan aset identifikasian selama suatu exchange for consideration.
jangka waktu untuk dipertukarkan dengan
imbalan.
Untuk menilai apakah kontrak memberikan hak To assess whether a contract conveys the
untuk mengendalikan penggunaan aset right to control the use of an identified asset,
identifikasian, Grup harus menilai apakah: the Group shall assess whether:
- Grup memiliki hak untuk mendapatkan - The Group has the right to obtain
secara substansial seluruh manfaat ekonomi substantially all the economic benefits from
dari penggunaan aset; dan the use of the asset throughout the period
of use; and
- Grup memiliki hak untuk mengarahkan - The Group has the right to direct the use of
penggunaan aset. Grup memiliki hak ini the asset. The Group has this right when it
ketika Grup memiliki hak untuk pengambilan has the decision-making rights that are the
keputusan yang relevan tentang bagaimana most relevant to changing how and for
dan untuk tujuan apa aset digunakan telah what purpose the asset is used are
ditentukan sebelumnya dan: predetermined and:
1. Grup memiliki hak untuk mengoperasikan 1. The Group has the right to operate the
aset; asset;
2. Grup telah mendesain aset dengan cara 2. The Group has designed the asset in a
menetapkan sebelumnya bagaimana dan way that predetermined how and for
untuk tujuan apa aset akan digunakan what purpose it will be used.
selama periode penggunaan.
Pada tanggal insepsi atau pada penilaian At the inception or on reassessment of a
kembali atas kontrak yang mengandung sebuah contract that contains a lease component, the
komponen sewa, Grup mengalokasikan imbalan Group allocates the consideration in the
dalam kontrak ke masing-masing komponen contract to each lease component on the basis
sewa berdasarkan harga tersendiri relatif dari of their relative stand-alone prices and the
komponen sewa dan harga tersendiri agregat aggregate stand-alone price of the non-lease
dari komponen non-sewa. components.
Pada tanggal permulaan sewa, Grup mengakui The Group recognises a right-of-use assets
aset hak-guna dan liabilitas sewa. Aset hak- and a lease liability at the lease
guna diukur pada harga perolehan, di mana commencement date. The right-of-use assets
meliputi jumlah pengukuran awal liabilitas sewa are initially measured at cost, which comprises
yang disesuaikan dengan pembayaran sewa the initial amount of the lease liability adjusted
yang dilakukan pada atau sebelum tanggal for any lease payment made at or before the
permulaan. commencement date.
Aset hak-guna kemudian disusutkan The right-of-use assets are subsequently
menggunakan metode garis lurus dari tanggal depreciated using the straight-line method
sewa dimulai hingga tanggal yang lebih awal from the commencement date to the earlier of
antara akhir umur manfaat aset hak-guna atau the end of the useful life of the right-of-use
akhir masa sewa. assets or the end of the lease term.
Page 361
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/26 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
g. Sewa (lanjutan) g. Leases (continued)
Sebagai penyewa (lanjutan) As lessee (continued)
Liabilitas sewa diukur pada nilai kini The lease liability is initially measured at the
pembayaran sewa yang belum dibayar pada present value of the lease payments that are
tanggal permulaan, didiskontokan dengan not paid at the commencement date,
menggunakan suku bunga implisit dalam sewa discounted using the interest rate implicit in the
atau jika suku bunga tersebut tidak dapat lease or, if that rate cannot be readily
ditentukan, maka menggunakan suku bunga determined, using the incremental borrowing
pinjaman inkremental. Pada umumnya, Grup rate. Generally, the Group uses its incremental
menggunakan suku bunga pinjaman borrowing rate as the discount rate.
inkremental sebagai tingkat bunga diskonto.
Pembayaran sewa yang termasuk dalam Lease payments included in the measurement
pengukuran liabilitas sewa meliputi pembayaran of the lease liability comprise the following:
berikut ini:
- pembayaran tetap, termasuk pembayaran - fixed payments, including in-substance
tetap secara substansi; fixed payments;
- pembayaran sewa variabel yang bergantung - variable lease payments that depend on an
pada indeks atau suku bunga yang pada index or a rate, initially measured using the
awalnya diukur dengan menggunakan index or rate as at the commencement
indeks atau suku bunga pada tanggal date;
permulaan;
- jumlah yang diperkirakan akan dibayarkan - amounts expected to be payable under a
oleh penyewa dengan jaminan nilai residual; residual value guarantee;
- harga eksekusi opsi beli jika Grup cukup - the exercise price under a purchase option
pasti untuk mengeksekusi opsi tersebut; dan that the Group is reasonably certain to
exercise; and
- penalti karena penghentian awal sewa - penalties for early termination of a lease
kecuali jika Grup cukup pasti untuk tidak unless the Group is reasonably certain not
menghentikan lebih awal. to terminate early.
Pembayaran sewa dialokasikan menjadi bagian Each lease payment is allocated between the
pokok dan biaya keuangan. Biaya keuangan liability and finance cost. The finance cost is
dibebankan pada laba rugi selama periode charged to profit or loss over the lease period
sewa sehingga menghasilkan tingkat suku so as to produce a constant periodic rate of
bunga periodik yang konstan atas saldo interest on the remaining balance of the
liabilitas untuk setiap periode. liability for each period.
Grup menyajikan aset hak-guna sebagai bagian The Group presents right-of-use assets as part
dari ”Aset tetap” dan ”Liabilitas sewa” di dalam of “Fixed assets” and “Lease liabilities” in the
laporan posisi keuangan konsolidasian. consolidated statement of financial position.
Page 362
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/27 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
g. Sewa (lanjutan) g. Leases (continued)
Sebagai penyewa (lanjutan) As lessee (continued)
Jika sewa mengalihkan kepemilikan aset If the lease transfers ownership of the
pendasar kepada Grup pada akhir masa sewa underlying asset to the Group by the end of
atau jika biaya perolehan aset hak-guna the lease term or if the cost of the right-of-use
merefleksikan Grup akan mengeksekusi opsi assets reflects that the Group will exercise a
beli, maka Grup menyusutkan aset hak-guna purchase option, the Group depreciates the
dari tanggal sewa dimulai hingga akhir umur right-of-use assets from the commencement
manfaat aset pendasar. Jika tidak, maka Grup date to the end of the useful life of the
menyusutkan aset hak-guna dari tanggal sewa underlying asset. Otherwise, the Group
dimulai hingga tanggal yang lebih awal antara depreciates the right-of-use assets from the
akhir umur manfaat aset hak-guna atau akhir commencement date to the earlier of the end
masa sewa. of the useful life of the right-of-use assets or
the end of the lease term.
Sewa jangka-pendek Short-term leases
Grup memutuskan untuk tidak mengakui aset The Group has elected not to recognise right-
hak-guna dan liabilitas sewa untuk sewa jangka of-use assets and lease liabilities for short-
pendek yang memiliki masa sewa term leases that have a lease term of
12 bulan atau kurang. Grup mengakui 12 months or less. The Group recognises the
pembayaran sewa atas sewa tersebut sebagai lease payments associated with these leases
beban dengan dasar garis lurus selama masa as an expense on a straight-line basis over the
sewa. lease term.
Modifikasi sewa Lease modification
Grup mencatat modifikasi sewa sebagai sewa The Group account for a lease modification as
terpisah jika: a separate lease if both:
- modifikasi meningkatkan ruang lingkup sewa - the modification increases the scope of the
dengan menambahkan hak untuk lease by adding the right to use one or
menggunakan satu aset pendasar atau more underlying assets; and
lebih; dan
- imbalan sewa meningkat sebesar jumlah - the consideration for the lease increases
yang setara dengan harga tersendiri untuk by an amount commensurate with the
peningkatan dalam ruang lingkup sewa dan stand-alone price for the increase in scope
penyesuaian yang tepat pada harga and any appropriate adjustments to that
tersendiri tersebut untuk merefleksikan stand-alone price to reflect the
kondisi kontrak tertentu. circumstances of the particular contract.
Page 363
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/28 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
g. Sewa (lanjutan) g. Leases (continued)
Sebagai penyewa (lanjutan) As lessee (continued)
Modifikasi sewa (lanjutan) Lease modification (continued)
Untuk modifikasi sewa yang tidak dicatat For a lease modification that is not accounted
sebagai sewa terpisah, pada tanggal efektif for as a separate lease, at the effective date of
modifikasi sewa, Grup: the lease modification, the Group:
- mengukur kembali dan mengalokasikan - remeasures and allocates the
imbalan kontrak modifikasian; consideration in the modified contract;
- menentukan masa sewa dari sewa - determines the lease term of the modified
modifikasian; lease;
- mengukur kembali liabilitas sewa dengan - remeasures the lease liability by
mendiskontokan pembayaran sewa revisian discounting the revised lease payments
menggunakan tingkat diskonto revisian using a revised discount rate on the basis
berdasarkan sisa umur sewa dan sisa of the remaining lease term and the
pembayaran sewa dengan melakukan remaining lease payment with a
penyesuaian terhadap aset hak-guna. corresponding adjustment to the right-of-
Tingkat diskonto revisian ditentukan sebagai use assets. The revised discount rate is
suku bunga pinjaman inkremental Grup determined as the Group’s incremental
pada tanggal efektif modifikasi; borrowing rate at the effective date of the
modification;
- menurunkan jumlah tercatat aset hak-guna - decreases the carrying amount of the right-
untuk merefleksikan penghentian sebagian of-use asset to reflect the partial or full
atau sepenuhnya sewa untuk modifikasi termination of the lease for lease
sewa yang menurunkan ruang lingkup sewa. modifications that decrease the scope of
Grup mengakui dalam laba rugi setiap laba the lease. The Group recognise in profit or
rugi yang terkait dengan penghentian loss any gain or loss relating to the partial
sebagian atau sepenuhnya sewa tersebut; or full termination of the lease; and
dan
- membuat penyesuaian terkait dengan aset - makes a corresponding adjustment to the
hak-guna untuk seluruh modifikasi sewa right-of-use assets for all other lease
lainnya. modifications.
Sebagai pesewa As lessor
Ketika Grup bertindak sebagai pesewa, Grup When the Group acts as a lessor, it shall
mengklasifikasi masing-masing sewanya baik classify each of its leases as either an
sewa operasi atau sewa pembiayaan. operating lease or a finance lease.
Untuk mengklasifikasi masing-masing sewa, To classify each lease, the Group makes an
Grup membuat penilaian secara keseluruhan overall assessment of whether the lease
atas apakah sewa mengalihkan secara transfers substantially all of the risks and
substansial seluruh risiko dan manfaat yang rewards incidental to ownership of the
terkait dengan kepemilikan aset pendasar. Jika underlying asset. If this is the case, then the
demikian, maka sewa diklasifikasikan sebagai lease is classified as a finance lease; if not,
sewa pembiayaan; jika tidak, maka merupakan then it is an operating lease. As part of this
sewa operasi. Sebagai bagian dari penilaian ini, assessment, the Group considers certain
Grup mempertimbangkan beberapa indikator indicators such as whether the lease term is
seperti apakah masa sewa adalah sebagian for the major part of the economic life of the
besar dari umur ekonomik aset pendasar. underlying asset.
Page 364
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/29 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
g. Sewa (lanjutan) g. Leases (continued)
Sebagai pesewa (lanjutan) As lessor (continued)
Apabila aset disewakan melalui sewa When assets are leased out under a finance
pembiayaan, nilai kini pembayaran sewa diakui lease, the present value of the lease payments
sebagai piutang. Selisih antara nilai piutang is recognised as receivable. The difference
bruto dan nilai kini piutang tersebut diakui between the gross receivable and the present
sebagai penghasilan sewa pembiayaan value of the receivable is recognised as
tangguhan. unearned finance lease income.
Penghasilan sewa diakui selama masa sewa Lease income is recognised over the term of
dengan menggunakan metode investasi neto the lease using the net investment method that
yang mencerminkan suatu tingkat reflects a constant periodic rate of return.
pengembalian periodik yang konstan.
Apabila aset disewakan melalui sewa operasi, When assets are leased out under an
aset disajikan di laporan posisi keuangan operating lease, the asset is presented in the
konsolidasian sesuai pengelompokan aset statements of financial position based on
tersebut. Penghasilan sewa diakui sebagai grouping of the asset. Lease income is
pendapatan dengan dasar garis lurus selama recognised over the term of the lease on a
masa sewa. straight-line basis.
Transaksi jual dan sewa balik Sale and leaseback transactions
Pencatatan transaksi jual dan sewa balik The accounting for sale and leaseback
bergantung kepada apakah pengalihan aset transactions depends on whether the transfer
memenuhi syarat sebagai penjualan. Grup of the asset qualifies as a sale. The Group
menerapkan persyaratan penentuan saat applies the requirements for determining when
kewajiban pelaksanaan telah terpenuhi dalam a performance obligation is satisfied in
PSAK 115 untuk menentukan apakah PSAK 115 to determine whether the transfer of
pengalihan aset dicatat sebagai penjualan. an asset is accounted for as a sale.
Pengalihan aset merupakan penjualan Transfer of the asset is a sale
Jika pengalihan aset oleh Grup sebagai If the transfer of an asset by the Group as the
penjual-penyewa memenuhi persyaratan dalam seller-lessee satisfies the requirements of
PSAK 115 untuk dicatat sebagai penjualan, PSAK 115 to be accounted for as a sale, then
maka Grup mengukur aset hak-guna yang the Group measures the right-of-use assets
timbul dari sewa balik pada proporsi jumlah arising from the leaseback at the proportion of
tercatat aset sebelumnya yang terkait dengan the previous carrying amount of the asset that
hak-guna yang dipertahankan oleh Grup. relates to the right-of-use retained by the
Dengan demikian Grup mengakui hanya jumlah Group. Accordingly, the Group shall recognise
keuntungan atau kerugian yang terkait dengan only the amount of any gain or loss that relates
hak yang dialihkan ke pembeli-pesewa. to the rights transferred to the buyer-lessor.
Page 365
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/30 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
g. Sewa (lanjutan) g. Leases (continued)
Transaksi jual dan sewa balik (lanjutan) Sale and leaseback transactions (continued)
Pengalihan aset merupakan penjualan Transfer of the asset is a sale (continued)
(lanjutan)
Jika nilai wajar imbalan untuk penjualan aset If the fair value of the consideration for the sale
tidak sama dengan nilai wajar aset, atau jika of an asset does not equal the fair value of the
pembayaran untuk sewa tidak sama dengan asset, or if the payments for the lease are not
harga pasar, maka Grup melakukan at market rates, the Group make the following
penyesuaian sebagai berikut: adjustments to measure the sale proceeds at
fair value:
- jika di bawah harga pasar, maka dicatat - any below-market terms shall be accounted
sebagai pembayaran sewa di muka; dan for as a prepayment of lease payments;
and
- jika di atas harga pasar, maka dicatat - any above-market terms shall be
sebagai tambahan pembiayaan yang accounted for as additional financing
diberikan oleh pembeli-pesewa kepada provided by the buyer-lessor to the Group.
Grup.
Grup mengukur kemungkinan penyesuaian The Group measures any potential adjustment
yang disyaratkan di atas berdasarkan mana required above on the basis of the more
yang lebih dapat ditentukan dari: readily determinable of:
- selisih antara nilai wajar imbalan penjualan - the difference between the fair value of the
dan nilai wajar aset; dan consideration for the sale and the fair value
of the asset; and
- selisih antara nilai kini pembayaran - the difference between the present value of
kontraktual sewa dan nilai kini pembayaran the contractual payments for the lease and
sewa pada harga pasar. the present value of payments for the lease
at market rates.
h. Aset tetap dan penyusutan h. Fixed assets and depreciation
Aset tetap terutama digunakan Grup untuk Fixed assets are primarily used by the Group
memberikan jasa telekomunikasi kepada to provide telecommunication services to the
pelanggan dan dinyatakan sebesar biaya customers and are stated at acquisition cost,
perolehan termasuk pajak impor yang berlaku, which includes any applicable import taxes,
bea masuk, biaya pengangkutan, biaya import duties, freight costs, handling costs,
penanganan, biaya penyimpanan, biaya storage costs, site preparation costs,
penyediaan lokasi, biaya pemasangan, biaya installation costs, internal labour costs and the
upah tenaga kerja internal dan estimasi awal initial estimate of the costs of dismantling and
biaya pembongkaran, pemindahan aset tetap, removing the item and restoring the site on
dan restorasi lokasi aset tetap dikurangi which it is located, less accumulated
akumulasi penyusutan. Grup mencatat estimasi depreciation. The Group recorded the
biaya pembongkaran dan restorasi atas Base estimated dismantlement and restoration costs
Transceiver Station (“BTS”) sebagai bagian dari of Base Transceiver Station (“BTS”) as part of
biaya perolehan. Nilai provisi ditentukan the acquisition cost. The amount of the
berdasarkan nilai kontrak sewa; tetapi untuk provisions is determined based on the lease
kontrak yang tidak menyebutkan nilai liabilitas, contracts; however, where contracts do not
Grup menggunakan estimasi terbaiknya. specify the amount of the obligation, the Group
Manajemen melakukan evaluasi berkala uses its best estimate. Management conducts
terhadap estimasi yang digunakan. a regular review of the estimation used.
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DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/31 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
h. Aset tetap dan penyusutan (lanjutan) h. Fixed assets and depreciation (continued)
Penyusutan dimulai sejak aset mulai atau siap Depreciation is applied from the date the
digunakan, dengan menggunakan metode garis assets are put into service or when the assets
lurus berdasarkan estimasi masa manfaat are ready for service, using the straight-line
ekonomis yang menghasilkan persentase method over their estimated useful lives and
penyusutan tahunan dari harga perolehan results in the following annual percentages of
sebagai berikut: cost:
Persentase/ Tahun/
Percentages Years
Bangunan 5%, 12.5% 20, 8 Buildings
Peralatan jaringan Network equipment
- Menara GSM 6.25% 16 GSM tower -
- Kabel serat optik 10% 10 Fibre optic -
- Peralatan jaringan Other network -
lainnya 10%, 12.5%, 20%, 25%, 50% 10, 8, 5, 4, 2 equipment
Prasarana kantor 25% 4 Leasehold improvements
Mesin dan peralatan 25% 4 Machinery and equipment
Perabot dan perlengkapan 25% 4 Furniture and fixtures
Sistem pendukung 20%, 25% 5, 4 Support systems
Kendaraan bermotor 25% 4 Motor vehicles
Tanah dinyatakan pada harga perolehan dan Land is stated at cost and not depreciated.
tidak disusutkan. Biaya legal awal untuk Initial legal costs incurred to obtain legal rights
mendapatkan hak legal diakui sebagai bagian are recognised as part of the acquisition cost
biaya akuisisi tanah, biaya-biaya tersebut tidak of the land, and these costs are not
disusutkan. Grup menganalisa fakta dan depreciated. The Group analyse the facts and
keadaan untuk masing-masing jenis hak atas circumstances for each type of land rights in
tanah dalam menentukan akuntansi untuk determining the accounting for each of these
masing-masing hak atas tanah tersebut land rights so that it can accurately represent
sehingga dapat merepresentasikan dengan an underlying economic event or transaction. If
tepat suatu kejadian atau transaksi ekonomik the landrights do not transfer control of the
yang mendasarinya. Jika hak atas tanah underlying assets to the Group, but give the
tersebut tidak mengalihkan pengendalian atas rights to use the underlying assets, the Group
aset pendasar kepada Grup, melainkan applies the accounting treatment of these
mengalihkan hak untuk menggunakan aset transactions as leases under PSAK 116
pendasar, Grup menerapkan perlakuan “Leases”. If land rights are substantially similar
akuntansi atas transaksi tersebut sebagai sewa to land purchases, the Group applies PSAK
berdasarkan PSAK 116 “Sewa”. Jika hak atas 216 “Fixed Assets”.
tanah secara substansi menyerupai pembelian
tanah, maka Grup menerapkan PSAK 216 “Aset
Tetap”.
Page 367
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/32 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
h. Aset tetap dan penyusutan (lanjutan) h. Fixed assets and depreciation (continued)
Grup melakukan evaluasi atas penurunan nilai The Group evaluates its fixed assets for
aset tetap apabila terdapat peristiwa atau impairment whenever events or circumstances
keadaan yang mengindikasikan bahwa nilai indicate that the carrying amount of the assets
tercatat aset tetap tersebut kemungkinan tidak may not be recoverable. When the carrying
terpulihkan. Bila nilai tercatat suatu aset amount of an asset exceeds its estimated
melebihi estimasi nilai terpulihkannya, nilai aset recoverable amount, the asset is written down
tersebut diturunkan menjadi sebesar estimasi to its estimated recoverable amount, which is
nilai terpulihkannya, yang ditentukan determined based on the higher of the fair
berdasarkan nilai tertinggi antara nilai wajar value less cost to sell and the value in use.
dikurangi biaya untuk menjual dan nilai pakai.
Akumulasi biaya perolehan peralatan jaringan The accumulated costs of network equipment
mula-mula dikapitalisasi sebagai Aset Tetap are initially capitalised as Fixed Assets Under
Dalam Pembangunan. Biaya perolehan ini akan Construction. These costs are subsequently
direklasifikasi ke akun aset tetap pada saat aset reclassified as fixed asset accounts when the
tersebut siap digunakan. assets are ready to use.
Biaya-biaya setelah perolehan awal Subsequent costs are included in the asset’s
dimasukkan dalam nilai tercatat aset dan diakui carrying amount and recognised as a separate
secara terpisah, hanya jika terdapat asset, only when it is probable that future
kemungkinan besar biaya yang dikapitalisasi economic benefits associated with the item will
tersebut akan memberikan manfaat ekonomis flow to the Group and the cost of the item can
bagi Grup dan dapat diukur secara andal. Nilai be measured reliably. The carrying amount of
tercatat dari komponen yang diganti replaced parts is written-off. The cost of
dihapusbukukan. Biaya untuk memutakhirkan upgrading software that is integrated into its
perangkat lunak yang merupakan bagian hardware is capitalised and the previously
integral dari perangkat kerasnya dikapitalisasi recorded balance is written-off at the time the
dan nilai yang semula dicatat dihapusbukukan software upgrade is performed.
pada saat pemutakhiran perangkat lunak
dilakukan.
Seluruh biaya pemeliharaan dan perbaikan All other repairs and maintenance are charged
lainnya diakui sebagai beban pada laporan laba to the consolidated statements of profit or loss
rugi konsolidasian pada saat terjadinya. during the financial period in which they are
incurred.
Keuntungan dari transaksi penjualan tempat Gain from sale of specific tower space
spesifik dalam menara langsung diakui pada transaction is directly recognised when the
saat transaksi terjadi, kecuali apabila terdapat transaction occurs, unless there are terms and
persyaratan dan kondisi yang masih harus conditions which still need to be fulfilled by the
dipenuhi oleh Grup. Dalam hal terdapat Group. In the case where there are terms and
persyaratan dan kondisi yang masih harus conditions which still need to be fulfilled by
dipenuhi Grup, keuntungan diakui pada saat the Group, gain is recognised when such
persyaratan dan kondisi tersebut telah dipenuhi. terms and conditions are fulfilled.
Apabila aset tetap dilepas, maka nilai tercatat When assets are disposed of, their carrying
dan akumulasi penyusutannya dikeluarkan dari values and the related accumulated
laporan keuangan konsolidasian, dan depreciation are eliminated from the
keuntungan dan kerugian yang dihasilkan diakui consolidated financial statements, and the
dalam laba rugi tahun berjalan. resulting gains and losses on the disposal of
fixed assets are recognised in the statements
of profit or loss of the period.
Page 368
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/33 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI 2. MATERIAL ACCOUNTING POLICY
MATERIAL (lanjutan) INFORMATION (continued)
h. Aset tetap dan penyusutan (lanjutan) h. Fixed assets and depreciation (continued)
Estimasi masa manfaat ekonomis Economic useful lives estimation
Pada akhir periode pelaporan, Grup melakukan At the end of the reporting period, the Group
penelaahan berkala atas masa manfaat periodically reviews the useful life of the assets,
ekonomis aset, nilai sisa aset, metode asset’s residual value, depreciation method
penyusutan dan sisa umur pemakaian and the remaining usage expectation based on
berdasarkan kondisi teknis. technical specification.
i. Aset takberwujud i. Intangible assets
Aset takberwujud yang dianggap memiliki Intangible assets that are considered to have a
masa manfaat ekonomis terbatas diamortisasi finite economic useful life are amortised on a
dengan menggunakan metode garis lurus straight-line basis over the period of expected
berdasarkan ekspektasi masa manfaat. Aset benefit. Intangible assets that are considered to
takberwujud yang dianggap memiliki masa have an indefinite economic useful life are not
manfaat ekonomis tidak terbatas tidak amortised but tested for impairment in
diamortisasi namun diuji penurunan nilainya accordance with Note 2q on an annual basis,
sesuai dengan Catatan 2q setiap tahun, atau or more frequently if events or changes in
lebih sering apabila terdapat peristiwa atau circumstances indicate that they might be
perubahan pada kondisi yang mengindikasikan impaired. The acquired intangible assets
kemungkinan penurunan nilai. Aset include telecommunications licences with
takberwujud yang diakuisisi termasuk ijin allocated spectrum rights which have indefinite
telekomunikasi dengan hak alokasi spektrum economic useful lives. Management assesses
yang memiliki masa manfaat ekonomis tidak the indefinite economic useful life assumption
terbatas. Manajemen menilai asumsi masa applied to the acquired intangible assets
manfaat ekonomis tidak terbatas yang annually.
diaplikasikan ke aset takberwujud yang
diakuisisi setiap tahun.
Spektrum, merk dan pelanggan diakui sebagai Spectrum, brand and customers are
bagian dari kombinasi bisnis dan disajikan recognised as part of business combination
sebesar nilai wajar aset takberwujud tersebut and recorded at the fair value of those
pada tanggal akuisisi (lihat Catatan 9 dan 37). intangible assets at the acquisiton date
(see Notes 9 and 37).
Amortisasi dimulai pada saat aset tersedia Amortisation commences from the date when
untuk digunakan dan dicatat sebagai beban the assets are available for use and recognised
amortisasi, dengan menggunakan metode as amortisation expenses, using the straight-
garis lurus berdasarkan estimasi masa manfaat line method over their estimated economic
ekonomis yang menghasilkan persentase useful lives and results in the following annual
amortisasi tahunan dari harga perolehan atau percentages of cost:e
nilai wajar sebagai berikut:
Persentase/ Tahun/
Percentages Years
Merk 5% - 33.33% 3 - 20 Brand
Pelanggan 6.25% 16 Customers
Perangkat lunak 16.67% - 50% 2-6 Software
Page 369
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/34 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
i. Aset takberwujud (lanjutan) i. Intangible assets (continued)
Estimasi masa manfaat ekonomis Economic useful lives estimation
Pada akhir periode pelaporan, Grup melakukan At the end of the reporting period, the Group
penelaahan berkala atas masa manfaat periodically reviews the useful lives of the
ekonomis aset, nilai sisa aset, metode assets, assets’ residual values, the
amortisasi, dan sisa umur pemakaian amortisation method and the remaining usage
berdasarkan kondisi aktual (lihat Catatan 9 expectation based on the actual specifications
dan 37). (see Notes 9 and 37).
Grup mengakui biaya yang terjadi dalam The Group recognises costs incurred in
mengonfigurasi atau mengkustomisasi configuring or customising cloud application
perangkat lunak aplikasi awan (cloud software as an intangible asset only if the
application software) sebagai aset takberwujud activities create a resource that the Group can
hanya jika aktivitas tersebut menciptakan control and from which it expects to benefit.
sumber daya yang dapat dikendalikan oleh Such costs are amortised over the estimated
Grup, di mana Grup diekspektasikan untuk useful life of the software application on a
mendapatkan manfaatnya. Biaya tersebut straight-line basis.
diamortisasi selama taksiran masa manfaat
aplikasi perangkat lunak dengan dasar garis
lurus.
j. Pinjaman j. Loans
Pada saat pengakuan awal, pinjaman diakui Loans are recognised initially at fair value, net
sebesar nilai wajar, dikurangi dengan biaya- of transaction costs incurred. Loans are
biaya transaksi yang terjadi. Selanjutnya, subsequently carried at amortised cost; any
pinjaman diukur sebesar biaya perolehan difference between the proceeds and the
diamortisasi; selisih antara penerimaan dan nilai redemption value represents transaction costs
pelunasan merupakan biaya transaksi dan and is recognised in the consolidated
dicatat pada laporan laba rugi konsolidasian statements of profit or loss over the period of
selama periode pinjaman dengan the loans using the effective interest method.
menggunakan metode bunga efektif.
Biaya yang dibayar untuk memperoleh fasilitas Fees paid on the establishment of loan
pinjaman diakui sebagai biaya transaksi facilities are recognised as transaction costs of
pinjaman sepanjang besar kemungkinan the loan to the extent that it is probable that
sebagian atau seluruh fasilitas akan ditarik. some or all of the facility will be drawn down.
Dalam hal ini, biaya memperoleh pinjaman In this case, the fee is deferred until the draw-
ditangguhkan sampai penarikan pinjaman down occurs. To the extent that there is no
terjadi. Sepanjang tidak terdapat bukti bahwa evidence that it is probable that some or all of
besar kemungkinan sebagian atau seluruh the facility will be drawn down, the fee is
fasilitas akan ditarik, biaya memperoleh capitalised as a pre-payment for liquidity
pinjaman dikapitalisasi sebagai pembayaran di services and amortised over the period of the
muka untuk jasa likuiditas dan diamortisasi facility to which it relates.
selama periode fasilitas yang terkait.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/35 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
k. Sukuk ijarah k. Sukuk ijarah
Sukuk ijarah diakui sebesar nilai nominal, Sukuk ijarah is recognised initially at nominal
disesuaikan dengan premium atau diskonto dan value, adjusted with premium or discount and
biaya transaksi terkait. Perbedaan antara nilai the related transaction costs incurred. Any
tercatat dan nilai nominal diakui pada laporan differences between the carrying amount and
laba rugi konsolidasian sebagai beban nominal value are recognised in the
penerbitan sukuk ijarah menggunakan metode consolidated statements of profit or loss as
garis lurus selama jangka waktu sukuk ijarah. sukuk ijarah issuance costs using the straight-
line method during the period of sukuk ijarah.
Sukuk ijarah, setelah disesuaikan dengan Sukuk ijarah, adjusted with premium or
premium atau diskonto dan biaya transaksi discount and unamortised transaction costs, is
yang belum diamortisasi, disajikan sebagai presented as part of liabilities.
bagian dari liabilitas.
l. Penjabaran mata uang asing l. Foreign currency translation
Saldo dalam mata uang asing dijabarkan ke Balances denominated in foreign currencies
mata uang Rupiah dengan menggunakan kurs are translated into Rupiah at the closing
penutup yang ditetapkan oleh Bank Indonesia. exchange rates determined by Bank
Indonesia.
Pada setiap tanggal pelaporan, aset dan At each reporting date, monetary assets and
liabilitas moneter dalam mata uang asing liabilities denominated in foreign currencies
dijabarkan ke mata uang Rupiah menggunakan are translated into Rupiah using closing
kurs penutup yang ditetapkan oleh Bank exchange rates determined by Bank
Indonesia. Kurs dari mata uang asing utama Indonesia. The exchange rates of the major
yang digunakan adalah sebagai berikut (nilai foreign currencies used are as follows (full
Rupiah penuh): amount Rupiah):
2025 2024
1 Euro (EUR) 19,753 16,851 Euro (EUR) 1
1 Dolar Amerika United States
Serikat (USD) 16,782 16,162 Dollar (USD) 1
1 Ringgit Malaysia Malaysian Ringgit
(MYR) 4,144 3,616 (MYR) 1
Keuntungan atau kerugian dari selisih kurs, Realised and unrealised foreign exchange
yang sudah maupun yang belum terealisasi, gains or losses arising from transactions in
baik yang berasal dari transaksi dalam mata foreign currency and from the translation of
uang asing maupun penjabaran aset dan foreign currency monetary assets and liabilities
liabilitas moneter dalam mata uang asing diakui are recognised in the consolidated statements
pada laporan laba rugi konsolidasian. of profit or loss.
m. Perpajakan m. Taxation
Beban pajak penghasilan terdiri dari pajak The income tax expense comprises current
penghasilan kini dan pajak penghasilan and deferred income tax. Tax is recognised in
tangguhan. Pajak tersebut diakui dalam laporan the consolidated statements of profit or loss
laba rugi konsolidasian, kecuali apabila pajak account, except to the extent that it relates to
tersebut terkait dengan transaksi atau kejadian items recognised directly in equity and other
yang langsung diakui ke ekuitas dan laba comprehensive income.
komprehensif lainnya.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/36 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
m. Perpajakan (lanjutan) m. Taxation (continued)
Pajak tangguhan diukur dengan menggunakan Deferred income tax is determined using tax
tarif pajak yang berlaku atau secara substantif rates that have been enacted or substantially
berlaku pada tanggal laporan posisi keuangan enacted at the statements of financial position
konsolidasian dan diharapkan akan berlaku date and are expected to be applied when the
pada saat aset pajak tangguhan dipulihkan atau related deferred income tax asset is realised or
liabilitas pajak tangguhan diselesaikan. the deferred income tax liability is settled.
Aset pajak tangguhan diakui apabila besar Deferred tax assets are recognised only if it is
kemungkinan jumlah penghasilan kena pajak di probable that future taxable amounts will be
masa mendatang akan memadai untuk available to utilise those temporary differences
dikompensasi dengan perbedaan temporer dan and the unused tax losses carried forward.
rugi fiskal yang masih dapat dimanfaatkan.
n. Imbalan kerja n. Employee benefits
Imbalan kerja jangka pendek Short-term employee benefits
Imbalan kerja jangka pendek diakui pada saat Short-term employee benefits are recognised
terutang kepada karyawan berdasarkan metode when they accrue to the employees.
akrual.
Imbalan kerja jangka panjang lainnya Other long-term employee benefits
Grup memberikan imbalan jangka panjang The Group provides other long-term employee
untuk tingkatan karyawan tertentu dalam bentuk benefits to certain levels of its employees in
pembayaran kas yang dibayarkan pada tanggal the form of cash consideration that is paid on
realisasi, yaitu satu tahun setelah akhir periode release date, which is one year after the end of
vesting yang bersangkutan. the relevant vesting period.
Imbalan pascakerja Post-employment benefits
Imbalan pascakerja seperti pensiun, uang pisah Post-employment benefits such as retirement,
dan uang penghargaan masa kerja dihitung severance and service payments are
berdasarkan undang-undang ketenagakerjaan calculated based on the prevailing labour law.
yang berlaku.
Sehubungan dengan imbalan pensiun, sejak In relation to pension benefits, in April 2002
bulan April 2002 Group mengikuti program the Group entered into a defined
pensiun iuran pasti yang diselenggarakan oleh contributions pension plan organised by
PT Asuransi Jiwa Manulife Indonesia. PT Asuransi Jiwa Manulife Indonesia.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/37 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
n. Imbalan kerja (lanjutan) n. Employee benefits (continued)
Imbalan pascakerja (lanjutan) Post-employment benefits (continued)
Program ini disediakan untuk semua karyawan This programme is provided to all permanent
tetap yang berumur di bawah 50 tahun pada employees who were under 50 years of age at
saat dimulainya program ini di bulan April 2002. the commencement of the programme in
Kontribusi untuk program pensiun ini adalah April 2002. Contributions to the plan are 10%
10% dari gaji pokok bersih yang terdiri dari 7% of the net base salary, comprising 7% from the
berasal dari Grup dan 3% berasal dari Group and 3% from the employee.
karyawan.
Karyawan berhak atas manfaat pensiun dari Employees are entitled to benefits from the
dana pensiun yang meliputi kontribusi dana pension plan, comprising pension fund
pensiun dan akumulasi bunganya, apabila contributions and accumulated interest, on
karyawan tersebut pensiun, cacat, atau retirement, disability or death.
meninggal dunia.
Sesuai dengan undang-undang In accordance with the prevailing labour law,
ketenagakerjaan yang berlaku, Grup the Group has further payment obligations if
berkewajiban menutupi kekurangan the benefits provided by the existing plan do
pembayaran pensiun bila program yang ada not adequately cover the obligations under the
sekarang belum cukup untuk menutupi prevailing labour law.
kewajiban sesuai undang-undang
ketenagakerjaan yang berlaku.
Liabilitas yang diakui dalam laporan posisi The liabilities recognised in the consolidated
keuangan konsolidasian adalah nilai kini financial statements of financial position are
liabilitas imbalan pasti pada tanggal laporan the present value of the defined benefit
posisi keuangan konsolidasian sesuai dengan obligations as at the consolidated financial
Peraturan Grup. statements of financial position date in
accordance with the Group’s regulations.
Liabilitas imbalan pasti dihitung oleh aktuaris The defined benefit obligation is calculated by
independen dengan menggunakan metode an independent actuary using the Projected
Projected Unit Credit. Dalam menghitung Unit Credit method. In calculating post-
imbalan pascakerja, aktuaris independen telah employment benefits, the independent actuary
memperhitungkan juga kontribusi yang telah has considered the contribution made by the
dilakukan oleh Grup kepada PT Asuransi Jiwa Company to PT Asuransi Jiwa Manulife
Manulife Indonesia. Indonesia.
Nilai kini liabilitas imbalan pasti ditentukan The present value of the defined benefit
dengan mendiskontokan estimasi arus kas obligation is determined by discounting the
keluar masa depan dengan menggunakan estimated future cash outflows using the yield
imbal hasil Obligasi Pemerintah dalam mata of Government Bonds that are denominated in
uang Rupiah, sama dengan mata uang di mana Rupiah, in which the benefits will be paid, and
imbalan tersebut akan dibayarkan, dan yang that have terms to maturity approximating to
memiliki jangka waktu yang mendekati jangka the terms of the related pension liability.
waktu liabilitas imbalan pensiun yang
bersangkutan.
Biaya jasa lalu diakui segera dalam laporan Past-service costs are recognised immediately
laba rugi konsolidasian. in the consolidated statements of profit or loss.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
n. Imbalan kerja (lanjutan) n. Employee benefits (continued)
Imbalan pascakerja (lanjutan) Post-employment benefits (continued)
Grup mengakui keuntungan atau kerugian atas The Group recognised gains or losses on the
kurtailmen atau penyelesaian suatu program curtailment or settlement of a defined benefit
imbalan pasti ketika kurtailmen atau plan when the curtailment or settlement
penyelesaian tersebut terjadi. Keuntungan atau occurs. The gain or loss on a curtailment or
kerugian atas kurtailmen atau penyelesaian settlement comprises change in the present
terdiri dari perubahan yang terjadi dalam nilai value of the defined obligation and any related
kini kewajiban imbalan pasti. Keuntungan dan actuarial gains and losses. Actuarial gains and
kerugian aktuarial yang timbul dari penyesuaian losses arising from experience adjustments
pengalaman dan perubahan asumsi aktuarial and changes in actuarial assumptions are
dibebankan atau dikreditkan pada laba charged or credited to other comprehensive
komprehensif lainnya dalam laporan income in statement of other comprehensive
penghasilan komprehensif lain pada periode income in the period in which they arise.
terjadinya.
Pesangon pemutusan kontrak kerja Termination benefits
Grup mengakui pesangon pemutusan kontrak The Group shall recognise termination benefits
kerja sebagai liabilitas dan beban jika, dan as a liability and an expense when, and only
hanya jika, Grup berkomitmen untuk: when, the Group is demonstrably committed to
memberhentikan pekerja; atau menyediakan either: terminating the employment of
pesangon bagi pekerja yang menerima employee before the normal retirement date;
penawaran mengundurkan diri secara sukarela or providing termination benefits as a result of
pada tanggal yang lebih awal antara rencana an offer made in order to encourage voluntary
formal terperinci atau secara realistis kecil redundancy at the earlier of the date between
kemungkinan untuk dibatalkan. Jika pesangon a detailed formal plan or without realistic
pemutusan kontrak kerja jatuh tempo lebih dari possibility of withdrawal. Where termination
12 bulan setelah periode pelaporan maka benefits fall due more than 12 months after the
besarnya pesangon pemutusan kontrak kerja reporting period, they should be discounted
harus didiskontokan dengan menggunakan using the discount rate.
tingkat diskonto.
o. Aset dan liabilitas keuangan o. Financial assets and liabilities
Grup mengklasifikasikan aset keuangannya The Group classifies its financial assets in the
dalam kategori: (i) aset keuangan yang diukur following categories: (i) financial assets at fair
pada nilai wajar melalui laporan laba rugi atau value through statements of profit or loss or
melalui penghasilan komprehensif lain, (ii) aset other comprehensive income, (ii) financial
keuangan yang diukur dengan biaya assets at amortised cost. Classification and
diamortisasi. Klasifikasi dan pengukuran aset measurement of financial assets are based on
keuangan harus didasarkan pada model bisnis the business model and contractual cash flows
dan arus kas kontraktual – apakah semata dari – whether from solely payment of principal and
pembayaran pokok dan bunga. Manajemen interest. Management determines the
menentukan klasifikasi aset keuangan tersebut classification of its financial assets at initial
pada pengakuan awal. recognition.
Page 374
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/39 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
o. Aset dan liabilitas keuangan (lanjutan) o. Financial assets and liabilities (continued)
Pada tanggal 31 Desember 2025, Grup memiliki On 31 December 2025, the Group has
aset keuangan yang diklasifikasikan sebagai financial assets classified as financial assets at
aset keuangan yang diukur dengan biaya amortised cost. Financial assets at amortised
diamortisasi. Aset keuangan yang diukur cost consist of cash and cash equivalents,
dengan biaya diamortisasi meliputi kas dan trade receivables, contract assets, other
setara kas, piutang usaha, aset kontrak, piutang receivables and other assets. Financial assets
lain-lain dan aset lain-lain. Aset keuangan in this category are classified as current assets
diklasifikasikan sebagai aset lancar, jika jatuh if expected to be settled within 12 months,
tempo dalam waktu 12 bulan, jika tidak maka otherwise they are classified as non-current.
aset keuangan ini diklasifikasikan sebagai aset
tidak lancar.
Aset keuangan yang diukur dengan biaya Financial assets at amortised cost are
diamortisasi pada awalnya diakui sebesar nilai recognised initially at fair value plus
wajarnya ditambah dengan biaya-biaya transaction costs and subsequently measured
transaksi dan selanjutnya diukur pada biaya at amortised cost using the effective interest
perolehan diamortisasi dengan menggunakan rate method.
metode suku bunga efektif.
Aset keuangan diukur pada nilai wajar melalui A financial asset shall be measured at fair
laba rugi kecuali aset keuangan tersebut diukur value through profit or loss unless it is
pada biaya perolehan diamortisasi atau pada measured at amortized cost or at fair value
nilai wajar melalui penghasilan komprehensif through comprehensive income.
lain.
Aset keuangan yang diukur pada nilai wajar Financial assets at FVPL are recorded in the
melalui laba rugi dicatat pada laporan posisi consolidated statement of financial position at
keuangan konsolidasian pada nilai wajarnya. fair value. Changes in fair value are
Perubahan nilai wajar langsung diakui dalam recognised directly in profit or loss. Interest
laba rugi. Bunga yang diperoleh dicatat sebagai earned is recorded as interest income, while
pendapatan bunga, sedangkan pendapatan dividend income is recorded as dividend
dividen dicatat sebagai bagian dari pendapatan income according to the terms of the contract,
dividen sesuai dengan persyaratan dalam or when the right of payment has been
kontrak, atau pada saat hak untuk memperoleh established.
pembayaran atas dividen tersebut telah
ditetapkan.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/40 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
o. Aset dan liabilitas keuangan (lanjutan) o. Financial assets and liabilities (continued)
Penurunan nilai aset keuangan Impairment of financial assets
Pada setiap periode pelaporan, Grup menilai At each reporting date, the Group assesses
apakah risiko kredit dari instrumen keuangan whether the credit risk on a financial
telah meningkat secara signifikan sejak instrument has increased significantly since
pengakuan awal. Ketika melakukan penilaian, initial recognition. When making the
Grup menggunakan perubahan risiko gagal assessment, the Group uses the change in the
bayar yang terjadi sepanjang perkiraan umur risk of a default occurring over the expected
instrumen keuangan daripada perubahan atas life of the financial instrument instead of the
jumlah kerugian kredit ekspektasian. Dalam change in the amount of expected credit
melakukan penilaian, Grup membandingkan losses. In making the assessment, the Group
risiko gagal bayar yang terjadi atas instrumen compares the risk of default occurring on the
keuangan pada tanggal pelaporan dengan financial instrument as at the reporting date
risiko gagal bayar yang terjadi atas instrumen with the risk of default occurring on the
keuangan pada saat pengakuan awal dan financial instrument at the initial recognition
mempertimbangkan kewajaran serta and consider reasonable and supportable
ketersediaan informasi, yang tersedia tanpa information available without undue cost or
biaya atau usaha pada saat tanggal pelaporan effort at the reporting date about past events,
terkait dengan kejadian masa lalu, kondisi current conditions and forecasts of future
terkini dan perkiraan atas kondisi ekonomi di economic conditions, that is indicative of
masa depan, yang mengindikasikan kenaikan significant increases in credit risk since initial
risiko kredit sejak pengakuan awal. recognition.
Grup menggunakan model kerugian kredit The Group uses the expected credit loss
ekspektasian untuk menilai penurunan nilai aset model to assess the impairment of financial
keuangan. Grup menerapkan metode yang assets. The Group applies a simplified
disederhanakan untuk mengukur kerugian approach to measure such expected credit
kredit ekspektasian yang menggunakan loss which uses a lifetime expected loss
penyisihan kerugian kredit ekspektasian allowance for trade receivables and contract
sepanjang umurnya untuk semua piutang usaha assets. Therefore, the Group does not track
dan aset kontrak. Oleh karena itu, Grup tidak changes in credit risk, but instead recognises
mengidentifikasi perubahan dalam risiko kredit, allowance based on lifetime expected credit
melainkan mengukur penyisihan berdasarkan loss at each reporting date.
kerugian kredit ekspektasian sepanjang
kepemilikan aset pada tanggal pelaporan.
Untuk mengukur kerugian kredit ekspektasian, To measure the expected credit losses, trade
piutang usaha dan aset kontrak telah receivables and contract assets have been
dikelompokkan berdasarkan karakteristik risiko grouped based on the shared credit risk
kredit yang sama dan hari lewat jatuh tempo. characteristics and the days past due. The
Aset kontrak terkait dengan jasa yang belum contract assets relate to unbilled service and
tertagih dan secara substantial memiliki have substantially the same risk
karakteristik risiko yang sama dengan piutang characteristics as the trade receivables. The
usaha. Oleh karena itu, Grup menilai bahwa Group has therefore concluded that the
tingkat kerugian ekspektasian untuk piutang expected loss rates for trade receivables are a
usaha adalah perkiraan yang wajar dari tingkat reasonable approximation of the loss rates for
kerugian untuk aset kontrak. the contract assets.
Page 376
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/41 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
o. Aset dan liabilitas keuangan (lanjutan) o. Financial assets and liabilities (continued)
Penurunan nilai aset keuangan (lanjutan) Impairment of financial assets (continued)
Tingkat kerugian kredit ekspektasian The expected credit loss is based on the
didasarkan pada profil pembayaran penjualan payment profiles of sales and the
dan kerugian kredit historis terkait selama corresponding historical credit loss
periode penjualan tersebut. Tingkat kerugian experienced within this sales period. The
historis disesuaikan untuk mencerminkan historical loss rates are adjusted to reflect
informasi terkini dan informasi forward-looking current and forward-looking information on
mengenai faktor-faktor makro ekonomi yang macroeconomic factors affecting the ability of
memengaruhi kemampuan pelanggan untuk the customers to settle the receivables.
melunasi piutang.
Grup menggunakan model penilaian individual The Group used individual assessment to
untuk menilai penurunan nilai kas dan setara assess impairment of cash and cash
kas, piutang lain-lain dan investasi bersih dalam equivalents, other receivables and net
sewa pembiayaan. Grup menilai kerugian kredit investment in finance lease. The Group
ekspektasian yang harus diakui dari kas dan assessed expected credit losses recognised
setara kas, piutang lain-lain dan investasi bersih from cash and cash equivalents, other
dalam sewa pembiayaan tidak signifikan. receivables and net investment in finance
lease and they were not considered significant.
Liabilitas keuangan Financial liabilities
Liabilitas keuangan diklasifikasikan sebagai Financial liabilities are classified as follows:
berikut: (i) liabilitas keuangan yang diukur (i) financial liabilities at amortised cost,
dengan biaya diamortisasi, (ii) liabilitas (ii) financial liabilities at fair value through profit
keuangan yang diukur dengan nilai wajar and loss (FVTPL) or other comprehensive
melalui laba rugi atau melalui penghasilan income (FVOCI). The Group determines the
komprehensif lain. Grup menentukan klasifikasi classification of its financial liabilities at initial
liabilitas keuangan mereka pada saat recognition.
pengakuan awal.
Grup memiliki liabilitas keuangan yang The Group has financial liabilities classified
diklasifikasikan dalam liabilitas keuangan yang into the financial liabilities measured at
diukur dengan biaya perolehan diamortisasi. amortised cost. All financial liabilities are
Seluruh liabilitas keuangan diakui pada awalnya recognised initially at fair value and, in the
sebesar nilai wajar dan, dalam hal pinjaman case of loans and borrowings, inclusive of
dan utang, termasuk biaya transaksi yang dapat directly attributable transaction costs and
diatribusikan secara langsung dan selanjutnya subsequently measured at amortised cost
diukur pada biaya perolehan diamortisasi using the effective interest rate method. The
dengan menggunakan metode suku bunga amortisation of the effective interest rate is
efektif. Amortisasi suku bunga efektif termasuk included in finance costs in the consolidated
di dalam biaya keuangan dalam laporan laba statements of profit or loss.
rugi konsolidasian.
Page 377
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/42 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
o. Aset dan liabilitas keuangan (lanjutan) o. Financial assets and liabilities (continued)
Liabilitas keuangan (lanjutan) Financial liabilities (continued)
Liabilitas keuangan yang diukur pada biaya Financial liabilities measured at amortised cost
perolehan diamortisasi antara lain utang usaha, are trade payables, accrued expenses, loans,
beban yang masih harus dibayar, pinjaman, sukuk ijarah, bonds payable, lease liabilities
sukuk ijarah, utang obligasi, liabilitas sewa dan and other payables. Financial liabilities are
utang lain-lain. Liabilitas keuangan classified as non-current liabilities when the
diklasifikasikan sebagai liabilitas jangka panjang remaining maturity is more than 12 months,
jika jatuh tempo melebihi 12 bulan dan sebagai and as current liabilities when the remaining
liabilitas jangka pendek jika jatuh tempo yang maturity is less than 12 months.
tersisa kurang dari 12 bulan.
Grup saat ini memiliki sejumlah kontrak dengan The Group currently has a number of contracts
tingkat bunga yang mengacu pada JIBOR dan which interest rates refer to JIBOR and extend
berlaku hingga setelah tahun 2025. Saat ini beyond 2025. It is currently expected that
diekspektasikan IndONIA akan menggantikan IndONIA will replace JIBOR. Risks arising from
JIBOR. Risiko yang timbul dari transisi terutama the transition relate principally to the potential
terkait dengan potensi dampak perbedaan impact of term and credit differences.
jangka waktu dan kredit. Manajemen akan terus Management will continue to monitor this and
memonitor hal ini dan mengambil tindakan yang take the necessary actions to address related
diperlukan untuk mengatasi risiko dan risks and uncertainties going forward.
ketidakpastian terkait di masa mendatang.
Tabel berikut berisi rincian semua instrumen The following table contains details of all of the
keuangan yang dimiliki Grup pada tanggal financial instruments that the Group holds as
31 Desember 2025 dan 2024 yang mengacu at 31 December 2025 and 2024 which
pada JIBOR dan belum bertransisi ke suku reference JIBOR and have not yet transitioned
bunga acuan alternatif: to an alternative interest rate benchmark:
2025 2024
Pinjaman jangka panjang/
Long-term loans 1,450,000 8,846,978
Penghentian pengakuan liabilitas keuangan Derecognition of financial liabilities
Liabilitas keuangan dihentikan pengakuannya Financial liabilities are derecognised when the
jika liabilitas yang ditetapkan dalam kontrak obligation under the liability is discharged,
dilepaskan atau dibatalkan atau kadaluarsa. cancelled or expired.
Jika suatu liabilitas keuangan yang ada Where an existing financial liability is replaced
digantikan dengan liabilitas yang lain dengan by another liability with substantially different
persyaratan yang secara substansial berbeda, terms, or the terms of an existing liability are
atau persyaratan liabilitas yang ada secara substantially modified, such an exchange or
substansial telah diubah, maka pertukaran atau modification is treated as derecognition of the
modifikasi tersebut diperlakukan sebagai original liability and the recognition of a new
penghentian pengakuan liabilitas awal dan liability, and the difference in the respective
pengakuan liabilitas baru, dan perbedaan nilai carrying amount is recognised in the
tercatat masing-masing diakui dalam laporan consolidated statements of profit or loss.
laba rugi konsolidasian.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/43 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
p. Instrumen keuangan disalinghapus p. Offsetting financial instruments
Aset keuangan dan liabilitas keuangan Financial assets and liabilities are offset and
disalinghapus dan nilai netonya disajikan dalam the net amount is reported in the consolidated
laporan posisi keuangan konsolidasian jika statement of financial position when there is a
memiliki hak yang berkekuatan hukum untuk legally enforceable right to offset the
melakukan saling hapus atas jumlah yang telah recognised amounts and there is an intention
diakui tersebut dan berniat untuk to settle on a net basis, or realise the asset
menyelesaikan secara neto atau untuk and settle the liability simultaneously. The
merealisasikan aset dan menyelesaikan legally enforceable right must not be
liabilitasnya secara simultan. Hak saling hapus contingent on future events and must be
tidak kontinjen atas peristiwa di masa depan enforceable in the normal course of business
dan dapat dipaksakan secara hukum dalam and in the event of default, insolvency or
situasi bisnis yang normal dan dalam peristiwa bankruptcy of the Group or the counterparties.
gagal bayar, atau peristiwa kepailitan atau
kebangkrutan Grup atau pihak lawan.
q. Penurunan nilai aset non keuangan q. Impairment of non-financial assets
Goodwill dan aset non keuangan yang memiliki Goodwill and non-financial assets that have an
masa manfaat yang tidak terbatas tidak indefinite useful life are not subject to
diamortisasi namun diuji penurunan nilainya amortisation but are tested annually for
setiap tahun, atau lebih sering apabila terdapat impairment, or more frequently if events or
peristiwa atau perubahan keadaan yang changes in circumstances indicate that they
mengindikasikan penurunan nilai. are impaired.
Aset yang diamortisasi diuji ketika terdapat Assets that are subject to amortisation are
indikasi bahwa nilai tercatatnya mungkin tidak reviewed for impairment whenever events or
terpulihkan. Penurunan nilai diakui jika nilai changes in circumstances indicate that the
tercatat aset melebihi nilai terpulihkannya. Nilai carrying amount may not be recoverable. An
terpulihkan adalah nilai yang lebih tinggi antara impairment loss is recognised for the amount
nilai wajar aset dikurangi biaya untuk menjual by which the asset’s carrying amount exceeds
dan nilai pakai aset. Dalam menentukan its recoverable amount. The recoverable
penurunan nilai, aset dikelompokkan pada amount is the higher of an asset’s fair value
tingkat yang paling rendah di mana terdapat less costs of disposal and value in use. For the
arus kas yang dapat diidentifikasi. purposes of assessing impairment, assets are
grouped at the lowest levels for which there
are separately identifiable cash flows.
Aset non keuangan selain goodwill yang Non-financial assets other than goodwill that
mengalami penurunan nilai diuji setiap tanggal suffer impairment are reviewed for possible
pelaporan untuk menentukan apakah terdapat reversal of the impairment at each reporting
kemungkinan pemulihan penurunan nilai. date. Reversal on impairment loss for assets
Pemulihan rugi penurunan nilai, untuk aset other than goodwill would be recognised if,
selain goodwill, diakui jika, dan hanya jika, and only if, there had been a change in
terdapat perubahan estimasi yang digunakan estimates used to determine the asset’s
dalam menentukan nilai terpulihkan aset sejak recoverable amount since the last impairment
pengujian penurunan nilai terakhir kali. test was carried out. Reversal on impairment
Pembalikan rugi penurunan nilai tersebut diakui losses will be immediately recognised in profit
segera dalam laba rugi, kecuali aset yang or loss, except for assets measured using the
disajikan pada jumlah revaluasian sesuai revaluation model as required by other PSAK.
dengan PSAK lain.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/44 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
r. Dividen r. Dividend
Provisi dibuat atas jumlah dividen yang Provision is made for the amount of any
diumumkan, yang telah diotorisasi dividend declared, being appropriately
sebagaimana mestinya dan tidak lagi dalam authorised and no longer at the discretion of
diskresi entitas, pada atau sebelum akhir the entity, on or before the end of the reporting
periode pelaporan namun belum dibagikan period but not distributed at the end of the
pada akhir periode pelaporan. reporting period.
s. Laba bersih per saham s. Earnings per share
Laba bersih per saham dihitung dengan Earnings per share are calculated by dividing
membagi laba tahun berjalan dengan jumlah profit for the year by the weighted average
rata-rata tertimbang saham biasa yang beredar number of ordinary shares outstanding during
sepanjang periode pelaporan. the reporting period.
t. Goodwill t. Goodwill
Goodwill atas akuisisi AXIS dan PT Hipernet Goodwill on the acquisition of AXIS and
Indodata serta atas penggabungan usaha PT Hipernet Indodata, and the business
dengan Smartfren dan Smart Telecom (lihat combination with Smartfren and Smart
Catatan 38) dicatat sebesar harga perolehan Telecom (see Note 38) is carried at cost less
dikurangi dengan akumulasi kerugian accumulated impairment losses and tested for
penurunan nilai dan diuji penurunan nilainya impairment annually.
setiap tahun.
Goodwill dialokasikan pada setiap unit Goodwill is allocated to cash-generating units
penghasil kas atau kelompok unit penghasil kas or groups of cash-generating units for the
dalam rangka menguji penurunan nilai. Alokasi purpose of impairment testing. The allocation
tersebut dibuat untuk unit penghasil kas atau is made to those cash-generating units or
kelompok unit penghasil kas yang diharapkan groups of cash-generating units that are
mendapat manfaat dari kombinasi bisnis di expected to benefit from the business
mana goodwill tersebut timbul. Kerugian combination in which the goodwill arose.
penurunan nilai atas goodwill tidak dapat Impairment losses on goodwill are not
dipulihkan. reversed.
Page 380
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/45 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
2. INFORMASI KEBIJAKAN AKUNTANSI MATERIAL 2. MATERIAL ACCOUNTING POLICY
(lanjutan) INFORMATION (continued)
u. Provisi u. Provision
Provisi diakui ketika: Grup memiliki kewajiban A provision is recognised when: the Group has
hukum atau konstruktif masa kini sebagai akibat a present legal or constructive obligation as a
peristiwa masa lalu; terdapat kemungkinan result of past events; it is probable that an
besar penyelesaian kewajiban tersebut outflow of resources will be required to settle
mengakibatkan arus keluar sumber daya; dan the obligation; and the amount has been
jumlah kewajiban tersebut dapat diukur secara reliably estimated. A provision is not
andal. Provisi tidak diakui untuk kerugian recognised for future operating losses.
operasi masa depan.
3. KAS DAN SETARA KAS 3. CASH AND CASH EQUIVALENTS
2025 2024
Kas/Cash on hand 7,720 1,126
Kas pada bank/Cash in banks
Rupiah:
- PT Bank Sinarmas Tbk 1,012,400 -
- PT Bank Maybank Indonesia Tbk 504,049 76,624
- PT Bank Central Asia Tbk 302,864 307,864
- PT Bank CIMB Niaga Tbk 231,258 87,608
- PT Bank Permata Tbk 199,750 287,420
- PT Standard Chartered Bank Indonesia 51,587 106,330
- PT Bank Mandiri Tbk 35,913 36,013
- PT Bank Rakyat Indonesia Tbk 20,868 7,630
- PT Bank Negara Indonesia Tbk 16,722 15,770
- PT Bank UOB Indonesia 208 81,719
- Lain-lain (masing-masing kurang dari Rp 10.000)/
Other (individual amount less than Rp 10,000) 15,224 15,608
USD:
- J.P. Morgan Chase Bank, N.A. 36,393 104,847
- PT Bank Sinarmas Tbk 25,503 -
- Lain-lain (masing-masing kurang dari Rp 10.000)/
Other (individual amount less than Rp 10,000) 11,950 673
Jumlah kas pada bank/Total cash in banks 2,464,689 1,128,106
Page 381
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/46 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
3. KAS DAN SETARA KAS (lanjutan) 3. CASH AND CASH EQUIVALENTS (continued)
2025 2024
Deposito berjangka/Time deposits
Rupiah:
- PT KB Bank Bukopin Tbk 100,000 40,000
- PT Bank Tabungan Negara Tbk - 40,000
- J.P. Morgan Chase Bank, N.A 15,000 17,000
- PT Bank Panin Indonesia Tbk - 40,000
- Bank Syariah Indonesia - 40,000
- PT Bank Mega Tbk - 40,000
- Lain-lain 20,000 -
USD:
- PT Bank Tabungan Negara Tbk 58,737 40,405
Jumlah deposito berjangka/Total time deposits 193,737 257,405
Jumlah kas dan setara kas/
Total cash and cash equivalents 2,666,146 1,386,637
Lihat Catatan 30 untuk informasi mengenai pihak- See Note 30 for related parties information.
pihak berelasi.
Suku bunga per tahun deposito berjangka selama The annual interest rates of time deposits during
periode/tahun berjalan adalah sebagai berikut: the period/year are as follows:
2025 2024
Rupiah 2.59% - 6.30% 5.05% - 6.50% Rupiah
Dolar Amerika Serikat 4.00% - 5.05% 5.05% USD
4. PIUTANG USAHA - PIHAK KETIGA 4. TRADE RECEIVABLES - THIRD PARTIES
2025 2024
Pihak domestik 3,027,231 1,103,273 Domestic parties
Pihak internasional 134,270 132,134 International parties
3,161,501 1,235,407
Cadangan penurunan Provision for receivables
nilai piutang* (415,643) (353,174) impairment*
2,745,858 882,233
* Termasuk di dalamnya cadangan penurunan nilai piutang milik pihak * Included in this amount is an provision for receivables impairment from related
berelasi sebesar Rp 98.345. parties amounting to Rp 98,345.
Piutang usaha - pihak ketiga berdasarkan mata Trade receivables - third parties according to
uang adalah sebagai berikut: currency are as follows:
2025 2024
Rupiah 2,949,981 1,057,225 Rupiah
Mata uang asing 211,520 178,182 Foreign currency
3,161,501 1,235,407
Page 382
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/47 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
4. PIUTANG USAHA - PIHAK KETIGA (lanjutan) 4. TRADE RECEIVABLES - THIRD PARTIES
(continued)
Pada tanggal 31 Desember 2025 dan 2024 rincian As at 31 December 2025 and 2024 the detail aging
umur dan penurunan nilai piutang usaha adalah and impairment on trade receivables are as
sebagai berikut: follows:
2025 2024
Nilai bruto: Gross amount:
Belum lewat jatuh tempo 1,933,524 559,858 Not past due
Lewat jatuh tempo: Past due:
- Lewat jatuh tempo < 30 hari 314,594 140,584 Overdue < 30 days -
- Lewat jatuh tempo 31 - 60 hari 374,262 77,415 Overdue 31 - 60 days -
- Lewat jatuh tempo > 60 hari 539,121 457,550 Overdue > 60 days -
1,227,977 675,549
3,161,501 1,235,407
Cadangan penurunan nilai: Provision for impairment:
- Belum jatuh tempo (68,663) (42,583) Not past due -
- Lewat jatuh tempo < 30 hari (22,940) (16,697) Overdue < 30 days -
- Lewat jatuh tempo 31 - 60 hari (17,612) (10,641) Overdue 31 - 60 days -
- Lewat jatuh tempo > 60 hari (306,428) (283,253) Overdue > 60 days -
(415,643) (353,174)
Piutang usaha - setelah Trade receivables -
dikurangi cadangan net of provision for
penurunan nilai piutang 2,745,858 882,233 receivables impairment
Perubahan cadangan penurunan nilai piutang Changes in the amounts of the provision for
adalah sebagai berikut: receivables impairment are detailed as follows:
2025 2024
Cadangan penurunan Provision for receivables
nilai piutang - awal 353,174 272,636 impairment - beginning
Penambahan cadangan Addition for receivables
penurunan nilai piutang 166,863 139,084 impairment
Saldo penggabungan usaha dari Balance of merger from
Smartfren dan Smart Telecom 55,213 - Smartfren and Smart Telecom
Penghapusbukuan piutang
tidak tertagih (159,607) (58,546) Bad debts written off
Cadangan penurunan Provision for receivables
nilai piutang - akhir 415,643 353,174 impairment – ending
Penyisihan dan pemulihan cadangan penurunan The addition and reversal of provision for
nilai piutang dicatat dalam beban umum dan receivables impairment have been included in
administrasi dalam laporan laba rugi konsolidasian. general and administrative expenses in the
consolidated statements of profit or loss.
Page 383
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/48 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
4. PIUTANG USAHA - PIHAK KETIGA (lanjutan) 4. TRADE RECEIVABLES - THIRD PARTIES
(continued)
Manajemen berkeyakinan bahwa cadangan Management believes that the provision for
penurunan nilai piutang telah memadai untuk receivables impairment is adequate to cover losses
menutup kerugian atas piutang usaha tidak tertagih from uncollectible accounts based on the review of
berdasarkan hasil penelaahan atas masing-masing the status of the individual and collective trade
piutang dan secara kolektif pada akhir periode. receivables at the end of the period.
2025 2024
Aset kontrak: Contract assets:
- Pihak ketiga 102,630 99,262 Third parties -
102,630 99,262
Mutasi dari aset kontrak adalah sebagai berikut: The movement of contract assets is as follows:
2025 2024
Saldo awal 99,262 81,847 Beginning balance
Penambahan 231,759 277,434 Addition
Dialihkan ke piutang usaha - (109,511) Transfer to trade receivables
Amortisasi sebagai beban (228,391) (150,508) Amortised as expense
Saldo akhir 102,630 99,262 Ending balance
Lihat Catatan 30 untuk informasi mengenai pihak- See Note 30 for related parties information
pihak berelasi dan Catatan 36 untuk pengungkapan and Note 36 for additional disclosures required by
tambahan yang diharuskan oleh PSAK 107. PSAK 107.
5. BEBAN DIBAYAR DIMUKA 5. PREPAYMENTS
Akun ini terdiri dari beban dibayar dimuka untuk This account represents prepaid expenses for
transaksi sewa, asuransi, pemeliharaan dan beban rental, insurance, maintenance and annual
frekuensi tahunan. frequency fee.
Beban frekuensi tahunan mencakup beban The annual frequency fees comprised spectrum
pemakaian spektrum. fees.
2025 2024
Beban frekuensi tahunan Prepaid annual
dibayar dimuka 5,559,753 3,639,256 frequency fee
Sewa dibayar dimuka* 383,456 465,213 Prepaid rental*
Beban dibayar dimuka Other prepaid
lainnya - bagian lancar 209,911 349,388 expense - current
Jumlah beban
dibayar dimuka 6,153,120 4,453,857 Total prepayments
* Terdiri dari sewa jangka pendek dan bernilai rendah, komponen * Consist of short-term and low value leases, non-lease
non-sewa dan kontrak jasa yang tidak memenuhi kriteria sewa component and service contracts which do not meet the lease
berdasarkan PSAK 116. criteria under PSAK 116.
Page 384
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/49 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
6. INVESTASI PADA SAHAM 6. INVESTMENT IN SHARES
31/12/2025 31/12/2024
Pada nilai wajar melalui laba rugi: At fair value through profit loss:
PT Mora Telematika Indonesia PT Mora Telematika Indonesia
Tbk – 15 April 2025 1,758,725 - Tbk – 15 April 2025
Keuntungan yang belum
direalisasi atas kenaikan Unrealized gain on increase
nilai wajar 112,628 - in fair value
Pelepasan (1,871,353) - Disposals
Jumlah - - Total
PT Mora Telematika Indonesia Tbk (“Moratel”) PT Mora Telematika Indonesia Tbk (“Moratel”)
Sebagai hasil dari kombinasi bisnis (Catatan 39), As a result of the business combination (Note 39),
Grup mencatat kepemilikan sebesar 18,32% atas the Group recorded an 18.32% ownership interest
saham Moratel sebagai investasi pada instrumen in Moratel as an investment in shares and
ekuitas dan diukur pada nilai wajar melalui laba rugi. measured at fair value through profit or loss. This
Investasi ini telah dilepaskan seluruhnya pada bulan investment was fully disposed in December 2025 at
Desember 2025 dengan nilai transaksi yang a transaction price reflecting the fair value of the
mencerminkan nilai wajar investasi tersebut. investment.
7. ASET LAIN-LAIN 7. OTHER ASSETS
2025 2024
Investasi bersih dalam Net investment
sewa pembiayaan 55,648 53,568 in finance lease
Saldo bank yang dibatasi
penggunaannya 1,063 166 Restricted cash in banks
Uang muka 238,363 151,141 Advances
Bagian lancar 295,074 204,875 Current portion
Uang muka kepada pemasok 1,369,834 168,427 Downpayment to suppliers
Uang jaminan 59,080 50,562 Deposit
Beban tangguhan 39,463 13,924 Deferred charges
Lain-lain 23,658 23,855 Others
Bagian tidak lancar 1,492,036 256,768 Non-current portion
Jumlah aset lain-lain 1,787,110 461,643 Total other assets
Page 385
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/50 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
7. ASET LAIN-LAIN (lanjutan) 7. OTHER ASSETS (continued)
Uang muka terdiri dari uang muka kepada karyawan Advances represent advances to employees and
dan untuk pembayaran beban-beban Grup, seperti for the payment of the Group’s expenses, such as
utilitas dan bea masuk. utilities and customs duties.
Investasi bersih dalam sewa pembiayaan Net investments in finance leases are receivables
merupakan piutang atas transaksi sewa jaringan related to the lease of fibre optics network to PT
serat optik Grup oleh PT Indosat Ooredoo Hutchison Indosat Ooredoo Hutshison Tbk (formerly PT
Tbk (dahulu PT Hutchison 3 Indonesia). Hutchison 3 Indonesia).
Rincian investasi bersih dalam sewa pembiayaan Details of the net investment in finance lease
berdasarkan masa jatuh temponya adalah sebagai according to the maturity schedule are as follows:
berikut:
2025 2024
Kurang dari 1 tahun 55,648 53,568 Not later than 1 year
Investasi bersih dalam Net investment in
sewa pembiayaan 55,648 53,568 finance lease
Selama tahun pelaporan, perubahan dari investasi During the financial year, the changes of the net
bersih dalam sewa pembiayaan disebabkan oleh investment in finance lease are due to the following
hal-hal berikut: reasons:
2025 2024
Saldo awal 53,568 51,122 Beginning balance
Lainnya 2,080 2,446 Others
Saldo akhir 55,648 53,568 Ending balance
Page 386
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/51 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
8. ASET TETAP 8. FIXED ASSETS
Dampak
kombinasi
bisnis/
Impact from
Penambahan/ business Pelepasan/ Reklasifikasi/
01/01/2025 Additions combination* Disposals Reclassification 31/12/2025
Aset
kepemilikan Direct ownership
langsung: assets:
Harga
perolehan Cost
Tanah 227,269 - 137,421 - - 364,690 Land
Bangunan 63,859 1,896 208,352 (4,185) 138 270,060 Buildings
Peralatan
jaringan 117,338,937 6,598,818 3,730,729 (368,778) 1,740,086 129,039,792 Network equipment
Prasarana Leasehold
kantor 315,236 2,297 - (18) 2,398 319,913 improvements
Mesin dan Machinery and
peralatan 5,670,527 79,770 765,114 (7,697) 211,755 6,719,469 equipment
Perabot dan Furniture
perlengkapan 98,598 2,418 4,144 - 1,823 106,983 and fixtures
Sistem
pendukung 3,785,751 - - - - 3,785,751 Support systems
Kendaraan
bermotor 12,646 4,831 29,141 - - 46,618 Motor vehicles
127,512,823 6,690,030 4,874,901 (380,678) 1,956,200 140,653,276
Right-of-use
Aset hak guna: assets:
Tanah 591,207 6,938 45,826 - - 643,971 Land
Bangunan 485,550 23,129 31,171 - - 539,850 Buildings
Peralatan
jaringan 53,295,979 1,537,578 10,318,348 (2,668,330) - 62,483,575 Network equipment
54,372,736 1,567,645 10,395,345 (2,668,330) - 63,667,396
181,885,559 8,257,675 15,270,246 (3,049,008) 1,956,200 204,320,672
Aset tetap
dalam Fixed assets under
pembangunan 704,988 2,361,807 - - (1,956,200) 1,110,595 construction
182,590,547 10,619,482 15,270,246 (3,049,008) - 205,431,267
Akumulasi Accumulated
penyusutan: depreciation:
Bangunan (63,859) (23,103) - 4,185 - (82,777) Buildings
Peralatan
jaringan (86,297,520) (10,555,551) - 368,778 - (96,484,293) Network equipment
Prasarana Leasehold
kantor (312,845) (3,593) - 18 - (316,420) improvements
Mesin dan Machinery and
peralatan (5,249,797) (417,224) - 7,696 - (5,659,325) equipment
Perabot dan Furniture
perlengkapan (96,007) (5,099) - - - (101,106) and fixtures
Sistem
pendukung (3,606,155) (124,752) - - - (3,730,907) Support systems
Kendaraan
bermotor (12,646) (17,634) - - - (30,280) Motor vehicles
(95,638,829) (11,146,956) - 380,677 - (106,405,108)
Right-of-use
Aset hak guna: assets:
Tanah (366,038) (71,111) - - - (437,149) Land
Bangunan (287,714) (55,020) - 29,722 - (313,012) Buildings
Peralatan
jaringan (25,263,494) (6,312,451) - 278,803 - (31,297,142) Network equipment
(25,917,246) (6,438,582) - 308,525 - (32,047,303)
(121,556,075) (17,585,538) - 689,202 - (138,452,411)
Nilai buku
bersih 61,034,472 66,978,856 Net book value
*Termasuk di dalamnya dampak penyesuaian akuntansi atas kewajiban *Included the impact of accounting adjustment on asset retirement obligation
penghentian aset senilai Rp 141.496. amounted to Rp 141,496.
Page 387
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/52 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
8. ASET TETAP (lanjutan) 8. FIXED ASSETS (continued)
Penambahan/ Pelepasan/ Reklasifikasi/
01/01/2024 Additions Disposals Reclassification 31/12/2024
Aset
kepemilikan Direct ownership
langsung: assets:
Harga
perolehan Cost
Tanah 227,269 - - - 227,269 Land
Bangunan 63,769 85 - 5 63,859 Buildings
Peralatan Network
jaringan 110,997,512 4,531,347 (742,682) 2,552,760 117,338,937 equipment
Prasarana Leasehold
kantor 312,298 516 (196) 2,618 315,236 improvements
Mesin dan Machinery and
peralatan 5,546,434 130,876 (46,508) 39,725 5,670,527 equipment
Perabot dan Furniture
perlengkapan 98,042 692 (1,072) 936 98,598 and fixtures
Sistem
pendukung 3,785,736 15 - - 3,785,751 Support systems
Kendaraan
bermotor 12,288 358 - - 12,646 Motor vehicles
121,043,348 4,663,889 (790,458) 2,596,044 127,512,823
Aset hak Right-of-use
guna: assets:
Tanah 539,179 52,028 - - 591,207 Land
Bangunan 444,373 41,177 - - 485,550 Buildings
Peralatan Network
jaringan 50,908,526 2,704,035 (316,582) - 53,295,979 equipment
51,892,078 2,797,240 (316,582) - 54,372,736
172,935,426 7,461,129 (1,107,040) 2,596,044 181,885,559
Aset tetap
dalam Fixed assets under
pembangunan 1,294,532 2,006,500 - (2,596,044) 704,988 construction
174,229,958 9,467,629 (1,107,040) - 182,590,547
Akumulasi Accumulated
penyusutan: depreciation:
Bangunan (63,769) (90) - - (63,859) Buildings
Peralatan Network
jaringan (80,623,933) (6,335,308) 661,721 - (86,297,520) equipment
Prasarana Leasehold
kantor (309,077) (3,964) 196 - (312,845) improvements
Mesin dan Machinery and
peralatan (4,889,197) (407,108) 46,508 - (5,249,797) equipment
Perabot dan Furniture
perlengkapan (96,014) (1,065) 1,072 - (96,007) and fixtures
Sistem
pendukung (3,384,336) (221,819) - - (3,606,155) Support systems
Kendaraan
bermotor (9,931) (2,715) - - (12,646) Motor vehicles
(89,376,257) (6,972,069) 709,497 - (95,638,829)
Aset hak Right-of-use
guna: assets:
Tanah (288,553) (77,485) - - (366,038) Land
Bangunan (219,987) (67,727) - - (287,714) Buildings
Peralatan Network
jaringan (20,448,237) (4,957,054) 141,797 - (25,263,494) equipment
(20,956,777) (5,102,266) 141,797 - (25,917,246)
(110,333,034) (12,074,335) 851,294 - (121,556,075)
Nilai buku
bersih 63,896,924 61,034,472 Net book value
Page 388
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/53 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
8. ASET TETAP (lanjutan) 8. FIXED ASSETS (continued)
Pada tanggal 31 Desember 2025 dan 2024 tidak As at 31 December 2025 and 2024 none of the
terdapat aset tetap Grup yang digunakan sebagai Group’s fixed assets were used as collateral to
agunan kepada pihak ketiga. third parties.
Grup mempunyai tanah yang tersebar di seluruh The Group owns land located throughout Indonesia
Indonesia berdasarkan Hak Guna Bangunan with Hak Guna Bangunan (“HGB”) for the periods
(“HGB”) yang mempunyai masa manfaat antara of 9-40 years which will expire between
9-40 tahun yang akan berakhir antara January 2026 and August 2054. Management
Januari 2026 sampai dengan Agustus 2054. believes that the land rights are renewable.
Manajemen berkeyakinan bahwa hak atas tanah
dapat diperbaharui.
Per tanggal 31 Desember 2025, nilai buku atas As at 31 December 2025, total book value of land
tanah yang sertifikat HGB-nya masih dalam proses which HGB certificates are in process is amounting
pengurusan adalah sebesar Rp 37.509. to Rp 37,509.
Perhitungan keuntungan penjualan serta klaim The calculation of the gain on sale, insurance claim
asuransi dan penghapusan aset tetap diluar and write-off of fixed assets excluding sales
transaksi penjualan yang terkait transaksi penjualan transaction related to sale and leaseback of towers
dan sewa balik menara adalah sebagai berikut: transaction is as follows:
2025 2024
Penerimaan dari aset tetap Proceeds from sale of fixed
yang dijual dan klaim asuransi 39,453 6,358 assets and insurance claims
Dikurangi: Less:
Harga perolehan 380,677 790,457 Cost
Akumulasi penyusutan (380,677) (709,496) Accumulated depreciation
Nilai buku bersih - 80,961 Net book value
Keuntungan/(kerugian) penjualan Gain/(loss) on sale and
dan pelepasan aset tetap 39,453 (74,603) disposal of fixed asset
Aset tetap dalam pembangunan: Fixed assets under construction:
Aset tetap dalam pembangunan pada tanggal Fixed assets under construction as at
31 Desember 2025 dan 2024, terutama terdiri dari 31 December 2025 and 2024, mainly represent
peralatan BTS baru, backbone dan perangkat new BTS equipment, backbone and other
lainnya yang akan atau sedang dipasang. Saldo equipment which is still to be installed or is
aset tetap dalam pembangunan pada tanggal currently being installed. Balance of fixed assets
31 Desember 2025 dan 2024 adalah sebagai under construction as at 31 December 2025 and
berikut: 2024 is as follows:
2025 2024
Peralatan jaringan 407,664 472,070 Network equipment
Lain-lain 702,931 232,918 Others
Julam aset dalam penyelesaian 1,110,595 704,988 Total assets under construction
Page 389
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/54 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
8. ASET TETAP (lanjutan) 8. FIXED ASSETS (continued)
Aset tetap dalam pembangunan: (lanjutan) Fixed assets under construction: (continued)
Aset tetap dalam pembangunan pada tanggal Fixed assets under construction as at
31 Desember 2025 dan 2024 diperkirakan akan 31 December 2025 and 2024 are expected to be
selesai dalam dua belas bulan ke depan dengan complete within the next twelve months with
persentase penyelesaian 1 – 99% dari nilai kontrak. percentage of completion of 1 – 99% from contract
value.
Transaksi jual dan sewa balik menara: Tower sale and leaseback transaction:
Grup menyelesaikan transaksi jual dan sewa balik The Group completed tower sale and leaseback
menara dengan PT Profesional Telekomunikasi with PT Profesional Telekomunikasi Indonesia
Indonesia ("Protelindo") pada tahun 2016 dan PT ("Protelindo") in 2016 and PT Solusi Tunas
Solusi Tunas Pratama Tbk ("STP") pada tahun Pratama ("STP") in 2014. Leased assets were
2014. Aset sewa dicatat pada nilai kini pembayaran recorded at the present value of the minimum lease
sewa minimum, sementara liabilitas dicatat sebagai payments with related lease liabilities (see Note
liabilitas sewa (lihat Catatan 15). Keuntungan dari 15). Transaction gains were deferred and
transaksi ini ditangguhkan dan diamortisasi selama amortised over the leaseback period, with
periode sewa, dengan amortisasi keuntungan pada amortisation as of 31 December 2025 and 2024
31 Desember 2025 dan 2024 masing-masing being Rp 141,227 and Rp 317,156, respectively
berjumlah Rp 141,227 dan Rp 317.156 (lihat (see Notes 13 and 33).
Catatan 13 dan 33).
Pada 31 Desember 2022, Grup menjual 761 menara As of 31 December 2022, the Group sold 761
dan sewa balik sebagian ruang kepada PT Edotco towers and leased back certain spaces to
Infrastruktur Indonesia ("Edotco"), dengan nilai PT Edotco Infrastuktur Indonesia ("Edotco") for
transaksi Rp 668.046. Edotco juga menyewa 109 Rp 668,046. Edotco also leased 109 plots of land
plot tanah dari Grup senilai Rp 42.443 untuk jangka from the Group for Rp 42,443 over 10 years
waktu 10 tahun (lihat Catatan 33). Pembayaran (see Note 33), with Rp 22,321 paid as a leaseback
sewa tanah Rp 22.321 dicatat sebagai insentif sewa incentive recorded in lease liabilities.
balik pada liabilitas sewa.
Porsi pembayaran yang belum diterima dari Edotco Outstanding payments from Edotco as of
pada 31 Desember 2025 dan 2024 dicatat sebagai 31 December 2025 and 2024 are recorded as other
piutang lain-lain (lihat Catatan 30d) dan akan receivables (see Note 30d) and are due in 2025.
dilunasi pada tahun 2025.
Pada 31 Desember 2025, aset tetap Grup As of 31 December 2025, the Group's fixed assets
diasuransikan terhadap semua risiko dan gangguan are insured against all risks and business
usaha dengan nilai pertanggungan Rp 50.924.999 interruption for Rp 50,924,999 through insurance
melalui perusahaan - perusahaan asuransi, yang companies, which management deems sufficient to
dianggap manajemen cukup untuk menutup potensi cover potential losses.
kerugian.
Pada 31 Desember 2025, nilai jual objek pajak As of 31 December 2025, the sale value of the tax
("NJOP") untuk tanah dan bangunan milik Grup object ("NJOP") for the Group's land and buildings
tercatat sebesar Rp 624.924, sebagaimana is Rp 624,924, as determined by the regional
ditentukan oleh pemerintah daerah. government.
Page 390
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/55 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
8. ASET TETAP (lanjutan) 8. FIXED ASSETS (continued)
Transaksi jual dan sewa balik menara: (lanjutan) Tower sale and leaseback transaction: (continued)
Informasi lainnya: Other information:
Pada 31 Desember 2025, Grup memiliki aset yang As of 31 December 2025, the Group holds fully
telah sepenuhnya disusutkan namun masih digunakan depreciated assets still utilized in operations, with a
dalam operasi dengan nilai tercatat bruto sebesar gross carrying amount of Rp 16,179,349.
Rp 16.179.349.
Sebagai hasil dari merger, Grup menilai kembali As the result of the merger, the Group reassessed the
estimasi masa manfaat aset tetapnya. Mengikuti estimated useful life of its fixed assets. Following
rencana manajemen untuk mengganti beberapa management’s plan to replace certain network
peralatan jaringan untuk optimisasi jaringan serta equipment for network optimisation and impact of the
dampak kewajiban Grup untuk mengembalikan pita Group’s obligation to return 900 MHz spectrum band
spektrum 900 MHz kepada pemerintah, manajemen to the government, management has shorten the
telah mempersingkat masa manfaat beberapa useful lives of certain network equipment aligned with
peralatan jaringan sesuai dengan rencana jaringan the latest network plan. The Group has recognised
terbaru. Grup telah mengakui beban penyusutan depreciation expense of Rp 4,488,522 in the current
sebesar Rp 4.488.522 dalam laba rugi periode berjalan period profit or loss (including Rp 3,449,346 as a
(termasuk Rp 3.449.346 akibat perpendekan masa result of the shortened useful life). The impact to the
manfaat). Dampak terhadap periode mendatang belum future periods was not disclosed, as management is
diungkapkan, karena manajemen masih mengevaluasi still evaluating uncertainties regarding the timing and
ketidakpastian terkait jadwal dan biaya penggantian cost of planned network equipment replacements.
peralatan jaringan yang direncanakan.
Akibat dari penggabungan usaha, Grup memperoleh As the result of the merger, the Group acquired
penambahan aset tetap dengan nilai wajar sebesar additional fixed assets with a fair value of
Rp 4.733.405. Rp 4,733,405.
9. ASET TAKBERWUJUD 9. INTANGIBLE ASSETS
Dampak
kombinasi
bisnis/
Impact from
Penambahan/ business
01/01/2025 Additions combination 31/12/2025
Harga perolehan Cost
Spektrum 5,712,343 - 6,196,235 11,908,578 Spectrum
Merk 295,258 - 135,965 431,223 Brand
Pelanggan 265,023 - - 265,023 Customers
Perangkat lunak 1,397,951 764,264 36,308 2,198,523 Software
7,670,575 764,264 6,368,508 14,803,347
Accumulated
Akumulasi amortisasi amortisation
Merk (180,678) (38,794) - (219,472) Brand
Pelanggan (149,122) (8,585) - (157,707) Customers
Perangkat lunak (455,477) (381,142) - (836,619) Software
(785,277) (428,521) - (1,213,798)
Nilai buku bersih 6,885,298 13,589,549 Net book value
Page 391
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/56 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
9. ASET TAKBERWUJUD (lanjutan) 9. INTANGIBLE ASSETS (continued)
Penambahan/
01/01/2024 Additions 31/12/2024
Harga perolehan Cost
Spektrum 5,712,343 - 5,712,343 Spectrum
Merk 295,258 - 295,258 Brand
Pelanggan 265,023 - 265,023 Customers
Perangkat lunak 686,388 711,563 1,397,951 Software
6,959,012 711,563 7,670,575
Akumulasi Accumulated
amortisasi amortisation
Merk (174,131) (6,547) (180,678) Brand
Pelanggan (140,537) (8,585) (149,122) Customers
Perangkat lunak (253,681) (201,796) (455,477) Software
(568,349) (216,928) (785,277)
Nilai buku bersih 6,390,663 6,885,298 Net book value
Pada bulan April 2025, Perusahaan melakukan In April 2025, the Company completed a business
penggabungan usaha dengan Smartfren dan Smart combination with Smartfren and Smart Telecom.
Telecom. Atas transaksi ini, Perusahaan As a result of this transaction, the Company
memperoleh goodwill (lihat Catatan 38) dan aset acquired goodwill (see Note 38) and certain
takberwujud tertentu berupa spektrum dan merk intangible assets, such as spectrum and brand
(lihat Catatan 39). (see Note 39).
Sehubungan dengan penggabungan usaha, In relation to the business combination, the Company
Perusahaan memperoleh ijin penggunaan pita acquired license to use 850 MHz and 2,300 MHz
frekuensi radio 850 MHz dan 2,300 MHz dari radio frequency spectrum from Smartfren.
Smartfren.
Pada tanggal 16 April 2025, Perusahaan telah On 16 April 2025, the Company received decision
mendapatkan Surat Keputusan Kementrian letter from the Ministry of Communication and Digital
Komunikasi dan Digital No. 143 tanggal 16 April 2025 Affairs No. 143 dated 16 April 2025 to approve the
yang menyatakan persetujuan penggabungan usaha merger transaction between the Company, Smartfren
antara Perusahaan, Smartfren dan Smart Telecom and Smart Telecom with the condition that the
dengan persyaratan bahwa Perusahaan akan Company shall return the 900 MHz frequency
mengembalikan spektrum frekuensi 900 MHz dengan spectrum with a bandwith of 7.5 MHz to the
lebar pita 7,5 MHz kepada Pemerintah Indonesia. Government of Indonesia. The Company is required
Perusahaan diharuskan untuk mengembalikan to return the spectrum frequency at the latest in
spektrum frekuensi tersebut selambat-lambatnya pada December 2026.
Desember 2026.
Pada bulan Juni 2022 dan Maret 2014, Perusahaan In June 2022 and March 2014, the Company
mengakuisisi PT Hipernet Indodata dan AXIS, acquired PT Hipernet Indodata and AXIS,
secara berturut-turut. Atas transaksi ini, Perusahaan respectively. As a result of these transaction, the
mencatat goodwill (lihat Catatan 38) dan aset Company recorded goodwill (see Note 38) and
takberwujud tertentu berupa spektrum, merk, dan certain intangible assets, such as spectrum, brand,
pelanggan (lihat Catatan 36a). and customer (see Note 36a).
Perusahaan membayar Biaya Ijin Penggunaan Pita The Company paid the annual Spectrum
Spektrum Frekuensi Radio (IPSFR) tahunan dan Frequency Band usage fee and recorded as
dicatat sebagai beban frekuensi tahunan dibayar prepaid annual frequency fee (see Note 5). The
dimuka (lihat Catatan 5). Grup telah melakukan Group has tested impairment on spectrum (see
pengujian penurunan nilai untuk spektrum (lihat Note 37).
Catatan 37).
Page 392
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/57 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
10. INVESTASI PADA ENTITAS ASOSIASI 10. INVESTMENT IN ASSOCIATES
Pada tanggal 31 Desember 2025 dan 2024 As at 31 December 2025 and 2024 the summary of
ringkasan dari entitas asosiasi Grup adalah sebagai associates of the Group were as follows:
berikut:
Nilai tercatat/Carrying value
2025 2024
PT Link Net Tbk dan entitas anak/and subsidiaries 951,445 2,342,713
PT Princeton Digital Group Data Centres 180,018 197,020
1,131,463 2,539,733
Persentase kepemilikan/
Domisili/ Kegiatan usaha/ Percentage of ownership
Domicile Principal activity 31/12/2025 dan/and 31/12/2024
PT Link Net Tbk dan Indonesia Jasa jaringan tetap 20.00%
entitas anak/ berkabel dan akses
and subsidiaries internet/Wired fixed
network and
internet access
services
PT Princeton Digital Indonesia Jasa sewa rak 10.71%
Group Data Centres* server/Rack server
rental
*) Grup memiliki pengaruh signifikan terhadap kepemilikan di entitas terkait *) The Group has a significant influence over the ownership in the related
dikarenakan adanya transaksi material antara Grup dengan entitas terkait. entity due to material transactions between the Group and the related
entity.
PT Link Net Tbk dan entitas anak PT Link Net Tbk and subsidiaries
Nilai wajar kepemilikan saham Grup pada PT Link The fair value of the Group’s interest in PT Link Net
Net Tbk dan entitas anak adalah Rp 2.239.787 Tbk and its subsidiaries was Rp 2,239,787 based
berdasarkan harga saham pada tanggal on share price as at 31 December 2025. The
31 Desember 2025. Grup menilai dan melakukan Group assessed and performed impairment testing
pengujian penurunan nilai atas investasi pada PT for investment in PT Link Net Tbk and subsidiaries.
Link Net Tbk dan entitas anak.
Pada 31 Desember 2025, Grup mengakui rugi As at 31 December 2025, the Group recognised an
penurunan nilai sebesar Rp 1.089.464, karena nilai impairment loss of Rp 1,089,464, as the asset’s
tercatat aset melebihi nilai terpulihkannya akibat carrying amount exceeded its recoverable amount
penurunan hasil keuangan selama periode berjalan. due to a decline in financial results during the
Rugi penurunan nilai dicatat dalam “Lain-lain” pada current period. The impairment loss recorded under
laporan laba rugi konsolidasian dan penghasilan “Others” in the consolidated statements of profit or
komprehensif lainnya. loss and other comprehensive income.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
10. INVESTASI PADA ENTITAS ASOSIASI (lanjutan) 10. INVESTMENT IN ASSOCIATES (continued)
PT Link Net Tbk dan entitas anak (lanjutan) PT Link Net Tbk and subsidiaries (continued)
Nilai terpulihkan ditentukan berdasarkan The recoverable amount was determined based on
perhitungan nilai wajar dikurangi biaya pelepasan fair value less cost of disposal (“FVLCOD”) that
(“FVLCOD”) menggunakan metode arus kas yang uses the ten-years Discounted Cash Flow (“DCF”)
didiskontokan (“DCF”) sepuluh tahun. Asumsi- method. The key assumptions used in the
asumsi kunci yang digunakan dalam perhitungan FVLCOD calculation as at 31 December 2025 are
FVLCOD pada tanggal 31 Desember 2025 adalah as follows:
sebagai berikut:
- Tingkat diskonto: 10,5%. - Discount rate: 10.5%.
- Tingkat pertumbuhan pendapatan tahunan: - Annual revenue growth rate: 2.7% - 21.5%
2,7% - 21,5%
- Tingkat pertumbuhan jangka panjang: 4,0% - Long-term growth rate: 4.0%
Ringkasan informasi keuangan PT Link Net Tbk dan Summary of financial information of PT Link Net
entitas anak pada tanggal 31 Desember 2025 dan Tbk and subsidiaries as at 31 December 2025 and
2024 adalah sebagai berikut: 2024 is as follows:
2025 2024
Jumlah aset lancar 1,265,406 1,545,638 Total current assets
Jumlah aset tidak lancar 11,972,606 12,371,149 Total non-current assets
Jumlah liabilitas jangka pendek 9,593,447 4,050,168 Total current liabilities
Jumlah liabilitas jangka panjang 94,977 4,861,416 Total non-current liabilities
Jumlah aset bersih 3,549,588 5,005,203 Total net assets
% kepemilikan bersih 20% 20% % effective ownership
Bagian Grup atas The Group’s share of
aset bersih investasi the net assets of
pada entitas asosiasi 709,917 1,001,041 investment in associate
Goodwill 1,323,772 1,323,772 Goodwill
Rugi penurunan nilai (1,089,464) - Impairment loss
Kenaikan nilai wajar - bersih 7,220 17,900 Fair value uplift - net
Nilai tercatat 951,445 2,342,713 Carrying value
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/59 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
10. INVESTASI PADA ENTITAS ASOSIASI (lanjutan) 10. INVESTMENT IN ASSOCIATES (continued)
PT Link Net Tbk dan entitas anak (lanjutan) PT Link Net Tbk and subsidiaries (continued)
Ringkasan informasi keuangan PT Link Net Tbk dan Summary of financial information of PT Link Net
entitas anak pada tanggal 31 Desember 2025 dan Tbk and subsidiaries as at 31 December 2025 and
2024 adalah sebagai berikut: 2024 is as follows:
2025 2024
Statement of profit
Laporan laba rugi dan and loss and
penghasilan other comprehensive
komprehensif lain income
Pendapatan 3,081,592 3,658,905 Revenue
Rugi sebelum Loss before
pajak penghasilan (1,443,234) (1,045,183) income tax
Beban pajak penghasilan (5,712) (140,121) Income tax expense
Rugi tahun berjalan (1,448,946) (1,185,304) Loss for the year
(Kerugian)/penghasilan Other comprehensive
komrpehensif lain (7,949) 7,856 (loss)/income
Rugi komprehensif Other comprehensive
lainnya tahun berjalan, loss for the
setelah pajak (1,456,895) (1,177,448) year, net of tax
Informasi di atas menunjukan jumlah yang disajikan The information above reflects the amounts
dalam laporan keuangan entitas asosiasi. presented in the financial statements of the
associates.
PT Princeton Digital Group Data Centres PT Princeton Digital Group Data Centres
PT Princeton Digital Group Data Centres merupakan PT Princeton Digital Group Data Centres is a
perusahaan tertutup di mana tidak terdapat harga private company for which there is no quoted
pasar saham kuotasian yang tersedia. market share price available.
Ringkasan informasi keuangan PDGDC pada A summary of the financial information of PDGDDC
tanggal 31 Desember 2025 dan 2024 adalah as at 31 December 2025 and 2024 is as follows:
sebagai berikut:
2025 2024
Jumlah aset lancar 1,024,194 399,484 Total current assets
Jumlah aset tidak lancar 2,679,348 1,876,614 Total non-current assets
Jumlah liabilitas jangka pendek 1,157,352 224,604 Total current liabilities
Jumlah liabilitas jangka panjang 891,961 291,220 Total non-current liabilities
Jumlah aset bersih 1,654,229 1,760,274 Total net assets
Page 395
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
10. INVESTASI PADA ENTITAS ASOSIASI (lanjutan) 10. INVESTMENT IN ASSOCIATES (continued)
PT Princeton Digital Group Data Centres PT Princeton Digital Group Data Centres
(lanjutan) (continued)
Pada tanggal 31 Desember 2025, manajemen As at 31 December 2025, management believes
berkeyakinan bahwa tidak terdapat indikasi that there is no indication of impairment for
penurunan nilai untuk investasi pada PDGDC. investment in PDGDC.
Informasi di atas menunjukan jumlah yang disajikan The information above reflects the amounts
dalam laporan keuangan entitas asosiasi. presented in the financial statements of the
associates.
2025 2024
Laporan laba rugi dan Statement of profit
penghasilan komprehensif or loss and other
lain comprehensive income
Pendapatan 413,669 324,420 Revenue
Rugi sebelum pajak penghasilan (101,052) (120,709) Loss before income tax
Beban pajak penghasilan - - Income tax expense
Rugi periode berjalan (101,052) (120,709) Loss for the period
Penghasilan komprehensif lain - - Other comprehensive income
Rugi komprehensif lainnya Other comprehensive loss
periode berjalan, setelah pajak (101,052) (120,709) for the period, net of tax
11. UTANG USAHA 11. TRADE PAYABLES
2025 2024
Pihak ketiga: Third parties:
Purchase of fixed assets -
- Pembelian aset tetap and operational
dan beban operasi 13,195,272 7,150,977 expenditure
Interconnection and -
- Utang interkoneksi dan telecommunications
jasa telekomunikasi 199,414 423,497 service payable
13,394,686 7,574,474
Pihak-pihak berelasi: Related parties:
Purchase of fixed assets -
- Pembelian aset tetap and operational
dan beban operasi 144,484 278,196 expenditure
Interconnection and -
- Utang interkoneksi dan telecommunications
jasa telekomunikasi 485,301 398,554 service payable
629,785 676,750
Jumlah utang usaha 14,024,471 8,251,224 Total trade payables
Page 396
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/61 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
11. UTANG USAHA (lanjutan) 11. TRADE PAYABLES (continued)
2025 2024
Rupiah 13,130,175 7,711,536 Rupiah
Mata uang asing 894,296 539,688 Foreign currencies
Jumlah utang usaha 14,024,471 8,251,224 Total trade payables
Lihat Catatan 30 untuk informasi mengenai pihak- See Note 30 for related parties information.
pihak berelasi.
12. BEBAN YANG MASIH HARUS DIBAYAR 12. ACCRUED EXPENSES
2025 2024
Licence and
Lisensi dan jasa telekomunikasi 692,427 389,613 telecommunications services
Bunga 109,489 68,464 Interest
Lain-lain 427,475 148,756 Other
Jumlah beban yang
masih harus dibayar 1,229,391 606,833 Total accrued expenses
13. PENDAPATAN TANGGUHAN 13. DEFERRED REVENUE
2025 2024
Jasa telekomunikasi Cellular telecommunications
selular 3,025,367 2,210,662 services
Keuntungan dari
transaksi penjualan dan Gain from sale and
sewa-balik 70,613 211,840 leaseback transaction
Sewa menara 38,166 47,837 Leased towers
Sirkit langganan 124,890 33,876 Leased lines
Jumlah pendapatan
tangguhan 3,259,036 2,504,215 Total deferred revenue
Bagian jangka pendek (3,254,911) (2,428,858) Current portion
Bagian jangka panjang 4,125 75,357 Non-current portion
Lihat Catatan 8 dan 33 untuk keuntungan dari See Notes 8 and 33 for gain from sale and
transaksi penjualan dan sewa-balik. leaseback transaction.
Lihat Catatan 24 untuk informasi liabilitas kontrak. See Note 24 for contract liability information.
Page 397
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/62 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
14. PINJAMAN JANGKA PANJANG 14. LONG-TERM LOANS
2025 2024
Pinjaman Sindikasi/Syndicated Loan 9,851,069 -
PT Bank Central Asia Tbk (“BCA”) 5,660,000 3,080,000
PT Bank Permata Tbk (“Permata”) 3,350,000 2,875,000
PT Bank Negara Indonesia Tbk (“BNI”) 1,460,000 1,460,000
MUFG Bank, Ltd. 700,000
Bank of China (Hongkong) Limited (“BOC”) 400,000 750,000
PT Bank UOB Indonesia Tbk (“UOB Indonesia”) - 640,000
Lain-lain/Other 131,728 45,864
Jumlah/Total 21,552,797 8,850,864
Biaya perolehan pinjaman yang belum diamortisasi/
Unamortised debt issuance cost (71,926) (3,886)
21,480,871 8,846,978
Dikurangi: bagian lancar/
Less: current portion (2,232,249) (2,254,112)
Bagian jangka panjang/
Non-current portion 19,248,622 6,592,866
Periode
Nilai Nilai pembayaran Tanggal
Jumlah tercatat/ tercatat/ Jadwal bunga/ Tingkat bunga jatuh
fasilitas/ Carrying Carrying pembayaran/ Interest per tahun/ tempo/
Total amount amount Payment payment Interest rate Maturity
facility 31/12/2025 31/12/2024 schedule period per annum date
Permata
- Fasilitas Rp 1,000,000 Rp 900,000 Rp 875,000 Cicilan setiap tahun Bulanan atau IndONIA 90 hari 24 Juni/June
tanggal/ sesuai dengan Triwulan atau + marjin tertentu 2029
Facility dated proporsi yang Semesteran/ 90 days IndONIA
24 Juni/June ditentukan Monthly or + certain margin
2024 (2025 - 2029)/ Quarterly or
Yearly installment Semi Annually
on a predetermined
basis (2025 - 2029)
- Fasilitas Rp 1,000,000 Rp 1,000,000 Rp 1,000,000 Pembayaran penuh Bulanan atau IndONIA 90 hari 18 Juli/July
tanggal/ pada tanggal jatuh Triwulan/ + marjin tertentu/ 2026
Facility dated tempo fasilitas Monthly or 1 or 3 months
30 Agustus/ pinjaman Quarterly 90 days IndONIA
August 2023 di tahun 2026/ + certain margin
Bullet repayment at
credit facility
expiration
date in 2026
- Fasilitas Rp 1,000,000 Rp 900,000 Rp 1,000,000 Cicilan setiap tahun Bulanan atau JIBOR 1 atau 3 atau 28 Februari/
tanggal/ sesuai dengan Triwulan atau 6 bulan + marjin February
Facility dated proporsi yang Semesteran/ tertentu/ 2029
30 Agustus/ ditentukan Monthly or 1 or 3 or 6 months
August 2023 (2025 - 2029)/ Quarterly or JIBOR + certain
Yearly installment Semi Anually margin
on a predetermined
basis (2025 - 2029)
- Fasilitas Rp 550,000 Rp 550,000 - Cicilan setiap tahun Bulanan atau JIBOR 1 atau 3 atau 13 Maret/March
tanggal/ sesuai dengan Triwulan atau 6 bulan + marjin 2030
Facility dated proporsi yang Semesteran/ tertentu/
13 Maret/March ditentukan Monthly or 1 or 3 or 6 months
2025 (2026 - 2030)/ Quarterly or JIBOR + certain
Yearly installment Semi Annually margin
on a predetermined
basis (2026 - 2030)
Page 398
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/63 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
14. PINJAMAN JANGKA PANJANG (lanjutan) 14. LONG-TERM LOANS (continued)
Periode
Nilai Nilai pembayaran Tanggal
Jumlah tercatat/ tercatat/ Jadwal bunga/ Tingkat bunga jatuh
fasilitas/ Carrying Carrying pembayaran/ Interest per tahun/ tempo/
Total amount amount Payment payment Interest rate Maturity
facility 31/12/2025 31/12/2024 schedule period per annum date
BCA
- Fasilitas Rp 2,000,000 Rp 2,000,000 - Cicilan setiap tahun Triwulanan/ IndONIA 90 hari 30 Desember/
tanggal/ sesuai dengan Quarterly + marjin tertentu/ December
Facility dated proporsi yang 90 days IndONIA 2030
26 Maret/ ditentukan + certain margin
March 2025 (2026 - 2030)/
Yearly installment
on a predetermined
basis (2026 - 2030)
- Fasilitas Rp 2,000,000 Rp 1,800,000 Rp 2,000,000 Cicilan setiap tahun Triwulanan/ Tahun pertama: 26 September
tanggal/ sesuai dengan Quarterly tingkat suku 2029
Facility dated proporsi yang bunga tetap,
21 Maret/ ditentukan tahun kedua
March 2024 (2025 - 2029)/ sampai dengan
Yearly installment tahun kelima:
on a predetermined IndONIA 90 hari +
basis (2025 - 2029) marjin tertentu/
1st year: fixed rate,
2nd to 5th year: 3
90 days IndONIA+
certain margin
- Fasilitas Rp 1,200,000 Rp 960,000 Rp 1,080,000 Cicilan setiap tahun Triwulanan/ Tiga tahun pertama: 11 April 2028
tanggal/ sesuai dengan Quarterly tingkat suku
Facility dated proporsi yang bunga tetap,
10 April 2023 ditentukan tahun keempat
(2024 - 2028)/ sampai dengan
Yearly installment tahun kelima:
on a predetermined IndONIA 90 hari +
basis (2024 - 2028) marjin tertentu/
First three years:
fixed rate, 4th to 5th
90 days IndONIA +
certain margin
- Fasilitas Rp 1,700,000 Rp 900,000 - Pembayaran penuh Triwulanan/ IndONIA 90 hari+ 25 November
tanggal/ pada tanggal jatuh Quarterly marjin tertentu/ 2030
Facility dated tempo fasilitas 90 days IndONIA
25 November/ pinjaman di tahun + certain margin
November 2025 2026/
Bullet repayment
at credit facility
expiration date in
2026
BOC
- Fasilitas Rp 500,000 Rp 400,000 Rp 450,000 Cicilan setiap tahun Triwulanan/ Tahun pertama: 31 Maret/March
tanggal/ sesuai dengan Quarterly tingkat suku 2028
Facility dated proporsi yang bunga tetap,
30 Maret/ ditentukan tahun kedua
March 2023 (2024 - 2028)/ sampai dengan
Yearly installment on tahun kelima
a predetermined IndONIA 90 hari +
basis (2024 - 2028) marjin tertentu/
1st year: fixed rate,
2nd to 5th year:
90 days IndONIA
+ certain margin
Page 399
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/64 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
14. PINJAMAN JANGKA PANJANG (lanjutan) 14. LONG-TERM LOANS (continued)
Periode
Nilai Nilai pembayaran Tanggal
Jumlah tercatat/ tercatat/ Jadwal bunga/ Tingkat bunga jatuh
fasilitas/ Carrying Carrying pembayaran/ Interest per tahun/ tempo/
Total amount amount Payment payment Interest rate Maturity
facility 31/12/2025 31/12/2024 schedule period per annum date
BOC (lanjutan/continued)
- Fasilitas Rp 800,000 - Rp 300,000 Cicilan setiap tahun Triwulanan/ JIBOR 3 bulan + 25 Oktober/
tanggal/ sesuai dengan Quarterly marjin tertentu/ October 2024
Facility dated proporsi yang 3 months JIBOR dan/and 15
15 Oktober/ ditentukan + certain margin April 2025
October 2019 (2020 - 2025)/
Yearly installment on
a predetermined
basis (2020 - 2025)
BNI
- Fasilitas Rp 1,460,000 Rp 1,460,000 Rp 1,460,000 Sebelum tanggal jatuh Bulanan atau IndONIA 30 hari atau 14 Juni/June
tanggal/ tempo fasilitas Triwulan/ 90 hari + marjin 2027
Facility dated pinjaman Monthly or tertentu/
15 Juni/June di tahun 2027/ Quarterly 30 days or 90 days
2024 Prior to credit IndONIA +
facility expiring certain margin
date in 2027
UOB Indonesia
- Fasilitas Rp 2,000,000 - Rp 640,000 Sebelum tanggal jatuh Bulanan atau/ JIBOR 1 atau 3 8 Januari/January
tanggal/ tempo fasilitas Triwulan/ atau 6 bulan + 2026
Facility dated pinjaman Monthly or marjin tertentu/
8 Januari/ di tahun 2026/ Quarterly 1 or 3 or 6 months
January 2021 Prior to credit JIBOR + certain
facility expiring margin
date in 2026
MUFG Bank,Ltd
- Fasilitas Rp 3,000,000 Rp 700,000 - Cicilan setiap tahun Bulanan/ IndONIA 30 hari atau 5 Desember/
tanggal/ sesuai dengan Monthly 90 hari + marjin December 2030
Facility dated proporsi yang tertentu/
5 Desember/ ditentukan 30 days or 90 days
December 2025 (2025 - 2030)/ IndONIA + certain
Yearly installment on margin
a predetermined
basis (2025 - 2030)
Pinjaman Sindikasi/
Syndicated loan
- Fasilitas Rp 10,000,000 Rp 9,851,069 - Cicilan setiap bulan Bulanan/ Tahun Pertama 23 November
tanggal/ sesuai dengan Monthly sampai dengan 2031
Facility dated proporsi yang 22 Juni 2025:
14 November/ ditentukan JIBOR 3 bulan
November 2024 (2024 - 2031) + marjin tertentu,
Monthly installment 23 Juni 2025
a predetermined sampai dengan
basis (2024 - 2031) seterusnya:
IndONIA 90 hari
+ marjin tertentu/
1st year to 22 June
2025: 3 months
JIBOR + certain
margin, 23 June
2025 onwards:
90 days IndONIA
+ certain margin
Untuk tahun-tahun yang berakhir For the years ended 31 December 2025, the
31 Desember 2025, suku bunga pinjaman dari bank interest rate for bank loans ranged from 5.50% -
berkisar sebesar 5,50% - 7,75% 7.75% (31 December 2024: 7.00% - 8.13%).
(31 Desember 2024: 7,00% - 8,13%).
Page 400
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/65 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
14. PINJAMAN JANGKA PANJANG (lanjutan) 14. LONG-TERM LOANS (continued)
Seluruh pinjaman Perusahaan tidak dijamin dengan The Company’s borrowings are non-collateral or
aset tertentu ataupun jaminan khusus lainnya. clean basis.
Seluruh pinjaman yang diperoleh digunakan untuk Purpose of the borrowings is for working capital,
pembiayaan modal kerja, belanja modal, capital expenditure, business development and
pengembangan bisnis dan tujuan umum. general purposes.
Jumlah pembayaran yang dilakukan untuk tahun The amount of payments made for the year ended
yang berakhir 31 Desember 2025 adalah sebesar 31 December 2025 was Rp 3,564,943 in relation to
Rp 3.564.943 untuk fasilitas kredit dari BOC, BCA, credit facilities obtained from BOC, BCA, UOB
UOB Indonesia, Bank Permata, Sindikasi dan Cisco Indonesia, Permata Bank, Syndicated and Cisco
System Capital (31 Desember 2024: 541.530 untuk System Capital (31 December 2024: Rp 541,530 in
fasilitas kredit dari BOC dan BCA). relation to credit facilities obtained from BOC and
BCA).
Grup diharuskan untuk mematuhi persyaratan The Group is required to comply with the covenant
selama Grup memiliki fasilitas pinjaman, seperti as long as the Group have the loan facility, such as
pembatasan atas penjualan atau pengalihan aset, limitations on certain asset sales or transfers,
mempertahankan kepemilikan saham, dan maintaining share ownership and maintaining
mempertahankan rasio keuangan tertentu. Pada certain financial ratios. As at
tangal 31 Desember 2025 dan 2024, Grup 31 December 2025 and 2024, the Group was in
memenuhi seluruh persyaratan pinjaman jangka compliance with the covenants of its long-term
panjang. loans.
Pada tanggal 31 Desember 2025, Grup telah As at 31 December 2025, the Group has utilised
melakukan penarikan pinjaman sebesar loan facility of Rp 9,056,594 from BCA, Permata,
Rp 9.056.594 dari BCA, Permata, UOB Indonesia UOB Indonesia, MUFG and Syndicated loan; and
MUFG, dan pinjaman Sindikasi; dan memiliki sisa has unutilised loan facilities of Rp 3,140,000 from
fasilitas pinjaman sebesar Rp 3.140.000 dari BCA, BCA, BNI, MUFG and Syndicated. As at 31
BNI, MUFG, dan Sindikasi. Pada tanggal 31 December 2024, the Company has utilised loan
Desember 2024, Perusahaan telah melakukan facility of Rp 3,225,000 from BCA and Permata
penarikan pinjaman sebesar Rp 3.225.000 dari BCA Bank; and has unutilised loan facilities of
dan Bank Permata; dan memiliki sisa fasilitas Rp 1,485,000 from UOB Indonesia and Permata
pinjaman sebesar Rp 1.485.000 dari UOB Indonesia Bank.
dan Bank Permata.
Page 401
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/66 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
15. LIABILITAS SEWA 15. LEASE LIABILITIES
Pembayaran sewa minimum di masa mendatang, Future minimum lease payments together with the
serta nilai kini atas pembayaran minimum sewa present value of the minimum lease payments as
pembiayaan pada tanggal 31 Desember 2025 dan at 31 December 2024 were as follows:
2024 adalah sebagai berikut:
2025 2024
Liabilitas sewa bruto -
pembayaran sewa Gross lease liabilities -
minimum minimum lease payments
- Lebih dari 1 tahun dan 11,397,329 7,469,104 Later than 1 year and -
- Lebih dari 1 tahun dan Later than 1 year and -
kurang dari 5 tahun 23,325,668 21,997,936 not later than 5 years
- Lebih dari 5 tahun 13,063,372 12,490,674 Later than 5 years -
47,786,369 41,957,714
Beban keuangan di masa Future finance charges
depan atas sewa (8,621,182) (8,363,076) on leases
Nilai kini liabilitas sewa 39,165,187 33,594,638 Present value of lease liabilities
2025 2024
Nilai kini liabilitas sewa The present value of lease
adalah sebagai berikut: liabilities is as follows:
- Tidak lebih dari 1 tahun 8,968,367 5,368,871 Not later than 1 year -
- Lebih dari 1 tahun dan Later than 1 year and -
kurang dari 5 tahun 18,251,173 17,014,875 not later than 5 years
- Lebih dari 5 tahun 11,945,647 11,210,892 Later than 5 years -
39,165,187 33,594,638
Dikurangi: bagian lancar (8,968,367) (5,368,871) Less: current portion
Bagian jangka panjang 30,196,820 28,225,767 Non-current portion
Sebagian dari transaksi jual dan sewa-balik yang A portion of the sales and leaseback transactions
dilakukan oleh Grup dengan STP dan Protelindo entered into by the Group with STP and Protelindo
sebagaimana diungkapkan pada Catatan 8, as disclosed in Note 8, met the finance lease
memenuhi kriteria sewa pembiayaan sesuai dengan criteria in accordance with the applicable
standar akuntansi yang berlaku pada tahun tersebut, accounting standard in the respective year,
meskipun hak legalitas tempat spesifik dalam although the legal ownership of the specific tower
menara tersebut masih dimiliki oleh STP dan space rests with STP and Protelindo.
Protelindo.
Penambahan liabilitas sewa sehubungan dengan Additional lease liabilities in relation to the business
penggabungan usaha dengan Smartfren dan Smart combination transaction with Smartfren and Smart
Telecom adalah sebesar Rp 10.332.945. Telecom amounted to Rp 10,332,945.
Lihat Catatan 30 untuk informasi mengenai pihak- See Note 30 for related parties information.
pihak berelasi.
Page 402
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/67 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
16. SUKUK IJARAH 16. SUKUK IJARAH
2025 2024
Sukuk ijarah 1,256,085 1,971,000 Sukuk ijarah
Biaya transaksi yang Unamortised
belum diamortisasi (2,506) (4,314) transaction costs
1,253,579 1,966,686
Dikurangi: bagian lancar (14,999) (713,996) Less: current portion
Bagian tidak lancar 1,238,580 1,252,690 Non-current portion
Pada tanggal 28 April 2017, Perusahaan On 28 April 2017, the Company issued Sukuk
menerbitkan Sukuk Ijarah dengan nama Sukuk Ijarah namely Shelf Sukuk Ijarah I XL Axiata
Ijarah Berkelanjutan I XL Axiata (“Sukuk Ijarah I”) (“Sukuk Ijarah I”) Tranche II Year 2017 amounting
Tahap II Tahun 2017 sebesar Rp 2.180.000, yang to Rp 2,180,000, which was issued in series as
diterbitkan dalam beberapa seri sebagai berikut: follows:
Sukuk Ijarah I Tahap II: Sukuk Ijarah I Tranche II:
Imbalan tetap
Nilai nominal/ Ijarah tahunan/
Nominal Annual fixed Jatuh tempo/ Status/
amount Ijarah return Maturity Status
Seri Series
- Seri A Rp 1,040,000 Rp 75,400 8 Mei/May 2018 Telah lunas/Settled Series A -
- Seri B Rp 402,000 Rp 33,768 28 April 2020 Telah lunas/Settled Series B -
- Seri C Rp 142,000 Rp 12,425 28 April 2022 Telah lunas/Settled Series C -
- Seri D Rp 260,000 Rp 23,660 28 April 2024 Telah lunas/Settled Series D -
- Seri E Rp 336,000 Rp 31,584 28 April 2027 Belum lunas/ Series E -
Outstanding
Rp 2,180,000
Pada tanggal 8 Oktober 2018, Perusahaan On 8 October 2018, the Company has received the
memperoleh pernyataan efektif dari OJK melalui effective notification from OJK based on its letter
surat No. S-142/D.04/2018 dalam rangka No. S-142/D.04/2018 in conjunction with the Shelf
Penawaran Umum Berkelanjutan Sukuk Ijarah Sukuk Ijarah II XL Axiata (“Sukuk Ijarah II”)
Berkelanjutan II XL Axiata (“Sukuk Ijarah II”) Tahap I Tranche I Year 2018 amounting to Rp 1,000,000,
Tahun 2018 sebesar Rp 1.000.000, yang diterbitkan which was issued in series as follows:
dalam beberapa seri sebagai berikut:
Sukuk Ijarah II Tahap I: Sukuk Ijarah II Tranche I:
Imbalan tetap
Nilai nominal/ Ijarah tahunan/
Nominal Annual fixed Jatuh tempo/ Status/
amount Ijarah return Maturity Status
Seri Series
- Seri A Rp 358,000 Rp 29,535 26 Oktober/October 2019 Telah lunas/Settled Series A -
- Seri B Rp 399,000 Rp 36,309 16 Oktober/October 2021 Telah lunas/Settled Series B -
- Seri C Rp 149,000 Rp 14,304 16 Oktober/October 2023 Telah lunas/Settled Series C -
- Seri D Rp 34,000 Rp 3,434 16 Oktober/October 2025 Telah lunas/Settled Series D -
- Seri E Rp 60,000 Rp 6,180 16 Oktober/October 2028 Belum lunas/ Series E -
Outstanding
Rp 1,000,000
Page 403
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/68 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
16. SUKUK IJARAH (lanjutan) 16. SUKUK IJARAH (continued)
Pada tanggal 8 Februari 2019, Perusahaan On 8 February 2019, the Company issued Sukuk
menerbitkan Sukuk Ijarah dengan nama Sukuk Ijarah namely Shelf Sukuk Ijarah II XL Axiata
Ijarah Berkelanjutan II XL Axiata (“Sukuk Ijarah II”) (“Sukuk Ijarah II”) Tranche II Year 2019 amounting
Tahap II Tahun 2019 sebesar Rp 640.000, yang to Rp 640,000, which was issued in series as
diterbitkan dalam beberapa seri sebagai berikut: follows:
Sukuk Ijarah II Tahap II: Sukuk Ijarah II Tranche II:
Imbalan tetap
Nilai nominal/ Ijarah tahunan/
Nominal Annual fixed Jatuh tempo/ Status/
amount Ijarah return Maturity Status
Seri Series
- Seri A Rp 351,000 Rp 27,729 18 Februari/February 2020 Telah lunas/Settled Series A -
- Seri B Rp 110,000 Rp 9,515 8 Februari/February 2022 Telah lunas/Settled Series B -
- Seri C Rp 138,000 Rp 12,765 8 Februari/February 2024 Telah lunas/Settled Series C -
- Seri D Rp 15,000 Rp 1,455 8 Februari/February 2026 Belum lunas/ Series D -
Outstanding
- Seri E Rp 26,000 Rp 2,600 8 FebruariFebruary 2029 Belum lunas/ Series E -
Outstanding
Rp 640,000
Pada tanggal 1 September 2022, Perusahaan On 1 September 2022, the Company issued Sukuk
menerbitkan Sukuk Ijarah dengan nama Sukuk Ijarah namely Shelf Sukuk Ijarah III XL Axiata
Ijarah Berkelanjutan III XL Axiata (“Sukuk Ijarah III”) (“Sukuk Ijarah III”) Tranche I Year 2022 amounting
Tahap I Tahun 2022 sebesar Rp 1.500.000, yang to Rp 1,500,000, which was issued in series as
diterbitkan dalam beberapa seri sebagai berikut: follows:
Sukuk Ijarah III Tahap I: Sukuk Ijarah III Tranche I:
Imbalan tetap
Nilai nominal/ Ijarah tahunan/
Nominal Annual fixed Jatuh tempo/ Status/
amount Ijarah return Maturity Status
Seri Series
- Seri A Rp 680,915 Rp 45,962 1 September 2025 Telah lunas/Settled Series A -
- Seri B Rp 421,300 Rp 31,176 1 September 2027 Belum lunas/ Series B -
Outstanding
- Seri C Rp 135,135 Rp 10,676 1 September 2029 Belum lunas/ Series C -
Outstanding
- Seri D Rp 262,650 Rp 21,669 1 September 2032 Belum lunas/ Series D -
Outstanding
Rp 1,500,000
Page 404
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/69 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
16. SUKUK IJARAH (lanjutan) 16. SUKUK IJARAH (continued)
Pembayaran imbalan tetap Sukuk Ijarah I (Tahap II), Fixed return of Sukuk Ijarah I (Tranche II), Sukuk
Sukuk Ijarah II (Tahap I dan II), dan Sukuk Ijarah III Ijarah II (Tranche I and II), Sukuk Ijarah III
(Tahap I) dibayarkan setiap triwulan dan (Tranche I) are paid on a quarterly basis and the
pembayaran terakhir akan dilakukan bersamaan last payment will be made simultaneously with the
dengan pelunasan pokok masing-masing seri Sukuk payment of the principal of each series of the
Ijarah. Dalam perjanjian perwaliamanatan juga Sukuk Ijarah. The trustee agreement provides
diatur beberapa persyaratan yang harus dipatuhi several covenants to be complied with by the
oleh Grup, seperti pembatasan atas penjualan atau Group, among others, limitations on certain asset
pengalihan aset, mempertahankan kepemilikan sales or transfers, maintaining share ownership
saham, dan mempertahankan rasio keuangan and maintaining certain financial ratios. At each
tertentu. Pada setiap tanggal pelaporan, Grup reporting date, the Group was in compliance with
memenuhi seluruh persyaratan Sukuk Ijarah. the covenants of its Sukuk Ijarah.
Berdasarkan laporan peringkat terakhir yang Based on the latest rating report published by Fitch
dipublikasikan oleh Fitch Ratings pada tanggal Ratings on 22 August 2025, Sukuk Ijarah I, II and
22 Agustus 2025, penerbitan Sukuk Ijarah I, II, dan Sukuk Ijarah III issuance were rated AA+.
III mendapat peringkat AA+.
Sukuk ijarah ini tidak dijamin dengan agunan Sukuk ijarah is not secured by specific collateral.
khusus.
Obyek ijarah yang mendasari penerbitan Sukuk Ijarah objects that underlie the issuance of Sukuk
Ijarah adalah hak manfaat atas aset peralatan Ijarah are the relevant beneficial interest of certain
telekomunikasi tertentu yang dimiliki oleh Grup telecommunication equipment owned by the Group
untuk jangka waktu sampai dengan sepuluh tahun for a period of up to ten years from the date of
terhitung sejak tanggal diterbitkannya Sukuk Ijarah. issuance of Sukuk Ijarah.
17. UTANG OBLIGASI 17. BONDS PAYABLE
2025 2024
Utang obligasi 929,775 1,684,000 Bonds payable
Biaya transaksi yang Unamortised
belum diamortisasi (2,395) (4,288) transaction costs
927,380 1,679,712
Dikurangi: bagian
jangka pendek - (753,192) Less: current portion
Bagian jangka panjang 927,380 926,520 Non-current portion
Page 405
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/70 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
17. UTANG OBLIGASI (lanjutan) 17. BONDS PAYABLE (continued)
Pada tanggal 8 Oktober 2018, Perusahaan On 8 October 2018, the Company received the
memperoleh pernyataan efektif dari OJK melalui effective notification from OJK based on its letter
surat No. S-142/D.04/2018 dalam rangka no. S-142/D.04/2018 in conjunction with the Shelf
Penawaran Umum Berkelanjutan Obligasi Public Offering Shelf Bond I XL Axiata (“Bond I”)
Berkelanjutan I XL Axiata (“Obligasi I”) Tahap I Tranche I Year 2018 amounting to Rp 1,000,000,
Tahun 2018 sebesar Rp 1.000.000, yang diterbitkan which was issued in series as follows:
dalam beberapa seri sebagai berikut:
Obligasi I Tahap I: Bond I Tranche I:
Tingkat bunga
Nilai nominal/ tetap tahunan/
Nominal Annual fixed Jatuh tempo/ Status/
amount interest rate Maturity Status
Seri Series
- Seri A Rp 328,000 8.25% 26 Oktober/October 2019 Telah lunas/Settled Series A -
- Seri B Rp 450,000 9.10% 16 Oktober/October 2021 Telah lunas/Settled Series B -
- Seri C Rp 131,000 9.60% 16 Oktober/October 2023 Telah lunas/Settled Series C -
- Seri D Rp 19,000 10.10% 16 Oktober/October 2025 Telah lunas/Settled Series D -
- Seri E Rp 72,000 10.30% 16 Oktober/October 2028 Belum lunas/ Series E -
Outstanding
Rp 1,000,000
Pada tanggal 8 Februari 2019, Perusahaan On 8 February 2019, the Company issued Bonds
menerbitkan Obligasi dengan nama Obligasi namely Shelf Bond I XL Axiata (“Bond I”) Tranche II
Berkelanjutan I XL Axiata (“Obligasi I”) Tahap II Year 2019 amounting to Rp 634,000, which were
Tahun 2019 sebesar Rp 634.000, yang diterbitkan issued in series as follows:
dalam beberapa seri sebagai berikut:
Obligasi I Tahap II: Bond I Tranche II:
Tingkat bunga
Nilai nominal/ tetap tahunan/
Nominal Annual fixed Jatuh tempo/ Status/
amount interest rate Maturity Status
Seri Series
- Seri A Rp 310,000 7.90% 18 Februari/February 2020 Telah lunas/Settled Series A -
- Seri B Rp 191,000 8.65% 8 Februari/February 2022 Telah lunas/Settled Series B -
- Seri C Rp 40,000 9.25% 8 Februari/February 2024 Telah lunas/Settled Series C -
- Seri D Rp 93,000 10.00% 8 Februari/February 2029 Belum lunas/ Series D -
Outstanding
Rp 634,000
Page 406
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/71 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
17. UTANG OBLIGASI (lanjutan) 17. BONDS PAYABLE (continued)
Pada tanggal 1 September 2022, Perusahaan On 1 September 2022, the Company issued Bonds
menerbitkan Obligasi dengan nama Obligasi namely Shelf Bond II XL Axiata (“Bond II”) Tranche
Berkelanjutan II XL Axiata (“Obligasi II”) Tahap I I Year 2022 amounting to Rp 1,500,000, which
Tahun 2022 sebesar Rp 1.500.000, yang diterbitkan were issued in series as follows:
dalam beberapa seri sebagai berikut:
Obligasi II Tahap I: Bond II Tranche I:
Tingkat bunga
Nilai nominal/ tetap tahunan/
Nominal Annual fixed Jatuh tempo/ Status/
amount interest rate Maturity Status
Seri Series
- Seri A Rp 735,225 6.75% 1 September 2025 Telah lunas/Settled Series A -
- Seri B Rp 411,855 7.40% 1 September 2027 Belum lunas/ Series B -
Outstanding
- Seri C Rp 177,915 7.90% 1 September 2029 Belum lunas/ Series C -
Outstanding
- Seri C Rp 175,005 8.25% 1 September 2032 Belum lunas/ Series D -
Outstanding
Rp 1,500,000
Pembayaran bunga Obligasi I Tahap I dan II dan Interest payments of Bond I Tranche I and II and
Obligasi II Tahap I dibayarkan setiap triwulan dan Bond II Tranche I are paid on a quarterly basis and
pembayaran terakhir akan dilakukan bersamaan the last payment will be made simultaneously with
dengan pelunasan pokok masing-masing seri the payment of principal of each series of the Bond.
Obligasi. Dalam perjanjian perwaliamanatan juga The trustee agreement provides several covenants
diatur beberapa persyaratan yang harus dipatuhi to be complied with by the Group, among others,
oleh Grup, seperti pembatasan atas penjualan atau limitations on certain asset sales or transfers,
pengalihan aset, mempertahankan kepemilikan maintaining share ownership and maintaining
saham, dan mempertahankan rasio keuangan certain ratios. As of 31 December 2025, the Group
tertentu. Per tanggal 31 Desember 2025, Grup was in compliance with the covenants of its Bonds.
memenuhi seluruh persyaratan Obligasi.
Berdasarkan laporan peringkat terakhir yang Based on the latest rating report published by Fitch
dipublikasikan oleh Fitch Ratings pada tanggal Ratings on 22 August 2025, Bond I and Bond II
22 Agustus 2025, Obligasi I dan penerbitan Obligasi issuance were rated AA+.
II mendapat peringkat AA+.
Obligasi ini tidak dijamin dengan agunan khusus. The bond is not secured by specific collateral.
Page 407
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/72 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
18. PROVISI DAN LIABILITAS IMBALAN KERJA 18. PROVISIONS AND LONG-TERM EMPLOYEE
JANGKA PANJANG BENEFIT LIABILITIES
2025 2024
Provisi Provisions
Lain-lain, semua lancar 17,324 17,324 Other, all current
Estimasi liabilitas restorasi Estimated liabilities for assets
Aset, semua tidak lancar 1,392,942 989,031 restoration, all non-current
Liabilitas imbalan kerja Long-term employee
jangka panjang benefit liabilities
Post-employment
Imbalan pasca kerja 490,365 252,541 benefits
Imbalan jangka panjang
lainnya 31,868 32,336 Other long-term benefits
Jumlah liabilitas imbalan Total long-term employee
kerja jangka panjang 522,233 284,877 benefit liabilities
Dikurangi: Less:
Bagian jangka pendek (60,579) (15,746) Current portion
Jumlah 461,654 269,131 Total
a. Estimasi liabilitas restorasi aset a. Estimated liabilities for assets restoration
2025 2024
Saldo awal 989,031 915,449 Beginning balance
Penambahan selama Addition during
tahun berjalan 478,264 65,780 the year
Beban bunga selama Interest expense during
tahun berjalan 56,543 39,609 the year
Realisasi selama Realisation during
tahun berjalan (130,896) (31,807) the year
Saldo akhir 1,392,942 989,031 Ending balance
Atas penggabungan usaha dengan Smartfren Following the business combination with
dan Smart Telecom, Grup mencatat Smartfren and Smart Telecom, the Group
penambahan estimasi liabilitas restorasi aset recognised an additional estimated liabilities
sebesar Rp 458.318. for assets restoration of Rp 458,318.
Page 408
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/73 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
18. PROVISI DAN LIABILITAS IMBALAN KERJA 18. PROVISIONS AND LONG-TERM EMPLOYEE
JANGKA PANJANG (lanjutan) BENEFIT LIABILITIES (continued)
b. Imbalan pascakerja b. Post-employment benefits
Perubahan liabilitas imbalan pascakerja yang The movements of the provision for post-
diakui di laporan posisi keuangan konsolidasian employment benefits recognised in the
adalah sebagai berikut: consolidated statements of financial position
are as follows:
2025 2024
Saldo awal 252,541 232,675 Beginning balance
Beban selama Expense made
periode/tahun berjalan 74,675 48,050 during the period/year
Akuisisi bisnis dari Aqcuisition business from
entitas sepengendali - 309 entity under common control
Diperoleh dari Acquired from
penggabungan usaha 158,297 - business combination
Pembayaran selama Amounts paid
periode/tahun berjalan (10,980) (16,273) during the period/year
Pengukuran kembali: Remeasurement:
- Dampak perubahan Effects of changes in -
asumsi keuangan 31,440 (11,018) financial assumptions
- Dampak penyesuaian Effects of experience -
pengalaman (15,608) (1,202) adjustments
Saldo akhir 490,365 252,541 Ending balance
Liabilitas imbalan pascakerja yang diakui pada The provision for post-employment benefits
laporan posisi keuangan konsolidasian adalah recognised in the consolidated statements of
sebagai berikut: financial position is as follows:
2025 2024
Nilai kini liabilitas 490,365 252,541 Present value of obligations
Liabilitas pada laporan Liability in the statement
posisi keuangan 490,365 252,541 of financial position
Mutasi nilai kini liabilitas adalah sebagai berikut: The movement of present value of obligation is
as follows:
2025 2024
Saldo awal 252,541 232,675 Beginning balance
Biaya jasa kini 48,721 42,318 Current service cost
Biaya jasa lalu 3,672 (5,980) Past service cost
Biaya bunga 22,282 11,712 Interest cost
Akuisisi bisnis dari Aqcuisition business from
entitas sepengendali - 309 entity under common control
Diperoleh dari Acquired from
penggabungan usaha 158,297 - business combination
Imbalan yang dibayar (10,980) (16,273) Benefits paid
Pengukuran kembali: Remeasurement:
- Dampak perubahan Effects of changes in -
asumsi keuangan 31,440 (11,018) financial assumptions
- Dampak penyesuaian Effects of experience -
pengalaman (15,608) (1,202) adjustments
Saldo akhir 490,365 252,541 Ending balance
Page 409
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/74 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
18. PROVISI DAN LIABILITAS IMBALAN KERJA 18. PROVISIONS AND LONG-TERM EMPLOYEE
JANGKA PANJANG (lanjutan) BENEFIT LIABILITIES (continued)
b. Imbalan pascakerja (lanjutan) b. Post-employment benefits (continued)
Sehubungan dengan imbalan pensiun, liabilitas In relation to the pension benefits, the
telah memperhitungkan kontribusi Grup pada obligation has taken into account the
program pensiun iuran pasti (lihat Catatan 27). contribution made by the Group to the defined
Estimasi pembayaran untuk periode selanjutnya contribution pension plan (see Note 27). The
diperkirakan tidak berbeda secara material estimated contribution in the following period is
dibandingkan dengan pembayaran aktual expected not to be materially different from the
sebelumnya. historical actual contribution.
Estimasi liabilitas aktuarial pada tanggal Estimated actuarial obligations as at
31 Desember 2025 dan 2024 didasarkan pada 31 December 2025 and 2024 were based on
penilaian aktuarial oleh aktuaris independen, the actuarial valuation prepared by an
sebagaimana tertera dalam laporannya masing- independent actuary, as stated in its reports
masing tertanggal 02 Februari 2026 dan dated 02 February 2026 and 20 January 2025,
20 Januari 2025. respectively.
Imbalan pascakerja yang dibebankan pada The post-employment benefits expenses
laporan laba rugi konsolidasian adalah sebagai charged to the consolidated statements of
berikut: profit or loss are as follows:
2025 2024
Biaya jasa kini 48,721 42,318 Current service costs
Biaya jasa lalu 3,672 (5,980) Past service costs
Biaya bunga 22,282 11,712 Interest expense
Jumlah, tercakup dalam Total, included in
beban karyawan 74,675 48,050 employee costs
Liabilitas imbalan pensiun ditentukan dengan The pension benefit obligation was determined
menggunakan metode Projected Unit Credit using the Projected Unit Credit method with
dengan asumsi sebagai berikut: the following assumptions:
2025 2024
Tingkat diskonto (per tahun) 6.30% 7.10% Discount rate (per annum)
Tingkat kenaikan gaji Salary increment rate
(per tahun) 8.00% 8.00% (per annum)
Melalui program pensiun imbalan pasti, Grup Through its defined benefit pension plans, the
menghadapi sejumlah risiko signifikan sebagai Group is exposed to a number of significant
berikut: risks which are detailed below:
1) Perubahan imbal hasil obligasi 1) Changes in bonds yield
Penurunan pada imbal hasil obligasi A decrease in yield from high quality
pemerintah berperingkat tinggi government bonds will increase plan
menyebabkan kenaikan liabilitas program, liabilities, although this will be partially
meskipun secara parsial akan saling offset by an increase in the value of the
hapus dengan kenaikan nilai dari plans’ bond holdings.
kepemilikan obligasi program.
2) Tingkat kenaikan gaji 2) Salary growth rate
Liabilitas imbalan pensiun Grup The Group’s pension obligations are
berhubungan dengan tingkat kenaikan linked to the salary growth rate, and a
gaji, dan semakin tinggi tingkat kenaikan higher salary growth rate will lead to
gaji akan menyebabkan semakin besarnya higher liabilities.
liabilitas.
Page 410
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/75 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
18. PROVISI DAN LIABILITAS IMBALAN KERJA 18. PROVISIONS AND LONG-TERM EMPLOYEE
JANGKA PANJANG (lanjutan) BENEFIT LIABILITIES (continued)
b. Imbalan pascakerja (lanjutan) b. Post-employment benefits (continued)
Sensitivitas liabilitas imbalan pasti terhadap The sensitivity of the defined benefit obligation
perubahan asumsi utama tertimbang adalah to changes in the weighted principal
sebagai berikut: assumptions is as follow:
Dampak terhadap liabilitas imbalan pasti/
Impact on defined benefits obligation
Perubahan
asumsi/ Kenaikan asumsi/ Penurunan asumsi/
Change in Increase in Decrease in
assumption assumption assumption
Tingkat diskonto 1% Turun sebesar/ Naik sebesar/ Discount rate
decrease by 10.41% increase by 11.76%
Tingkat kenaikan 1% Naik sebesar/ Turun sebesar/
gaji increase by 12.86% decrease by 11.54% Salary growth rate
Rata-rata durasi kewajiban imbalan pasti adalah The weighted average duration of the defined
8,5 tahun. benefit obligation is 8.5 years.
Perkiraan analisis jatuh tempo atas The expected maturity analysis of
imbalan pensiun tidak terdiskonto pada undiscounted pension benefits as of
31 Desember 2025 adalah sebagai berikut: 31 December 2025 is as follows:
Kurang dari Antara Antara Lebih dari
1 tahun/ 1-5 tahun/ 5-10 tahun/ 10 tahun/
Less than Between Between Over Jumlah/
1 year 1-5 years 5-10 years 10 years Total
Imbalan pensiun 25,478 153,444 338,412 601,397 1,118,731 Pension benefits
c. Imbalan kerja jangka panjang lainnya c. Other long-term employee benefits
2025 2024
Saldo awal 32,336 35,724 Beginning balance
Beban selama Expense made during
periode/tahun berjalan 22,053 11,733 the period/year
Imbalan yang dibayar (22,521) (15,121) Benefits paid
Saldo akhir 31,868 32,336 Ending balance
Jumlah yang diakui pada laporan laba rugi The amounts recognised in the consolidated
konsolidasian adalah sebagai berikut: statements of profit or loss are as follows:
2025 2024
Biaya jasa kini 29,031 14,511 Current service costs
Pengukuran kembali: Remeasurement:
Effects of changes -
- Dampak perubahan in financial
asumsi keuangan (6,978) (2,778) assumptions
Jumlah, tercakup dalam Total, include in
beban karyawan 22,053 11,733 employee costs
Page 411
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/76 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
19. MODAL SAHAM 19. SHARE CAPITAL
Modal dasar adalah 22.650.000.000 lembar saham The authorised share capital is 22,650,000,000
dengan nilai nominal Rp 100 (nilai Rupiah penuh) shares, with a par value of Rp 100 (full amount
per lembar saham. Modal ditempatkan dan Rupiah) per share. Issued and fully paid share
disetor penuh pada tanggal 31 Desember 2025 dan capital as at 31 December 2025 and 2024
2024 adalah masing-masing sebesar amounting to 18,199,862,451 and 13,128,430,665
18.199.862.451 dan 13.128.430.665 lembar saham. shares, respectively.
Komposisi pemegang saham Grup pada tanggal The composition of the Group’s shareholders as at
31 Desember 2025 dan 2024 adalah sebagai 31 December 2025 and 2024 is as follows:
berikut:
2025 2024
Jumlah Jumlah
lembar lembar
saham/ Jumlah/ saham/ Jumlah/
Number Amount Number Amount
of shares (Rp) % of shares (Rp) %
Axiata Investments Axiata Investments
(Indonesia) Sdn. Bhd. 6,313,716,868 631,372 34.69% 8,697,163,762 869,716 66.25% (Indonesia) Sdn. Bhd.
Bali Media Telekomunikasi 4,471,264,558 447,126 24.57% - - - Bali Media Telekomunikasi
Global Nusa Data 848,722,195 84,872 4.66% - - - Global Nusa Data
Wahana Inti Nusantara 518,109,471 51,811 2.85% - - - Wahana Inti Nusantara
Gerbangmas Tunggal Gerbangmas Tunggal
Sejahtera 475,620,644 47,562 2.61% - - - Sejahtera
David Arcelus Oses David Arcelus Oses
(Direktur) 4,534,000 453 0.02% 4,534,069 454 0.04% (Director)
Yessie D. Yosetya Yessy D. Yosetya
(Direktur) 1,899,700 190 0.01% 2,188,845 219 0.02% (Director)
Sanjay Kumar Gordhan Sanjay Kumar Gordhan
A Vaghaisa (Direktur) 300,000 30 0.00% - - - A Vaghasia (Director)
Feiruz Ikhwan bin Abdul Feiruz Ikhwan bin Abdul
Malek (Direktur) 222,134 22 0.00% 222,134 22 0.00% Malek (Director)
Andrijanto Muljono Andrijanto Muljono
(Direktur) 66 0 0.00% - - - (Director)
Dian Siswarini (Presiden Dian Siswarini (former
Direktur sebelumnya) - - - 9,764,622 976 0.07% President Director)
I Gede Darmayusa I Gede Darmayusa
(Direktur sebelumnya) - - - 254,924 25 0.00% (former Director)
Abhijit Jayant Navalekar Abhijit Jayant Navalekar
(Direktur sebelumnya) - - - 21 0 0.00% (former Director)
Publik (masing-masing Public (individually
dibawah 5%) 5,565,472,815 556,548 30.59% 4,357,814,488 435,782 33.19% less than 5%)
Jumlah saham beredar 18,199,862,451 1,819,986 100.00% 13,071,942,865 1,307,194 99.57% Total shares outstanding
Saham treasuri - - - 56,487,800 5,649 0.43% Treasury shares
Jumlah saham ditempatkan Number of shares issued
dan disetor penuh 18,199,862,451 1,819,986 100.00% 13,128,430,665 1,312,843 100% and fully paid
Perusahaan membeli kembali sebanyak The Company repurchased 1,038,188,987 shares
1.038.188.987 lembar saham pada bulan April 2025. of its own shares in April 2025. These shares were
Saham tersebut dibeli kembali oleh Perusahaan dari repurchased by the Company from the Company’s
para pemegang saham yang tidak menyetujui shareholders who disagreed with the Company’s
penggabungan usaha antara Perusahaan dengan merger with Smartfren and Smart Telecom, and
Smartfren dan Smart Telecom dan memutuskan decided to sell their shares at the price of Rp 2,350
untuk menjual saham miliknya dengan harga (in full amount) per share based on the agreed
Rp 2.350 (dalam jumlah penuh) per saham sesuai price with the shareholders.
dengan harga yang telah disepakati.
Pada Oktober 2025, Perusahaan menjual sebanyak In October 2025, the Company sold a total of
1.094.676.787 saham treasuri kepada Winsley 1,094,676,787 treasury shares to Winsley
International Engineering Limited dan Fitzgerald & International Engineering Limited and Fitzgerald &
Wilkinson Investment Ltd. dengan harga Rp 2.500 Wilkinson Investment Ltd. at the price of Rp 2,500
(dalam jumlah penuh) per lembar saham. (in full amount) per share.
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
20. TAMBAHAN MODAL DISETOR 20. ADDITIONAL PAID-IN CAPITAL
2025 2024
Tambahan modal disetor 16,997,945 16,997,945 Additional paid-in capital
Akuisis bisnis dari entitas Acquisition of business from
sepengendali (1,498,181) (1,498,181) entity under common control
Penggabungan usaha (Catatan 38) 11,410,722 - Merger (Note 38)
Lain-lain, bersih 89,784 (84,693) Others, net
Jumlah tambahan modal disetor 27,000,270 15,415,071 Total additional paid-in capital
21. DIVIDEN 21. DIVIDENDS
Rapat Umum Pemegang Saham Luar Biasa pada The Extraordinary General Meeting of the
tanggal 21 November 2025 telah menyetujui Shareholders on 21 November 2025 approved the
pembagian dividen kas tambahan sebesar Rp 159 distribution of an additional cash dividend of
(nilai Rupiah penuh) per saham atau dengan jumlah Rp 159 (full amount Rupiah) per share or totalling
keseluruhan sebesar Rp 2.893.778 untuk tahun Rp 2,893,778 relating to the 2024 financial year.
buku 2024. Jumlah dividen sebesar Rp 2.893.674 A total dividend amounting to Rp 2,893,674 was
telah dibayarkan pada bulan Desember 2025. paid in December 2025.
Rapat Umum Pemegang Saham pada tanggal The General Meeting of the Shareholders on
25 Maret 2025 telah menyetujui pembagian dividen 25 March 2025 approved the distribution of a cash
kas sebesar Rp 85,7 (nilai Rupiah penuh) per saham dividend Rp 85.7 (full amount Rupiah) per share or
atau dengan jumlah keseluruhan sebesar totalling Rp 1,120,266 relating to the 2024 financial
Rp 1.120.266 untuk tahun buku 2024. Seluruh year. The entire amount was fully paid in April
dividen telah dibayarkan pada bulan April 2025. 2025.
Rapat Umum Pemegang Saham pada tanggal The General Meeting of the Shareholders on
3 Mei 2024 telah menyetujui pembagian dividen kas 3 May 2024 approved the distribution of a cash
sebesar Rp 48,6 (nilai Rupiah penuh) per saham dividend Rp 48.6 (full amount Rupiah) per share or
atau dengan jumlah keseluruhan sebesar totalling Rp 635,296 relating to the 2023 financial
Rp 635.296 untuk tahun buku 2023. Seluruh dividen year. The entire amount was fully paid in May
telah dibayarkan pada bulan Mei 2024. 2024.
Lihat Catatan 30 untuk informasi mengenai pihak- See Note 30 for related parties information.
pihak berelasi.
22. SALDO LABA YANG TELAH DITENTUKAN 22. APPROPRIATED RETAINED EARNINGS
PENGGUNAANNYA
Berdasarkan Undang-Undang Perseroan Terbatas, Under Indonesian Company Law, the Group is
Grup diharuskan untuk membuat penyisihan required to set up a statutory reserve amounting to
cadangan wajib hingga sekurang-kurangnya 20% at least 20% of the issued and paid-up capital.
dari jumlah modal yang ditempatkan dan disetor
penuh.
Rapat Umum Pemegang Saham Tahunan tanggal The Annual General Meeting of Shareholders
25 Maret 2025 dan 3 Mei 2024 telah menyetujui dated 25 March 2025 and 3 May 2024 approved an
penambahan penyisihan cadangan wajib Grup increase in the Group’s statutory reserve
sebesar masing-masing Rp 100 untuk tahun buku amounting by Rp 100 for 2024 and 2023,
2024 dan 2023. Saldo laba dicadangkan Grup pada respectively. The balance of the appropriated
tanggal 31 Desember 2025 dan 2024 masing- retained earnings of the Group as at 31 December
masing adalah Rp 1.500 dan Rp 1.400. 2025 and 2024 amounted to Rp 1,500 and
Rp 1,400, respectively.
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
23. (RUGI)/LABA BERSIH PER SAHAM DASAR DAN 23. BASIC AND DILUTED (LOSS)/EARNINGS PER
DILUSIAN SHARE
2025 2024
(Rugi)/laba tahun berjalan (4,424,609) 1,819,019 (Loss)/profit for the year
Rata-rata tertimbang Weighted average
jumlah lembar saham number of ordinary
biasa yang beredar 16,037,910,293 13,071,942,865 shares outstanding
(Rugi)/laba bersih per saham Basic and diluted
dasar dan dilusian (loss)/earnings per share
(nilai Rupiah penuh) (276) 139 (full amount Rupiah)
Pada setiap tanggal pelaporan, tidak ada efek As at each reporting date, there were no dilutive
berpotensi saham yang dapat menimbulkan potential ordinary shares that would give rise to a
pengaruh dilusi pada rugi/laba bersih per saham dilution of loss/earnings per share of the Group.
Grup.
24. PENDAPATAN 24. REVENUES
2025 2024
Jasa GSM mobile dan GSM mobile and
jaringan telecommunication
telekomunikasi network services
Data dan layanan digital1 38,567,976 31,578,068 Data and digital services1
Percakapan dan SMS 738,196 898,635 Voice and SMS
Interconnection
and other
Jasa interkoneksi dan jasa telecommunication
telekomunikasi lainnya2 2,610,340 1,139,705 services2
41,916,512 33,616,408
Managed service dan Managed and
jasa teknologi infomation
informasi technology services
Managed service 404,060 423,775 Managed service
Information technology
Jasa teknologi informasi 125,388 351,414 service
529,448 775,189
Jumlah pendapatan 42,445,960 34,391,597 Total revenue
1 Porsi pendapatan data dan layanan digital yang berasal dari sistem 1. Portion of data and digital services revenue derived from complex information
teknologi informasi yang kompleks untuk tahun-tahun yang berakhir pada technology systems for the years ended 31 December 2025 and 2024
tanggal 31 Desember 2025 dan 2024 masing-masing sebesar amounting to Rp 36,651,516 and Rp 29,978,312, respectively.
Rp 36.651.516 dan Rp 29.978.312.
2 Termasuk pendapatan bundling untuk tahun-tahun yang berakhir pada tanggal 2. Including bundling revenue for the years ended 31 December 2025 and 2024
31 Desember 2025 dan 2024 masing-masing sebesar Rp 9.623 dan amounting to Rp 9,623 and Rp 5,922, respectively.
Rp 5.922.
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
24. PENDAPATAN (lanjutan) 24. REVENUES (continued)
2025 2024
Jasa GSM mobile dan GSM mobile and
jaringan telecommunication
telekomunikasi network services
Pendapatan dari kontrak Revenue from contract
dengan pelanggan 41,902,985 33,601,529 with customers
Revenue from
Pendapatan lainnya: other source:
- Sewa operasi 13,527 14,879 Operating rental -
41,916,512 33,616,408
Managed service dan Manage and
jasa teknologi information
informasi technology services
Pendapatan dari kontrak Revenue from contract
dengan pelanggan 525,801 770,511 with customers
Revenue from
Pendapatan lainnya: other source:
- Sewa operasi 3,647 4,678 Operating rental -
529,448 775,189
42,445,960 34,391,597
2025 2024
Waktu pengakuan pendapatan: Timing of revenue recognition:
GSM mobile and
Jasa GSM mobile dan telecommunication
jaringan telekomunikasi network services
- Pada suatu titik waktu 124,351 303,659 At a point in time -
- Pada suatu periode
waktu 41,778,634 33,297,870 Over time -
41,902,985 33,601,529
Managed service dan jasa Managed and information
teknologi informasi technology services
- Pada suatu periode
waktu 525,801 770,511 Over time -
42,428,786 34,372,040
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
24. PENDAPATAN (lanjutan) 24. REVENUES (continued)
2025 2024
Liabilitas kontrak*: Contract liabilities*:
GSM mobile and
Jasa GSM mobile dan telecommunication
jaringan telekomunikasi network services
- Pihak ketiga 3,110,701 2,227,585 Third parties -
Managed service dan jasa Managed and information
teknologi informasi technology services
- Pihak ketiga 15,613 12,209 Third parties -
3,126,314 2,239,794
* Disajikan sebagai bagian dari “Pendapatan tangguhan”. * Presented as part of “Deferred revenue”.
2025 2024
Saldo awal 2,239,794 2,265,992 Beginning balance
Pendapatan yang diakui dari Revenue recognised from the
saldo liabilitas kontrak contract liabilities at the
pada awal tahun (2,214,837) (2,223,516) beginning of the year
Kenaikan yang disebabkan Increase due to cash,
oleh kas, di luar yang diakui excluding amounts
sebagai pendapatan selama recognised as revenue
tahun berjalan 3,101,357 2,197,318 during the year
3,126,314 2,239,794
Kewajiban pelaksanaan tersisa yang belum dipenuhi The remaining unsatisfied performance obligation
pada 31 Desember 2025 akan dipenuhi pada tahun as at 31 December 2025 will be satisfied on 2026.
2026.
Lihat Catatan 30 untuk informasi mengenai pihak- See Note 30 for related parties information.
pihak berelasi.
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
25. BEBAN INFRASTRUKTUR, PENJUALAN DAN 25. INFRASTRUCTURE, SALES AND MARKETING
PEMASARAN DAN UMUM DAN ADMINISTRASI AND GENERAL AND ADMINISTRATIVE
EXPENSES
a. Beban infrastruktur a. Infrastructure expenses
2025 2024
Lisensi 5,951,885 4,079,232 License fee
Sewa dan jasa 2,386,835 1,702,656 Rental and services
Perbaikan dan pemeliharaan 1,879,251 1,586,337 Repair and maintenance
Utilitas 2,109,421 1,574,098 Utilities
Jumlah beban Total infrastructure
infrastruktur 12,327,392 8,942,323 expense
Untuk tahun-tahun yang berakhir pada For the years ended 31 December 2025 and
31 Desember 2025 dan 2024, beban perbaikan 2024, repair and maintenance expenses from
dan pemeliharaan dari masing-masing pihak each third party were not more than 10% of
ketiga tidak melebihi 10% dari jumlah total revenue.
pendapatan.
Lihat Catatan 30 untuk informasi mengenai See Note 30 for related parties information.
pihak-pihak berelasi.
b. Beban penjualan dan pemasaran b. Sales and marketing expenses
2025 2024
Komisi penjualan 1,552,279 1,548,788 Sales commission
Advertising and
Iklan dan promosi 627,572 435,746 promotion
Jasa manajemen hubungan Customer relationship
pelanggan 119,886 109,658 management services
Jumlah beban penjualan dan Total sales and
pemasaran 2,299,737 2,094,192 marketing expenses
c. Beban umum dan administrasi c. General and administrative expenses
2025 2024
Cadangan penurunan Provision for imipairment
nilai piutang usaha of trade receivables
(Catatan 4) 166,863 139,084 (Note 4)
Jasa profesional 332,615 86,461 Professional services
Sewa 61,455 70,403 Rental
Lain-lain 281,066 159,042 Others
Jumlah beban umum Total general and
dan administrasi 841,999 454,990 administrative expenses
Lihat Catatan 30 untuk informasi mengenai See Note 30 for related parties information.
pihak-pihak berelasi.
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
26. BEBAN INTERKONEKSI DAN BEBAN 26. INTERCONNECTION AND OTHER DIRECT
LANGSUNG LAINNYA EXPENSES
2025 2024
Sewa jaringan 447,706 610,792 Leased line
Universal service
Kewajiban pelayanan obligation and fee
universal dan biaya hak concession fee of
pengelolaan jasa telecommunication
telekomunikasi 689,143 579,946 services
Beban interkoneksi 618,468 527,027 Interconnection expense
Home broadband 1,385,092 505,061 Home broadband
Paket perdana dan
voucher 222,715 380,366 Starter pack and voucher
Biaya jasa manajemen Mobile advertising
atas periklanan mobile 318,585 290,400 managed service fee
Value added services 109,171 272,720 Value added services
Pembelian perangkat Purchase of bundled
dan perangkat lunak bundling 1,001,117 14,804 devices and software
Lain-lain 117,571 103,064 Others
Jumlah beban interkoneksi
dan beban langsung Total interconnection and
lainnya 4,909,568 3,284,180 other direct expenses
Lihat Catatan 30 untuk informasi mengenai pihak- See Note 30 for related parties information.
pihak berelasi.
27. BEBAN GAJI DAN KESEJAHTERAAN 27. SALARIES AND EMPLOYEE BENEFITS
KARYAWAN EXPENSES
2025 2024
Jumlah beban karyawan Total employee costs
(termasuk karyawan (including
alih daya): outsourcing):
- Gaji dan tunjangan 4,181,859 1,691,611 Salaries and allowances -
- Pembayaran kepada Payment to defined -
program pensiun pension plan
iuran pasti 74,675 31,903 contribution
- Penyisihan imbalan Provision for -
kerja 29,832 12,560 employee benefits
Beban gaji dan
kesejahteraan Salaries and employee
karyawan (termasuk benefits expenses
karyawan alih daya) 4,286,366 1,736,074 (including outsourcing)
Jumlah karyawan (tidak diaudit) pada tanggal 31 The number of employees (unaudited) as at 31
Desember 2025 and 2024, masing-masing adalah December 2025 and 2024 was 3,703 and 2,159
3.703 dan 2.159 orang. employees, respectively.
Lihat Catatan 30 untuk informasi mengenai pihak- See Note 30 for related parties information.
pihak berelasi.
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
28. BIAYA KEUANGAN 28. FINANCE COSTS
2025 2024
Bunga atas pinjaman Interest on borrowings
dan liabilitas sewa 3,942,591 3,066,089 and lease liabilities
Lain-lain 73,070 46,713 Others
Jumlah biaya keuangan 4,015,661 3,112,802 Total finance costs
Lihat Catatan 30 untuk informasi mengenai pihak- See Note 30 for related parties information.
pihak berelasi.
29. PERPAJAKAN 29. TAXATION
a. Pajak dibayar dimuka a. Prepaid taxes
2025 2024
Pajak penghasilan badan: Corporate income tax:
Perusahaan The Company
- 2025 370,889 - 2025 -
Entitas anak Subsidiaries
- 2025 4,379 - 2025 -
- 2024 - 1,621 2024 -
375,268 1,621
Pajak lainnya: Other taxes:
Entitas anak Subsidiary
- Pajak Pertambahan Nilai Value added tax -
(”PPN”) – bersih 12,667 19,828 (”VAT”) – net
12,667 19,828
b. Utang pajak b. Taxes payable
2025 2024
Pajak penghasilan badan: Corporate income tax:
Perusahaan The Company
- Pasal 29 - 167,969 Article 29 -
Entitas anak Subsidiary
- Pasal 29 8,600 - Article 29 -
8,600 167,969
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
29. PERPAJAKAN (lanjutan) 29. TAXATION (continued)
b. Utang pajak (lanjutan) b. Taxes payable (continued)
2025 2024
Pajak lainnya: Other taxes:
Perusahaan The Company
- Pajak Pertambahan Nilai Value added tax -
(”PPN”) – bersih 165,539 88,140 (”VAT”) – net
- Pajak penghasilan Pasal 21 14,935 15,630 Income tax Article 21 -
- Pajak penghasilan Pasal 23 170,250 57,474 Income tax Article 23 -
350,724 161,244
Entitas anak Subsidiary
- Pajak Pertambahan Nilai Value added tax -
(”PPN”) – bersih 31 (”VAT”) – net
- Pajak penghasilan Pasal 21 1,224 952 Income tax Article 21 -
- Pajak penghasilan Pasal 23 713 574 Income tax Article 23 -
1,937 1,557
352,661 162,801
c. Manfaat/(beban) pajak penghasilan c. Income tax benefit/(expense)
2025 2024
Perusahaan The Company
Kini - (551,370) Current
Tangguhan Deferred
- Tahun berjalan 875,889 4,596 For the year -
Penyesuaian tahun
sebelumnya 33,835 (17,627) Prior year adjustment
Beban pajak
penghasilan 909,724 (564,401) Income tax expense
Entitas anak Subsidiaries
Kini (8,600) (19,947) Current
Tangguhan Deferred
- Tahun berjalan (52,455) 4,754 For the year -
Beban pajak
penghasilan (61,055) (15,193) Income tax expense
Konsolidasian Consolidated
Kini (8,600) (571,317) Current
Tangguhan Deferred
- Tahun berjalan 823,434 9,350 For the year -
Penyesuaian tahun
sebelumnya 33,835 (17,627) Prior year adjustment
Manfaat/(beban) pajak
penghasilan 848,669 (579,594) Income tax benefit/(expense)
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
29. PERPAJAKAN (lanjutan) 29. TAXATION (continued)
c. Manfaat/(beban) pajak penghasilan (lanjutan) c. Income tax benefit/(expense) (continued)
Rekonsiliasi antara beban pajak penghasilan The reconciliation between the Group’s
Grup dengan hasil perkalian laba akuntansi income tax expense and the theoretical tax
Grup sebelum pajak penghasilan dan tarif pajak amount on the Group’s profit before income
yang berlaku untuk tahun-tahun yang berakhir tax for the years ended 31 December 2025
pada tanggal 31 Desember 2025 dan 2024 and 2024 is as follows:
adalah sebagai berikut:
2025 2024
(Rugi)/laba sebelum
pajak penghasilan (5,262,771) 2,427,225 (Loss)/profit before income tax
Penyesuaian: Adjustment:
- Pajak final 25,959 37,313 Final tax -
- Bagian atas rugi
bersih dari entitas Share of loss -
asosiasi 206,178 297,829 from associate
- Penyesuaian dampak Impact of PSAK 338 -
PSAK 338 - 6,582 adjustment
(Rugi)/laba sebelum pajak
penghasilan setelah (Loss)/profit before income
penyesuaian (5,030,634) 2,768,949 tax after adjustment
Pajak dihitung dengan Tax calculated at
tarif pajak efektif 1,106,739 (609,169) effective tax rates
Pendapatan kena Income subject
pajak final - bersih 49,856 106,012 to final tax - net
Beban yang tidak Non-deductible
dapat dikurangkan (341,761) (58,810) expenses
Penyesuaian tahun
sebelumnya 33,835 (17,627) Prior year adjustments
Jumlah manfaat/(beban) Total income tax
pajak penghasilan 848,669 (579,594) benefit/(expense)
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DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/86 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
29. PERPAJAKAN (lanjutan) 29. TAXATION (continued)
c. Manfaat/(beban) pajak penghasilan (lanjutan) c. Income tax benefit/(expense) (continued)
2025 2024
(Rugi)/laba sebelum pajak
penghasilan setelah (Loss)/profit before income
penyesuaian (5,030,634) 2,768,949 tax after adjustment
Perbedaan temporer: Temporary differences:
- Selisih antara Difference between -
penyusutan dan accounting and
amortisasi tax depreciation
akuntansi dan pajak 2,726,270 (46,466) and amortisation
Difference between -
- Selisih antara laba accounting
pelepasan aset tetap and tax gain on
akuntansi dan pajak (9,510) (16,862) disposal of assets
- Cadangan kerugian Provision for receivables -
penurunan nilai piutang 9,259 80,536 impairment
- Provisi penghentian Provision for lease -
sewa - (35,259) termination
- Beban yang masih
harus dibayar 176,464 15,967 Accrued expenses -
- Sewa 138,236 (10,177) Leasing -
- Penyisihan imbalan Provision for employee -
karyawan 1,053,718 54,761 benefits
- Akumulasi rugi fiskal (355,423) Tax loss carry forward -
- Lain-lain 3,868 - Others -
3,742,882 42,500
Perbedaan tetap: Permanent differences:
- Beban yang tidak Non-deductible -
dapat dikurangkan 1,553,459 267,318 expenses
- Pendapatan kena Income subject to -
pajak final (226,618) (481,872) final tax
1,326,841 (214,554)
Penghasilan pajak 39,089 2,596,895 Taxable income
Beban pajak kini (8,600) (571,317) Current tax benefit expense
Dikurangi: Less:
Pajak penghasilan Prepaid corporate
badan dimuka 375,268 403,348 income tax
Lebih/(kurang) bayar Over/(under) paymennt
pajak penghasilan badan 366,668 (167,969) of corporate income tax
Page 422
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DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/87 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
29. PERPAJAKAN (lanjutan) 29. TAXATION (continued)
c. Beban pajak penghasilan (lanjutan) c. Income tax expense (continued)
Dalam laporan keuangan konsolidasian ini, In these consolidated financial statements, the
jumlah penghasilan kena pajak untuk tahun- amount of taxable income for the years ended
tahun yang berakhir pada 31 Desember 2025 31 December 2025 and 2024 is based on
dan 2024 didasarkan atas perhitungan preliminary calculations. These amounts may
sementara. Jumlah tersebut mungkin berbeda differ from taxable income reported in the
dari laba kena pajak yang dilaporkan dalam corporate income tax returns.
Surat Pemberitahuan Tahunan (“SPT”) pajak
penghasilan badan.
Jumlah laba kena pajak untuk tahun yang The amount of taxable income for the year
berakhir pada 31 Desember 2024 menjadi ended 31 December 2024 is becoming the
dasar pengisian SPT pajak penghasilan badan basis to fill in the corporate income tax return
tahun 2024 yang telah disampaikan Grup for 2024 fiscal year which has been submitted
kepada Direktorat Jenderal Pajak (“DJP”) pada to Directorate General of Taxation (“DGT”) on
tanggal 1 Mei 2025. 1 May 2025.
Pada 31 Desember 2024, PMK No. PMK-136 On 31 December 2024, The MoF Regulation
Tahun 2024 (PMK-136) tentang pengenaan No. PMK-136 Year 2024 (PMK-136) regarding
Pajak Minimum Global diberlakukan di implementation of Global Minimum Tax was
Indonesia, yurisdiksi tempat perusahaan enacted in Indonesia, the jurisdiction in which
didirikan, dan mulai berlaku sejak the Company is incorporated, and will come
1 Januari 2025. Grup menerapkan into effect from 1 January 2025. The Group
pengecualian untuk mengakui dan applies the exception to recognising and
mengungkapkan informasi tentang aset dan disclosing information about deferred tax
kewajiban pajak tangguhan yang terkait dengan assets and liabilities related to Pillar Two
pajak penghasilan Pilar Dua, sebagaimana income taxes, as provided in the amendment
diatur dalam amendemen PSAK 212 yang to PSAK 212 issued in December 2023.
diterbitkan pada Desember 2023.
Grup berada dalam ruang lingkup ketentuan The Group is within the scope of the OECD
OECD Pilar Dua dan menerapkan pengecualian Pillar Two model rules and applied the
atas pengakuan dan pengungkapan informasi exception to recognizing and disclosing
mengenai aset pajak tangguhan dan liabilitas information about deferred tax assets and
pajak tangguhan yang terkait dengan pajak liabilities relating to Pillar Two income taxes
penghasilan Pilar Dua sejak 1 Januari 2025. from 1 January 2025.
Peraturan Pilar Dua telah diberlakukan atau Pillar Two legislation has been enacted or
secara substansial diberlakukan di beberapa substantially enacted in certain jurisdictions in
yurisdiksi tempat Grup beroperasi. Peraturan which the Group operates. The legislation has
tersebut berlaku efektif untuk tahun buku Grup become effective for the Group’s financial year
yang berakhir setelah 31 Desember 2024. Grup ended after 31 December 2024. The Group is
berada dalam cakupan peraturan yang telah in scope of the enacted or substantially
diberlakukan atau secara substansial enacted legislation and has performed an
diberlakukan tersebut dan telah melakukan assessment of the Group’s potential exposure
penilaian atas potensi eksposur Grup terhadap to Pillar Two income taxes.
pajak penghasilan Pilar Dua.
Berdasarkan hasil penilaian, Grup memenuhi Based on the assessment, the Group has
ketentuan Safe Harbour. fulfilled the Safe Harbour rules.
Page 423
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/88 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
29. PERPAJAKAN (lanjutan) 29. TAXATION (continued)
d. (Liabilitas)/aset pajak tangguhan d. Deferred tax (liabilities)/assets
Dikreditkan/ Dikreditkan
(dibebankan) pada laba
pada laporan komprehensif
Saldo dari laba rugi/ lainnya/
penggabungan Credited/ Credited
usaha/ (charged) to other
Balance to the profit comprehensive
01/01/2025 from merger or loss income 31/12/2025
Perusahaan The Company
Perbedaan nilai buku
aset tetap dan Difference between
asset takberwujud accounting and tax in net
menurut akuntansi book value of fixed assets
dan pajak (1,663,923) (357,290) 597,687 - (1,423,526) and intangible assets
Beban yang masih
harus dibayar 59,339 (8,628) 41,553 - 92,264 Accrued expenses
Estimasi liabilitas Estimated liabilities for
restorasi aset 217,587 147,878 (60,723) - 304,742 assets restoration
Aset hak guna (6,260,208) (2,043,446) 647,911 - (7,655,743) Right-of-use assets
Liabilitas sewa 6,837,615 2,222,004 (556,779) - 8,502,840 Lease liabilities
Cadangan penurunan Provision for receivables
nilai piutang 74,519 11,665 (67) - 86,117 impairment
Penyisihan beban gaji Provision for salaries and
dan imbalan kerja 128,907 34,824 206,307 4,626 374,664 employee benefits
Nilai wajar penggabungan
Usaha - 3,339,219 - - 3,339,219 Fair value on merger
Lain-lain* (2,028) - - - (2,028) Others*
Jumlah aset Total deferred
pajak tangguhan (608,192) 3,346,226 875,889 4,626 3,618,549 tax assets
* Terdiri dari pajak tangguhan dari biaya yang terjadi untuk * Represents deferred taxes from cost to obtain contract and
mendapatkan kontrak dan komponen pembiayaan. financing component.
Dikreditkan/ Dibebanka
(dibebankan) pada laba
pada laporan komprehensif
Saldo dari laba rugi/ lainnya/
penggabungan Credited/ Charged
usaha/ (charged) to other
Balance to the profit comprehensive
01/01/2025 from merger or loss income 31/12/2025
Entitas anak Subsidiary
Beban yang masih
harus dibayar 8,448 - (2,731) - 5,717 Accrued expenses
Aset hak guna - (289) 96 - (193) Right-of-use assets
Liabilitas sewa - 304 (93) - 211 Lease liabilities
Cadangan penurunan Provision for receivables
nilai piutang 3,179 43 2,104 - 5,326 impairment
Penyisihan beban gaji Provision for salaries and
dan imbalan kerja - 2,936 25,511 (1,099) 27,348 employee benefits
Penyisihan penghapusan Provision inventory
persediaan - 346 851 - 1197 write off
Akumulasi rugi fiskal - 78,193 (78,193) - - Tax loss carry forward
Jumlah aset Total deferred
pajak tangguhan 11,627 81,533 (52,455) (1,099) 39,606 tax assets
Page 424
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/89 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
29. PERPAJAKAN (lanjutan) 29. TAXATION (continued)
d. (Liabilitas)/aset pajak tangguhan (lanjutan) d. Deferred tax (liabilities)/assets (continued)
Dikreditkan/ Dibebankan
(dibebankan) pada laba
pada laporan komprehensif
laba rugi/ lainnya/
Credited/ Charged
(charged) to other
to the profit comprehensive
01/01/2024 or loss income 31/12/2024
Perusahaan The Company
Perbedaan nilai buku
aset tetap dan Difference between
asset takberwujud accounting and tax in net
menurut akuntansi book value of fixed assets
dan pajak (1,649,991) (13,932) - (1,663,923) and intangible assets
Beban yang masih
harus dibayar 60,115 (776) - 59,339 Accrued expenses
Estimasi liabilitas Estimated liabilities for
restorasi aset 201,399 16,188 - 217,587 assets restoration
Aset hak guna (6,805,766) 545,558 - (6,260,208) Right-of-use assets
Liabilitas sewa 7,401,600 (563,985) - 6,837,615 Lease liabilities
Cadangan penurunan Provision for receivables
nilai piutang 57,266 17,253 - 74,519 impairment
Provisi penghentian sewa 7,757 (7,757) - - Provision for lease termination
Penyisihan beban gaji Provision for salaries and
dan imbalan kerja 119,929 12,047 (3,069) 128,907 employee benefits
Lain-lain* (2,028) - - (2,028) Others*
Jumlah aset Total deferred
pajak tangguhan (609,719) 4,596 (3,069) (608,192) tax assets
Dikreditkan pada
laporan laba rugi/
Credited to the
01/01/2024 profit or loss 31/12/2024
Entitas anak Subsidiary
Cadangan
penurunan Provision for receivables
nilai piutang 2,714 465 3,179 impairment
Beban yang masih
harus dibayar 4,159 4,289 8,448 Accrued expenses
Jumlah aset pajak Total deferred tax
tangguhan 6,873 4,754 11,627 assets
Dasar untuk mendukung pengakuan aset pajak The basis to support the recognition of the
tangguhan ditelaah secara berkala oleh deferred tax assets is reviewed regularly by
manajemen. management.
Page 425
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/90 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
29. PERPAJAKAN (lanjutan) 29. TAXATION (continued)
e. Surat ketetapan pajak e. Tax assessments
Perusahaan telah menerima putusan banding The Company received tax appeal results for
untuk tahun fiskal 2016 dan 2017. Untuk tahun the 2016 and 2017 fiscal years. For 2016 fiscal
fiskal 2016, Pengadilan Pajak mengabulkan year, the Tax Court partially granted the
sebagian permohonan banding sebesar appeal of Rp 6,114 for other taxes and
Rp 6.114 atas pajak lainnya dan sebesar Rp 35,431 for tax losses, which was lower
Rp 35.431 atas rugi fiskal, di mana jumlah ini than the amounts previously claimed of
lebih rendah daripada jumlah yang diklaim Rp 13,443 and Rp 704,036, respectively. For
sebelumnya masing-masing sebesar Rp 13.443 2017 fiscal year, the Tax Court fully rejected
dan Rp 704.036. Untuk tahun fiskal 2017, the tax appeal and the Company has charged
Pengadilan pajak menolak seluruh banding dan the rejected amount in the prior year profit or
Perusahan membebankan jumlah yang ditolak loss. The Company received the refund for
pada laba rugi tahun sebelumnya. Perusahaan 2016 fiscal year in January 2024. On
telah menerima pengembalian pajak untuk 6 March 2024, the Company has submitted the
tahun fiskal 2016 pada Januari 2024. Pada judicial review.
tanggal 6 Maret 2024, Perusahaan telah
mengajukan peninjauan Kembali.
Selama tahun 2024, Perusahaan menerima During 2024, the Company received a tax
surat ketetapan pajak untuk tahun fiskal 2022 assessment letter for 2022 fiscal year which
yang menyatakan lebih bayar sebesar Rp stated an overpayment of Rp 35,270 for
35.270 atas pajak penghasilan badan, berbeda corporate income tax, as opposed to the
dengan sebelumnya lebih bayar sebesar Rp overpayment of Rp 52,122 previously claimed.
52,122. Perusahaan juga menerima surat The Company also received a tax assessment
ketetapan pajak atas pajak lainnya yang letter for other taxes which stated an
menyatakan kurang bayar sebesar Rp 5.260. underpayment of Rp 5,260. The Company has
Perusahaan telah menerima pengembalian atas received the claim refunds and charged the
klaim restitusi pajak dan pengadilan pajak pada portion that was not accepted by the tax court
laba rugi tahun berjalan. in the current year profit or loss.
Perusahaan telah mengajukan keberatan, The Company has filed an objection, appeal
banding, dan peninjauan kembali atas beberapa and judicial review for various tax assessment
surat ketetapan pajak kurang bayar untuk letters confirming underpayment for various
berbagai tahun pajak. fiscal years.
Perusahaan telah menerima putusan The Company has received a judicial review
Peninjauan Kembali untuk tahun fiskal 2005 decision for the 2005 fiscal year in October
pada Oktober 2024, Dimana amar putusan 2024, where the decision rejected the
menolak permohonan peninjauan Kembali yang application for judicial review submitted by the
diajukan oleh Direktur Jenderal Pajak. Director General of Taxes.
Page 426
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/91 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
29. PERPAJAKAN (lanjutan) 29. TAXATION (continued)
e. Surat ketetapan pajak (lanjutan) e. Tax assessments (continued)
Pada tanggal 31 Desember 2025 dan 2024 As at 31 December 2025 and 2024 the amount
jumlah ketetapan pajak yang masih dalam of assessments in the process of objection,
proses keberatan, banding dan peninjauan appeal and judicial review were as follows:
kembali adalah sebagai berikut:
2025 2024
Peninjauan kembali: Judicial review:
Pajak lainnya Other taxes
- 2004 102,582 102,582 2004 -
102,582 102,582
Grup telah membayar dan mengakui jumlah The Group paid and recognised the tax
ketetapan pajak yang masih dalam proses assessments that are still in the process of
peninjauan kembali tersebut pada laporan laba judicial review in the consolidated statements
rugi konsolidasian di masing-masing tahun di of profit or loss in each year in which the tax
mana ketetapan pajak tersebut diterbitkan. assessments were issued.
f. Administrasi f. Administration
Berdasarkan peraturan perpajakan di Under the Indonesia Taxation Law, the Group
Indonesia, Grup melaporkan pajaknya submits tax returns on the basis of self-
berdasarkan sistem self-assessment. assessment.
Berdasarkan peraturan perpajakan yang Based on the applicable tax law, DGT may
berlaku, DJP dapat menetapkan atau assess or amend tax liability within five years
mengubah liabilitas pajak dalam batas waktu of the time the tax becomes due.
lima tahun setelah saat terutangnya pajak.
Page 427
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/92 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
30. INFORMASI MENGENAI PIHAK-PIHAK BERELASI 30. RELATED PARTIES INFORMATION
Transaksi-transaksi dengan pihak berelasi dilakukan The transactions with related parties are made
dengan syarat dan kondisi yang sama dengan under the same terms and conditions as those
transaksi-transaksi dengan pihak ketiga. made with third parties.
a. Sifat transaksi dan hubungan dengan pihak- a. Nature of transactions and relationships
pihak berelasi with related parties
Sifat transaksi dan hubungan dengan pihak The natures of transactions and relationships
pihak berelasi adalah sebagai berikut: with related parties are as follows:
Sifat hubungan dengan
dengan pihak-pihak berelasi/
Pihak-pihak berelasi/ Nature of the relationships Sifat transaksi/
Related parties with related parties Nature of transactions
Axiata Group Berhad Pemegang saham/ Penggantian biaya-biaya dan jasa
Shareholder profesional/Reimbursement of
expenses and professional services
Axiata Investments Pemegang saham/ Penggantian biaya-biaya dan jasa
(Indonesia) Sdn. Bhd. Shareholder profesional/Reimbursement of
expenses and professional services
Dewan Komisaris dan Direksi/ Manajemen kunci Grup/ Kompensasi dan remunerasi/
Board of Commissioners and Key management of the Group Compensation and remuneration
Directors
PT ADA Asia Indonesia Entitas berelasi dari pemegang saham/ Penggantian biaya-biaya dan sewa ruang/
Entity related to shareholders Reimbursement of expenses and lease
of space
PT Asuransi Sinarmas Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
Apigate Sdn. Bhd. Entitas berelasi dari pemegang saham/ Layanan payment gateway/Payment
Entity related to shareholders gateway services
Axiata Business Services Sdn. Bhd. Entitas berelasi dari pemegang saham/ Penggantian biaya-biaya dan jasa-jasa
Entity related to shareholders profesional/Reimbursement of
expenses and professional services
PT Axiata Digital Analytics Indonesia Entitas berelasi dari pemegang saham/ Penggantian biaya-biaya, pendapatan
Entity related to shareholders dan beban atas bisnis periklanan
Mobile/Reimbursement of expenses,
mobile advertising business revenue
and expenses
PT Axiata Digital Labs Indonesia Entitas berelasi dari pemegang saham/ Penggantian biaya-biaya dan
Entity related to shareholders pembangunan sistem jaringan/
Reimbursement of expenses and
network system development
PT Bank Sinarmas Tbk Entitas berelasi dari pemegang saham/ Simpanan kas pada bank, pendapatan
Entity related to shareholders bunga, layanan telekomunikasi dan
produk teknologi/Cash in banks,
interest income, telecommunication
services and technology product
PT Berau Coal Energy Tbk Entitas berelasi dari pemegang saham/ Layanan telekomunikasi/
Entity related to shareholders Telecommunication services
PT Borneo Indobara Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
Page 428
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/93 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
30. INFORMASI MENGENAI PIHAK-PIHAK BERELASI 30. RELATED PARTIES INFORMATION (continued)
(lanjutan)
a. Sifat transaksi dan hubungan dengan pihak- a. Nature of transactions and relationships
pihak berelasi (lanjutan) with related parties (continued)
Sifat hubungan dengan
dengan pihak-pihak berelasi/
Pihak-pihak berelasi/ Nature of the relationships Sifat transaksi/
Related parties with related parties Nature of transactions
PT Bumi Serpong Damai Tbk Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
PT Edotco Infrastruktur Indonesia Entitas berelasi dari pemegang saham/ Pendapatan penjualan dan sewa balik
Entity related to shareholders menara dan sewa tanah/Sale and lease
tower and land lease
PT Eka Mas Republik Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
PT Eka Nusantara Gemilang Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
PT Link Net Tbk Entitas asosiasi/Associate Jasa jaringan tetap berkabel dan akses
internet/Wired fixed network and
Internet access services
PT Pelita Reliance International Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Hospital Entity related to shareholders teknologi/Telecommunication services
and tecnology product
PT Princeton Digital Group Entitas asosiasi/Associate Penggantian biaya-biaya dan beban
Data Centres sewa rak server/Reimbursement of
expenses and rack server rental
expense
PT Sinarmas Agro Resources Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
and Technology Tbk Entity related to shareholders teknologi/Telecommunication services
and technology product
PT Ivo Mas Tunggal Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
PT Asuransi Sinarmas Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
PT Asuransi Simas Jiwa Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
PT Asuransi Simas Insurtech Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
PT Ekamas International Hospital Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
PT Data Opal Terpadu Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
PT Sinarmas Sekuritas Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
Page 429
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/94 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
30. INFORMASI MENGENAI PIHAK-PIHAK BERELASI 30. RELATED PARTIES INFORMATION (continued)
(lanjutan)
a. Sifat transaksi dan hubungan dengan pihak- a. Nature of transactions and relationships
pihak berelasi (lanjutan) with related parties (continued)
Sifat hubungan dengan
dengan pihak-pihak berelasi/
Pihak-pihak berelasi/ Nature of the relationships Sifat transaksi/
Related parties with related parties Nature of transactions
PT Sinar Kencana Inti Perkasa Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and tecnology product
PT Sinarmas Sentra Cipta Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and tecnology product
PT Tapian Nadenggan Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
PT Tumbuh Bersama Nano Entitas berelasi dari pemegang saham/ Layanan telekomunikasi dan produk
Entity related to shareholders teknologi/Telecommunication services
and technology product
PT SMPlus Data Persada Entitas berelasi dari pemegang saham/ Jasa jaringan tetap berkabel dan akses
Entity related to shareholders teknologi/Telecommunication services
and technology product
b. Kas dan setara kas b. Cash and cash equivalents
Kas dan setara kas meliputi kas pada bank di Cash and cash equivalents include cash in
PT Bank Sinarmas Tbk dengan rincian saldo bank in PT Bank Sinarmas Tbk with details of
sebagai berikut: balances as follows:
2025 2024
Kas pada bank Cash in banks
- PT Bank CIMB Niaga Tbk* - 87,608 PT Bank CIMB Niaga Tbk* -
- PT Bank Sinarmas Tbk 1,037,903 - PT Bank Sinarmas Tbk -
Jumlah kas dan setara kas 1,037,903 87,608 Total cash and cash equivalents
% terhadap jumlah aset 0.90% 0.10% % of total assets
* Sehubungan dengan penggabungan usaha, CIMB tidak lagi * Due to business combination, CIMB is no longer considered a
dianggap sebagai pihak berelasi related party
Page 430
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/95 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
30. INFORMASI MENGENAI PIHAK-PIHAK BERELASI 30. RELATED PARTIES INFORMATION (continued)
(lanjutan)
c. Piutang usaha c. Trade receivables
2025 2024
PT Link Net Tbk 1,470,174 467,873 PT Link Net Tbk
PT Axiata Digital Analytics PT Axiata Digital Analytics
Indonesia 402,908 512,458 Indonesia
PT Eka Mas Republik 255,867 - PT Eka Mas Republik
PT Bank Sinarmas Tbk 38,994 - PT Bank Sinarmas Tbk
PT Sinar Mas Agro Resources PT Sinar Mas Agro Resources
and Technology Tbk 25,950 - and Technology Tbk
PT Bumi Serpong Damai Tbk 9,736 - PT Bumi Serpong Damai Tbk
PT Berau Coal Energy Tbk 8,431 - PT Berau Coal Energy Tbk
PT Asuransi Sinarmas 6,337 - PT Asuransi Sinarmas
PT Pelita Reliance International PT Pelita Reliance International
Hospital 5,216 - Hospital
PT Sinarmas Sentra Cipta 4,177 - PT Sinarmas Sentra Cipta
PT Borneo Indobara 4,142 - PT Borneo Indobara
PT Tapian Nadenggan 3,468 - PT Tapian Nadenggan
PT Sinar Kencana Inti Perkasa 2,974 - PT Sinar Kencana Inti Perkasa
PT Ivo Mas Tunggal 2,073 - PT Ivo Mas Tunggal
Lain-lain* 30,875 43 Other*
Jumlah piutang usaha 2,271,322 980,374 Total trade receivables
% terhadap jumlah aset 1.97% 1.14% % of total assets
* Masing-masing kurang dari Rp 2.000 * Individual amount less than Rp 2,000
Page 431
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/96 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
30. INFORMASI MENGENAI PIHAK-PIHAK BERELASI 30. RELATED PARTIES INFORMATION (continued)
(lanjutan)
d. Piutang lain-lain d. Other receivables
2025 2024
PT Edotco Infrastruktur PT Edotco Infrastruktur
Indonesia 221,740 216,750 Indonesia
PT Axiata Digital Analytics PT Axiata Digital Analytics
Indonesia 12,231 17,638 Indonesia
PT Link Net Tbk 79 49,797 PT Link Net Tbk
Axiata Group Berhad - 15,056 Axiata Group Berhad
Lain-lain* 422 244 Other*
Jumlah piutang lain-lain Total other receivables -
bagian lancar 234,472 299,485 current portion
% terhadap jumlah aset 0.20% 0.35% % of total assets
* Masing-masing kurang dari Rp 2.000 * Individual amount less than Rp 2,000
e. Utang usaha e. Trade payables
2025 2024
PT Link Net Tbk 481,241 389,577 PT Link Net Tbk
PT Axiata Digital Labs PT Axiata Digital Labs
Indonesia 65,218 149,188 Indonesia
PT Princeton Digital PT Princeton Digital
Group Data Centres 41,072 49,717 Group Data Centres
Axiata Business Axiata Business
Services Sdn. Bhd. 18,169 17,498 Services Sdn. Bhd.
PT Eka Nusantara Gemilang 15,362 - PT Eka Nusantara Gemilang
PT ADA Asia Indonesia 4,094 - PT ADA Asia Indonesia
Apigate Sdn. Bhd. 3,923 8,691 Apigate Sdn. Bhd.
Axiata Group Berhad 520 34,216 Axiata Group Berhard
Axiata Investments Axiata Investments
(Indonesia) Sdn. Bhd. - 27,579 (Indonesia) Sdn. Bhd.
Lain – lain* 186 284 Others*
Jumlah utang usaha 629,785 676,750 Total trade payable
% terhadap jumlah liabilitas 0.74% 1.13% % of total liabilities
* Masing-masing kurang dari Rp 2.000 * Individual amount less than Rp 2,000
Page 432
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/97 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
30. INFORMASI MENGENAI PIHAK-PIHAK BERELASI 30. RELATED PARTIES INFORMATION (continued)
(lanjutan)
f. Liabilitas sewa f. Lease liabilities
2025 2024
PT Edotco Infrastruktur PT Edotco Infrastruktur
Indonesia 462,773 501,408 Indonesia
PT Princeton Digital Group PT Princeton Digital Group
Data Centers 271,621 320,522 Data Centers
Jumlah liabilitas sewa 734,394 821,930 Total lease liabilities
% terhadap jumlah liabilitas 0.86% 1.37% % of total liabilities
g. Pendapatan g. Revenue
2025 2024
PT Axiata Digital PT Axiata Digital Analytics
Analytics Indonesia 618,879 473,980 Indonesia
PT Eka Mas Republik 598,149 - PT Eka Mas Republik
PT Link Net Tbk 550,058 187,270 PT Link Net Tbk
PT Bank Sinarmas Tbk 33,751 - PT Bank Sinarmas Tbk
PT Eka Nusantara Gemilang 15,126 - PT Eka Nusantara Gemilang
PT Asuransi Sinarmas 14,148 - PT Asuransi Sinarmas
PT Sinar Mas Argo Resources PT Sinar Mas Agro Resources
and Technology Tbk 12,936 - and Technology Tbk
PT Berau Coal Energy Tbk 9,701 - PT Berau Coal Energy Tbk
PT Borneo Indobara 6,625 - PT Borneo Indobara
PT Tumbuh Bersama Nano 6,199 - PT Tumbuh Bersama Nano
PT Bumi Serpong Damai Tbk 5,864 - PT Bumi Serpong Damai Tbk
PT Sinarmas Sentra Cipta 5,171 - PT Sinarmas Sentra Cipta
PT Asuransi Simas Jiwa 4,817 - PT Asuransi Simas Jiwa
PT Asuransi Simas Insurtech 3,986 - PT Asuransi Simas Insurtech
PT Ekamas International PT Ekamas International
Hospital 3,448 - Hospital
PT Pelita Reliance PT Pelita Reliance
International Hospital 2,946 - International Hospital
PT Data Opal Terpadu 2,386 - PT Data Opal Terpadu
PT Taipan Nadenggan 2,361 - PT Taipan Nadenggan
PT Sinarmas Sekuritas 2,311 - PT Sinarmas Sekuritas
PT Sinar Kencana Inti PT Sinar Kencana Inti
Perkasa 2,130 - Perkasa
PT Ivo Mas Tunggal 2,027 - PT Ivo Mas Tunggal
Apigate Sdn. Bhd. 6,026 Apigate Sdn. Bhd.
Lain-lain* 31,258 23 Other*
Jumlah pendapatan 1,934,277 667,299 Total revenue
% terhadap jumlah
pendapatan 4.55% 1.94% % of total revenue
* Masing-masing kurang dari Rp 2.000 * Individual amount less than Rp 2,000
Page 433
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/98 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
30. INFORMASI MENGENAI PIHAK-PIHAK BERELASI 30. RELATED PARTIES INFORMATION (continued)
(lanjutan)
h. Beban interkoneksi dan beban langsung h. Interconnection and other direct expenses
lainnya
2025 2024
PT Axiata Digital PT Axiata Digital
Analytics Indonesia 304,920 290,400 Analytics Indonesia
PT Link Net Tbk 133,211 49,523 PT Link Net Tbk
Lain-lain* 1,672 709 Other**
Jumlah beban
interkoneksi dan
beban langsung Total interconnection and
lainnya 439,803 340,632 other direct expenses
% terhadap beban
interkoneksi dan
beban langsung % of interconnection and
lainnya 8.96% 10.37% other direct expenses
* Masing-masing kurang dari Rp 2.000 * Individual amount less than Rp 2,000
i. Beban infrastruktur i. Infrastructure expenses
2025 2024
PT Link Net Tbk 1,016,159 276,268 PT Link Net Tbk
PT Princeton Digital PT Princeton Digital
Group Data Centres 105,463 106,656 Group Data Centres
PT SMPlus Data Persada 22,613 - PT SMPlus Data Persada
PT Edotco
Infrastruktur PT Edotco Infrastruktur
Indonesia 13,016 16,805 Indonesia
Lain-lain 401 - Others
Jumlah beban Total infrastructure
infrastruktur 1,157,652 399,729 expenses
% terhadap beban % of infrastructure
infrastruktur 9.39% 4.47% expenses
* Masing-masing kurang dari Rp 2.000 * Individual amount less than Rp 2,000
Page 434
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/99 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
30. INFORMASI MENGENAI PIHAK-PIHAK BERELASI 30. RELATED PARTIES INFORMATION (continued)
(lanjutan)
j. Beban umum dan administrasi j. General and administrative expenses
2025 2024
Axiata Investments
(Indonesia) Sdn. Axiata Investment
Bhd. 6,049 - (Indonesia) Sdn. Bhd.
PT Asuransi Sinarmas 2,148 - PT Asuransi Sinarmas
PT Axiata Digital Lab PT Axiata Digital Lab
Indonesia - 13,386 Indonesia
Axiata Group Berhad - 138 Axiata Group Berhad
Lain-lain 891 - Others
Total general and
Jumlah beban umum administrative
dan administrasi 9,088 13,524 expenses
% terhadap beban % of general and
umum dan administrative
administrasi 1.08% 2.97% expenses
* Masing-masing kurang dari Rp 2.000 * Individual amount less than Rp 2,000
k. Pendapatan bunga k. Interest income
2025 2024
PT Bank CIMB PT Bank CIMB
Niaga Tbk. - 1,546 Niaga Tbk.
Jumlah pendapatan
bunga - 1,546 Total interest income
% terhadap penghasilan
keuangan - 1.93% % of finance income
* Sehubungan dengan penggabungan usaha, CIMB tidak lagi * Due to business combination, CIMB is no longer considered a
dianggap sebagai pihak berelasi related party
l. Biaya bunga l. Interest expense
2025 2024
PT Princeton Digital PT Princeton Digital
Group Data Centres 31,587 26,021 Group Data Centres
PT Edotco
Infrastruktur PT Edotco Infrastruktur
Indonesia 22,533 34,345 Indonesia
Jumlah biaya bunga 54,120 60,366 Total interest expense
% terhadap biaya
keuangan 1.35% 1.93% % of finance cost
Page 435
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/100 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
30. INFORMASI MENGENAI PIHAK-PIHAK BERELASI 30. RELATED PARTIES INFORMATION (continued)
(lanjutan)
m. Kompensasi manajemen kunci m. Key management compensation
Personil manajemen kunci Grup adalah Dewan Key management personnel of the Group are
Komisaris dan Direksi yang dirinci pada Catatan the Board of Commissioners and Directors as
1e. detailed in Note 1e.
31/12/2025 31/12/2024
Dewan Dewan Dewan Dewan
Direksi/ Komisaris/ Direksi/ Komisaris/
Board of Board of Board of Board of
Directors Commissioners Directors Commissioners
Imbalan kerja jangka pendek/
Short-term employee benefits 228,016 24,401 113,091 21,760
Imbalan kerja jangka panjang/
Long-term employee benefits 19,330 - 24,874 -
Jumlah/Total 247,346 24,401 137,965 21,760
% terhadap jumlah beban karyawan/
% of total employee costs 9.27% 0.91% 7.95% 1.25%
31. PERIKATAN 31. COMMITMENTS
a. Belanja modal a. Capital expenditure
Pada tanggal 31 Desember 2025, Grup As at 31 December 2025, the Group
memiliki komitmen atas sejumlah pembelian had commitments related to various
untuk perluasan jaringan dengan nilai purchases for network expansions
keseluruhan sebesar USD 882.080.520 atau totalling USD 882,080,520 or equivalent to
setara dengan Rp 14.803.075. Rp 14,803,075.
Informasi terkait pihak-pihak dengan komitmen Information relating to the parties with
atas pembelian belanja modal yang signifikan significant commitments regarding capital
dapat dilihat pada Catatan 32. expenditure can be seen in Note 32.
b. Transaksi sewa sebagai pesewa b. Lease transactions as a lessor
Grup telah menyetujui untuk menyewakan The Group agreed to lease part of its
sebagian dari menara telekomunikasi dan telecommunications towers and sites to the
lokasi di mana pihak-pihak berikut ini (lihat parties below (see Note 32) who are required
Catatan 32) diwajibkan untuk membayar biaya to pay the lease and maintenance fees in
sewa dan pemeliharaan di muka yang dicatat advance which are recorded as part of
sebagai bagian dari pendapatan tangguhan: deferred revenue:
Pihak dalam perjanjian/ Item yang disewa/ Periode perjanjian/
Counterparties Leased items Period of agreement
PT Profesional Telekomunikasi
Indonesia Tbk,
PT Centratama Menara
Indonesia,
PT Edotco Infrastruktur
Indonesia, dan lainnya/
and others Sewa tanah/Land rental Beragam/Various
Page 436
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/101 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
31. PERIKATAN (lanjutan) 31. COMMITMENTS (continued)
b. Transaksi sewa sebagai pesewa (lanjutan) b. Lease transactions as a lessor (continued)
Pihak dalam perjanjian/ Item yang disewa/ Periode perjanjian/
Counterparties Leased items Period of agreement
PT Indosat Tbk (dahulu/formerly
PT Hutchison 3 Indonesia),
PT Dayamitra Telekomunikasi,
PT Sampoerna Telekomunikasi
Indonesia, dan lainnya/
and others Sewa menara/Tower rental Beragam/Various
Jumlah penerimaan sewa di masa depan dalam The future aggregated lease income under
perjanjian sewa operasi yang tidak dapat non cancellable operating leases (excluding
dibatalkan (tidak termasuk pembayaran di masa the future payment for the lease to be
depan untuk sewa yang akan dihentikan) terminated) is as follows:
adalah sebagai berikut:
2025 2024
Kurang dari 1 tahun 1,229 2,461 Not later than 1 year
Antara 1 tahun dan 2 tahun 807 1,773 Between 1 year and 2 years
Antara 2 tahun dan 3 tahun 617 1,220 Between 2 years and 3 years
Antara 3 tahun dan 4 tahun 570 1,104 Between 3 years and 4 years
Antara 4 tahun dan 5 tahun 380 1,091 Between 4 years and 5 years
Lebih dari 5 tahun 626 2,209 More than 5 years
4,229 9,858
Penerimaan sewa dari kontrak sewa operasi di Lease income from lease contracts under
mana Grup adalah pesewa untuk tahun-tahun operating leases in which the Group acts as a
yang berakhir 31 Desember 2025 dan 2024 lessor forthe years ended 31 December 2025
adalah masing-masing sebesar Rp 13.528 dan and 2024 amounted to Rp 13,528 and
Rp 14.879. Rp 14,879, respectively.
Nilai buku aset tetap yang digunakan untuk The book value of fixed assets used both for
aktivitas operasional dan kontrak sewa operasi operating activities and lease contracts under
di mana Grup adalah pesewa adalah berikut: operating lease in which the Group act as a
lessor is as follows:
2025 2024
Harga perolehan: Cost:
Peralatan jaringan 9,399 9,399 Network equipment
Akumulasi penyusutan: Accumulated depreciation:
Peralatan jaringan (9,074) (8,915) Network equipment
325 484
Page 437
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/102 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
31. PERIKATAN (lanjutan) 31. COMMITMENTS (continued)
c. Transaksi sewa sebagai penyewa c. Lease transactions as a lessee
Berikut ini adalah pihak-pihak yang The following are counterparties of the Group’s
mengadakan perjanjian sewa dengan Grup: lease commitments:
Pihak dalam perjanjian/ Item yang disewa/ Periode perjanjian/
Counterparties Leased items Period of agreement
PT Kuningan Nusajaya Gedung perkantoran/Office building 1 Oktober/October 2017 –
31 Desember/December 2030
PT Princeton Digital Group Sewa rak server/Rack server rental 1 November 2019 –
Data Centres 31 Oktober/October 2029
Protelindo, CMI, Tower Bersama, STP, Sewa menara/Tower rental Beragam/Various
Dayamitra, Solusindo Kreasi Pratama
dan lainnya/and others
Moratel, IForte, PT Persada Sokka Tama, Sewa jaringan serat optik/ Beragam/Various
Alita, PT Mega Akses Persada, Fibre optic rental
Era Bangun dan lainnya/and others
Laporan posisi keuangan konsolidasian pada The consolidated statements of financial
tanggal 31 Desember 2025 dan 2024 position as at 31 December 2025 and 2024
menyajikan saldo-saldo berikut berkaitan show the following amounts related to leases:
dengan sewa:
2025 2024
Aset hak guna: Right-of-use assets:
- Tanah 206,822 225,169 Land -
- Bangunan 226,838 197,836 Buildings -
- Peralatan jaringan 31,186,433 28,032,485 Network equipment -
31,620,093 28,455,490
Liabilitas sewa: Lease liabilities:
- Jangka pendek 8,968,367 5,368,871 Current -
- Jangka panjang 30,196,820 28,225,767 Non-current -
39,165,187 33,594,638
Penambahan aset hak guna selama tahun- Additions to the right-of-use assets during the
tahun yang berakhir pada 31 Desember 2025 years ended 31 December 2025 and 2024
and 2024 adalah sebesar Rp 1.567.645 dan amounted to Rp 1,567,645 and Rp 2,797,240.
Rp 2.797.240.
Page 438
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/103 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
31. PERIKATAN (lanjutan) 31. COMMITMENTS (continued)
c. Transaksi sewa sebagai penyewa (lanjutan) c. Lease transactions as a lessee (continued)
Laporan laba rugi konsolidasian menyajikan The consolidated statements of profit or loss
saldo berikut berkaitan dengan sewa: show the following amounts related to leases:
2025 2024
Penyusutan aset Depreciation of
hak guna: Right-of-use assets:
- Tanah 71,111 77,485 Land -
- Bangunan 55,020 67,727 Buildings -
- Peralatan jaringan 6,312,451 4,957,054 Network equipment -
6,438,582 5,102,266
Beban bunga atas Interest expense
liabilitas sewa 2,492,025 2,215,731 on lease liabilities
Beban berkaitan
dengan sewa Expenses relating to
jangka pendek 248,050 22,254 short-term leases
Beban berkaitan
dengan aset Expenses relating to
bernilai rendah 27,798 7 low value assets
2,767,873 2,237,992
Jumlah pengeluaran kas untuk sewa selama The total cash outflow for leases for years
tahun-tahun yang berakhir pada tanggal ended 31 December 2025 and 2024 were
31 Desember 2025 dan 2024 masing-masing Rp 7,901,598 and Rp 6,992,630, respectively.
sebesar Rp 7.901.568 dan Rp 6.992.630.
Jumlah komitmen sewa untuk sewa jangka Total lease commitments from short-term
pendek yang dicatat sebagai beban dengan leases recognised as expenses on a straight-
dasar garis lurus pada tanggal line basis as at 31 December 2025 and 2024
31 Desember 2025 dan 2024 masing-masing are Rp 163,551 and Rp 15,118, respectively.
sebesar Rp 163.551 dan Rp 15.118.
d. Perikatan pembayaran tahunan d. Annual fee commitments
Sesuai dengan Keputusan Menteri Komunikasi In accodance with the decision letter of
dan Digital Nomor 143 tanggal 16 April 2025 Minister of Communication and Digital Affair
yang menyatakan persetujuan penggabungan No. 143 dated 16 April 2025 to approve the
usaha antara Perusahaan, Smartfren dan Smart merger transaction between the Company,
Telecom, Perusahaan memiliki kewajiban untuk Smartfren and Smart Telecom, Company is
membayar : obliged to pay :
a. Biaya hak penyelenggaraan telekomunikasi a. Annual telecommunications operating
tahunan; rights fee;
b. Biaya hak penggunaan (BHP) spektrum b. Annual radio frequency spectrum usage
frekuensi radio tahunan selama 10 tahun; rights fee (BHP) for 10 years; and
dan c. Annual universal service obligation
c. Kontribusi kewajiban pelayanan universal contribution.
tahunan.
Page 439
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/104 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
31. PERIKATAN (lanjutan) 31. COMMITMENTS (continued)
d. Perikatan pembayaran tahunan (lanjutan) d. Annual fee commitments (continued)
Kewajiban tersebut dilaksanakan sesuai These obligations are implemented in
dengan ketentuan Undang-Undang Nomor 36 accordance with the provisions of Law Number
Tahun 1999 tentang Telekomunikasi, Peraturan 36 of 1999 concerning Telecommunications,
Pemerintah No. 53 Tahun 2000 pasal 23 dan Government Regulation No. 53 of 2000 Article
Peraturan Pemerintah Nomor 43 Tahun 2023 23 and Government Regulation Number 43 of
tentang Jenis dan Tarif atas Penerimaan 2023 concerning Types and Tariffs of Non-Tax
Negara Bukan Pajak yang Berlaku pada State Revenue Applicable to the Ministry of
Kementerian Komunikasi dan Informatika, serta Communication and Information Technology,
Peraturan Menteri Kominfo Nomor 7 Tahun as well as Regulation of the Minister of
2021 tentang Penggunaan Spektrum Frekuensi Communication and Information Technology
Radio Pasal 20. Number 7 of 2021 concerning Use of Radio
Frequency Spectrum Article 20.
32. TARIF JASA DAN JARINGAN TELEKOMUNIKASI 32. TELECOMMUNICATION SERVICE AND
NETWORK TARIFFS
Berdasarkan UU No. 36/1999 dan Peraturan Under Law No. 36/1999 and Government
Pemerintah No. 52/2000, tarif jasa telekomunikasi Regulation No. 52/2000, tariffs for the use of
dan tarif jaringan telekomunikasi ditentukan oleh telecommunication services and network are
penyelenggara berdasarkan kategori tarif, struktur, determined by providers based on the categories of
dan dengan mengacu pada formula tarif jasa tariffs, structures, and with respect to fixed line
telekomunikasi tidak bergerak yang ditentukan oleh telecommunications services at a price formula set
Pemerintah. Kemudian peraturan ini digantikan by the Government. Furthermore, these regulations
dengan UU No. 11/2020 dan Peraturan Pemerintah were superseded by Law no. 11/2020 and
No. 46/2021 di mana menteri yang berwenang dapat Government Regulation No. 46/2021 where the
menetapkan tarif batas atas dan/atau tarif batas authorised minister is able to determine the upper
bawah. and/or lower tariff limits.
a. Tarif jasa telekomunikasi a. Telecommunication services tariff
Pada tanggal 7 April 2008, Menteri Komunikasi On 7 April 2008, the Minister of
dan Informatika menerbitkan Peraturan Menteri Communication and Information
No. 09/PER/M.KOMINFO/04/2008 tentang issued Minister Regulation
“Tata Cara Penetapan Tarif Jasa No. 09/PER/M.KOMINFO/04/2008 concerning
Telekomunikasi yang Disalurkan Melalui “The Procedures for Determination of Rate
Jaringan Bergerak Selular” yang kemudian (Tariff) of Telecommunication Services which
diubah dengan Peraturan Menteri No. 5 Tahun are Connected Through Mobile Cellular
2021 tentang “Penyelenggaraan Network” which was later amended by Minister
Telekomunikasi” memberikan pedoman untuk Decree No. 5 Year 2021 concerning
menentukan tarif jasa telekomunikasi dengan “Telecommunications Operations” which
formula yang terdiri dari unsur biaya elemen provides guidelines to determine
jaringan dan biaya aktivitas layanan retail. telecommunication services tariffs with a
formula consisting of network element cost
and retail services activity cost.
Page 440
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/105 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
32. TARIF JASA DAN JARINGAN TELEKOMUNIKASI 32. TELECOMMUNICATION SERVICE AND
(lanjutan) NETWORK TARIFFS (continued)
a. Tarif jasa telekomunikasi (lanjutan) a. Telecommunication services tariff
(continued)
Tarif jasa telekomunikasi terdiri dari: The telecommunication services tariffs consist
of the following:
- Tarif jasa teleponi dasar - Basic telephony services tariff
- Tarif jasa nilai tambah teleponi - Value added telephony services tariff
- Tarif jasa multimedia - Multimedia services tariff
Dengan struktur tarif sebagai berikut: With the following tariff structure as follows:
- Tarif aktivasi; - Activation fee;
- Tarif berlangganan bulanan; dan - Monthly charges; and
- Tarif penggunaan - Usage charges
Tarif jasa multimedia berupa tarif jasa The tariff for multimedia services is in the form
penyelenggaraan jasa multimedia berupa of tariffs for providing multimedia services,
termasuk namun tidak terbatas pada layanan including but not limited to internet services
akses internet (ISP) dan layanan gerbang akses provider (ISP) and network access point
internet (NAP). (NAP).
b. Tarif interkoneksi b. Interconnection tariff
Pada tanggal 28 Desember 2006, Grup dan On 28 December 2006, the Group and
penyelenggara jaringan menandatangani network operators amended interconnection
amendemen perjanjian interkoneksi untuk agreements for fixed and mobile networks
jaringan tetap dan bergerak, mengikuti under the Minister Regulation No.
Peraturan Menteri Komunikasi dan Informatika 08/PER/M.KOMINFO/02/2006, later updated
No. 08/PER/M.KOMINFO/02/2006, kemudian by Decree No. 5 Year 2021 on
diubah menjadi No. 5 Tahun 2021 tentang “Telecommunications Operations”.
“Penyelenggaraan Telekomunikasi”.
Pemerintah telah menetapkan acuan biaya The government has determined
interkoneksi pada tanggal 31 Desember 2010 interconnection cost reference as of
yang dinyatakan melalui Surat 31 December 2010 through the Letter from
Badan Regulasi Telekomunikasi Indonesia Indonesian Telecommunication Regulatory
No. 227/BRTI/XII/2010 tentang Implementasi Authority No. 227/BRTI/XII/2010 concerning
Interkoneksi tahun 2011. Untuk layanan Interconnection Implementation for 2011. For
telekomunikasi bergerak selular, acuan ini cellular mobile telecommunication services,
berlaku sejak tanggal 1 Januari 2011, this reference was effective from
sedangkan untuk layanan fixed wireless access, 1 January 2011, while for fixed wireless
acuan ini berlaku sejak tanggal 1 Juli 2011. access service, this reference was effective
from 1 July 2011.
Page 441
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/106 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
32. TARIF JASA DAN JARINGAN TELEKOMUNIKASI 32. TELECOMMUNICATION SERVICE AND
(lanjutan) NETWORK TARIFFS (continued)
b. Tarif interkoneksi (lanjutan) b. Interconnection tariff (continued)
Efektif tanggal 1 Juni 2012, seluruh Effective on 1 June 2012, all
penyelenggara jaringan mengimplementasikan telecommunication operators implemented the
interkoneksi SMS berbasis biaya yang mengacu cost-based SMS interconnection with
kepada Surat Badan Regulasi Telekomunikasi reference to Letter from the Indonesian
Indonesia No. 262/BRTI/XII/2011. Telecommunication Regulatory Authority
No. 262/BRTI/XII/2011.
Pada tanggal 30 Januari 2014, Pemerintah On 30 January 2014, the government
telah menetapkan acuan biaya interkoneksi determined interconnection cost reference
yang dinyatakan melalui Surat through the Letter from Ministry of
Kementerian Komunikasi dan Informatika Communication and Information and
Republik Indonesia dan Direktorat Jenderal Directorate General of Post and Information
Penyelenggaraan Pos dan Informatika no. 118/KOMINFO/DJPPI/PI.02.04/01/2014
No. 118/KOMINFO/DJPPI/PI.02.04/01/2014 concerning Interconnection Implementation for
tentang Implementasi Biaya Interkoneksi 2014. This reference was effective from
tahun 2014. Acuan ini berlaku sejak 1 February 2014 and can be evaluated by the
tanggal 1 Februari 2014 dan dapat dievaluasi Indonesian Telecommunication Regulatory
oleh Badan Regulasi Telekomunikasi Indonesia Authority annually.
setiap tahunnya.
c. Tarif sewa jaringan c. Leased line tariff
Berdasarkan Peraturan Menteri Komunikasi dan Based on the Minister of Communication and
Informatika No. 03/PER/M.KOMINFO/1/2007 Information regulations
tanggal 26 Januari 2007 tentang Sewa Jaringan No. 03/PER/M.KOMINFO/1/2007 dated
yang kemudian diubah dengan Peraturan 26 January 2007 concerning Lease Line which
Menteri No. 5 Tahun 2021 tentang was later amended by Minister Decree
Penyelenggaraan Telekomunikasi, Pemerintah No. 5 Year 2021, the Government regulates
mengatur bentuk, jenis, struktur tarif dan the form, type, tariff structure and the formula
formula tarif layanan untuk sewa jaringan. for determination of lease line services tariff.
d. Tarif jasa lainnya d. Other services tariff
Tarif sewa menara, sewa internet teleponi, The tariffs for tower rental, internet telephony
jelajah nasional dan jasa lainnya ditentukan services, national roaming and other services
oleh penyedia layanan dengan are determined by the service provider by
memperhitungkan berbagai pengeluaran dan taking into account the expenditure and market
harga pasar. Pemerintah hanya menetapkan price. The Government only determines the
formula tarif untuk layanan teleponi dasar. Tidak tariff formula for basic telephony services.
ada aturan untuk tarif atas jasa-jasa lainnya. There is no other ruling for other services.
Page 442
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/107 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
33. PERJANJIAN PENTING 33. SIGNIFICANT AGREEMENTS
Grup memiliki perjanjian pembelian, pemeliharaan The Group has existing purchases, maintenance
dan instalasi dengan sejumlah pihak, sebagai and installation agreements with the following
berikut: parties:
Jumlah nota
pembelian
Pihak-pihak dalam (12 bulan)/Total
dalam perjanjian/ Periode perjanjian/ Informasi penting/ purchase orders
Counterparties Period of agreement Significant information issued (12 months)
PT Huawei Tech 1 Januari 2008 sampai dengan nota pembelian Pemeliharaan berbagai Rp 13,205,046
Investment (“HTI”) terakhir atau diakhiri oleh salah satu pihak macam produk dan jasa/
sebelum jangka waktu kontrak berakhir./ Maintenance of various
1 January 2008 until the last purchase order, product and services
unless terminated earlier by either party.
PT Ericsson Indonesia COA untuk periode 10 Desember 2014 Pemasangan dan Rp 329,336
sampai dengan 31 Mei 2019, kecuali pemeliharaan peralatan
diakhiri oleh salah satu pihak sebelum jaringan telekomunikasi/
jangka waktu kontrak berakhir, installation & supply
sebagaimana telah diubah dengan maintenance services for
Supplemental Agreement yang berkaitan telecommunication
dengan COA tanggal 10 Juni 2019 tentang network equipment
perpanjangan jangka waktu COA mulai
1 Juni 2019 sampai dengan 1 april 2025./
Contract of Adherence (“COA”) for
10 December 2014 until 31 May 2019,
unless terminated earlier by either party,
which has been amended by Supplemental
Agreement relating to the COA dated
10 June 2019 related to the extension of
COA period from 1 June 2019 until
1 April 2025.
Amdocs Software Perjanjian ini dimulai sejak tanggal Perjanjian lisensi piranti USD 1,936,654
Solutions Limited 30 Juni 2019 untuk periode lima tahun, yang lunak dan jasa
Liability Company telah diperpanjang berdasarkan Amendemen pemeliharaan/Software
Pertama tanggal 30 Maret 2024 untuk jangka license and maintenance
waktu lima tahun berikutnya, yang berakhir agreement
pada 30 Juni 2029./
This agreement commenced from
30 June 2019 for a period of five years,
which has been extended by First
Amendment dated 30 March 2024 for a
subsequent period of five years, which
ended on 30 June 2029.
PT Application Solution Perjanjian Business Support System Perjanjian remote service/ Rp 416,877
Agreement ("BSSA") dimulai sejak tanggal Remote service
30 Juni 2019 untuk periode lima tahun, agreement
yang telah diperpanjang berdasarkan
Amendemen Pertama tanggal
30 Maret 2024 untuk jangka waktu lima
tahun berikutnya, yang berakhir pada
30 Juni 2029./
Business Support System Agreement
("BSSA") commenced from 30 June 2019
for a period of five years, which has been
extended by First Amendment dated
30 March 2024 for a subsequent period
of five years, which ended on 30 June 2029.
Page 443
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/108 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
33. PERJANJIAN PENTING (lanjutan) 33. SIGNIFICANT AGREEMENTS (continued)
Grup memiliki perjanjian pembelian, pemeliharaan The Group has existing purchases, maintenance
dan instalasi dengan sejumlah pihak, sebagai and installation agreements with the following
berikut: parties:
Jumlah nota
pembelian
Pihak-pihak dalam (12 bulan)/Total
dalam perjanjian/ Periode perjanjian/ Informasi penting/ purchase orders
Counterparties Period of agreement Significant information issued (12 months)
ZTE Corporation dan/and Perjanjian ini dimulai sejak tanggal Desain, pengadaan, instalasi, Rp 8,938,895
PT ZTE Indonesia 20 Desember 2014 hingga Para Pihak peningkatan (upgrade),
sepenuhnya membebaskan seluruh pengujian, integrasi,
kewajibannya berdasarkan Master commissioning, optimisasi,
Agreement-LTE, kecuali diakhiri lebih awal garansi, suku cadang dan
sesuai dengan ketentuan yang diatur dalam pemeliharaan jaringan LTE
Master Agreement-LTE./ dan LTE-A di Indonesia.
The agreement is valid from 20 December Design, supply, installation,
2014 until the Parties fully discharge their upgrading, testing,
Obligations under this Master Agreement-LTE, integration, commissioning,
unless earlier terminated in accordance with optimization, warranty,
the provisions stipulated in this Master spares and support of an
Agreement-LTE. LTE and LTE-A network
In Indonesia.
Grup juga menandatangani sejumlah perjanjian The Group also entered into various significant
penting lain, di antaranya: agreements, such as:
Pihak-akpiak dalam perjanjian/ Informasi penting/h
Counterparties Significant information h
Counterparties Significant informationhhPT Telekomunikasi Indonesia Tbk, -
Perjanjian interkoneksi tentang tarif, perhitungan hak dan kewajiban h
PT Telekomunikasi Selular, dari kedua pihak, penyelesaian, rekonsiliasi tagihan dan sanksi./
PT Indosat Tbk, Interconnection agreements regarding tariffs, rights and obligations of
dan pihak lainnya/and others the parties, settlements, reconciliation of billing and penalties.
Sejumlah mitra operator di luar negeri/ - Perjanjian jelajah internasional tentang pembebanan dan tarif,
Several international roaming partners penagihan dan pencatatan, jasa yang disediakan untuk pelanggan
jelajah internasional, kewajiban kedua pihak dan prosedur
penyelesaian./
International roaming agreement outlining charging and tariffs, billing
and accounting, services provided for roaming subscribers, obligations
of the parties and settlement procedures.
PT Indosat Tbk - Perjanjian tentang biaya sewa sirkit dan jangka waktu pembayaran,
Dan pihak lainnya/and others hak dan kewajiban dari kedua pihak, sanksi, restitusi dan prosedur
penghentian perjanjian./
Agreement of leased line costs and terms of payment, rights and
obligations of the parties, penalties, restitutions and termination
procedures.
Page 444
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/109 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
33. PERJANJIAN PENTING (lanjutan) 33. SIGNIFICANT AGREEMENTS (continued)
Grup juga menandatangani sejumlah perjanjian The Group also entered into various significant
penting lain, di antaranya: agreements, such as:
Pihak-pihak dalam perjanjian/ Informasi penting/
Counterparties Significant information
Sejumlah perusahaan penyedia menara/ - Perusahaan mengadakan perjanjian sewa menara dengan
Several tower provider companies beberapa perusahaan penyedia menara, di mana Perusahaan
menyewa sebagian ruang pada menara dan sebagian ruang pada
lahan dari perusahaan-perusahaan tersebut. Sebagai kompensasi,
Perusahaan akan membayar sewa dan jasa pemeliharaan secara
reguler selama masa sewa. Jangka waktu perjanjian tersebut berkisar
antara 5-10 tahun. Sehubungan dengan penggabungan usaha antara
Perusahaan dan AXIS, Perusahaan mendapatkan beberapa
perjanjian sewa menara, termasuk perjanjian penghentian dini untuk
sewa menara tertentu yang sebelumnya disewa oleh AXIS./
The Company entered into a tower lease agreement with several tower
provider companies in which the Company leases space on
telecommunication towers and sites from these companies. As
compensation, the Company will pay regular lease payments and
maintenance fees throughout the lease period. The agreements are
valid for 5-10 years. In relation to the merger between the Company
and AXIS, the Company obtained several tower lease agreements,
including early termination agreements for certain tower lease
previously leased by AXIS.
PT Huawei Tech Investment (“HTI”) - Pada tanggal 28 Maret 2019, Perusahaan menandatangani perjanjian
Network Managed Services dengan HTI untuk periode lima tahun yang
telah diperpanjang sampai dengan 31 Maret 2026 berdasarkan
Amendemen Pertama tanggal 23 September 2023. Perjanjian tersebut
meliputi jasa pengadaan, kegiatan operasional dan layanan jaringan,
termasuk pemeliharaan untuk Perusahaan. Perusahaan melakukan
pembayaran dimuka atas biaya jasa triwulan kepada HTI./ u On 28
March 2019, the Company entered into a Network Managed Services
Agreement with HTI for a period of five years which already extended
until 31 March 2026 based on First Amendment dated
23 September 2023. This agreement includes procurement, network
operations and services, as well as maintenance for the Company.
The Company paid the quarterly services fees to HTI in advance.
Sejumlah perusahaan penyedia menara/ - Perusahaan mengadakan perjanjian sewa jaringan serat optik dengan
Several tower provider companies sejumlah perusahaan penyedia serat optik. Perjanjian ini berlaku
sampai dengan berakhirnya jangka waktu pemanfaatan seluruh
jaringan serat optik yang disewakan yaitu selama sepuluh tahun sejak
pemanfaatan jaringan untuk lokasi yang disepakati./
The Company entered into fibre optic lease agreement with several
fibre optic provider companies. These agreements are valid until the
end of leased terms to utilise the fibre optics network for ten years,
respectively from the utilisation of the agreed spots.
Page 445
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/110 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
33. PERJANJIAN PENTING (lanjutan) 33. SIGNIFICANT AGREEMENTS (continued)
Pihak-pihak dalam perjanjian/ Informasi penting/
Counterparties Significant information
Protelindo - Pada tanggal 28 Maret 2016, Perusahaan menandatangani Perjanjian
Pembelian Aset (“APA”) dengan Protelindo di mana Perusahaan
bermaksud untuk menjual 2.500 menara telekomunikasi yang dimiliki
Perusahaan kepada Protelindo dan Protelindo setuju untuk
menyewakan kembali sebagian ruang pada 2.433 menara
telekomunikasi tersebut kepada Perusahaan. Terkait dengan APA, di
tanggal yang sama, Perusahaan juga menandatangani Perjanjian
Induk Sewa Menyewa Menara dengan Protelindo untuk periode
sepuluh tahun yang akan berlaku pada saat Tanggal Penutupan
transaksi penjualan menara tersebut. Pada tanggal 30 Juni 2016,
Perusahaan telah menyelesaikan transaksi tersebut dengan Protelindo
dan efektif menyewa sebagian ruang pada menara dan sebagian
ruang pada lahan atas menara tersebut. Dampak atas transaksi ini
dapat dilihat pada Catatan 8 dan 13.
On 28 March 2016, the Company signed Assets Purchase Agreement
("APA") with Protelindo in which the Company intended to sell 2,500
telecommunication towers owned by the Company to Protelindo and
Protelindo agreed to leaseback 2,433 specific tower spaces to the
Company. Related to APA, on the same date, the Company also
signed Master Tower Lease Agreement with Protelindo for ten year
period which will be effective on the Closing Date of the transaction of
tower sales. On 30 June 2016, the Company has completed the
transaction with Protelindo and effectively leased spaces on the
telecommunication towers and sites. The impact of this transaction can
be seen in Notes 8 and 13.
PT Axiata Digital Analytics Indonesia (”ADAI”) - Pada tanggal 29 Juni 2018, Perusahaan mengadakan perjanjian
kerjasama dengan PT Axiata Digital Analytics Indonesia (“ADAI”)
sehubungan dengan Bisnis Periklanan Mobile (M-Ads) yang diubah
pada tanggal 24 Maret 2022 dan terakhir diubah pada 10 June 2024.
Berdasarkan perjanjian pada tanggal 24 Maret 2022, ADAI akan
menyediakan jasa untuk mengelola bisnis M-Ads bersama-sama
dengan XL, di mana kedua belah pihak sepakat terhadap persyaratan
dan kondisi tertentu. Berdasarkan perubahan terakhir pada tanggal
10 Juni 2024, kedua belah pihak sepakat untuk mengubah Minimum
Revenue Commitment untuk tahun 2024. Perjanjian ini akan berakhir
pada tanggal 30 Juni 2026./
On 29 June 2018, the Company entered into a cooperation agreement
with PT Axiata Digital Analytics Indonesia (“ADAI”) which was
amended on 24 March 2022 and last amended on 21 March 2023 in
relation to Mobile Advertising (M-Ads) business. Under the agreement
dated 24 March 2022, ADAI provided services to manage M-Ads
business in cooperation with XL, where both parties agreed to certain
terms and conditions. Under the last amendment dated 10 June 2024,
the both parties are agreed to amend the Minimum Revenue
Commitment for 2024. This agreement will ended on 30 June 2026.ee
Page 446
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/111 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
e
33. PERJANJIAN PENTING (lanjutan) 33. SIGNIFICANT AGREEMENTS (continued)
Pihak-pihak dalam perjanjian/ Informasi penting/
Counterparties Significant information
Australia – Singapore Cable Opco Pty - Pada tanggal 8 Agustus 2018, Perusahaan dan Australia – Singapore
Cable Opco Pty Limited (“ASC”) menandatangani Master Service
Agreement (“MSA”) yang mengatur ketentuan mengenai penyediaan
layanan transmisi sirkit secara timbal balik melalui Sistem Komunikasi
Kabel Laut (“SKKL”) di mana Perusahaan akan menyediakan setengah
rangkaian layanan transmisi sirkit untuk sirkit Jakarta – Singapura dan
sirkit Jakarta – Perth. MSA ini berlaku selama yang mana lebih lama
antara 25 tahun dan umur ekonomis dari kabel laut yang ditentukan
oleh ASC kecuali diakhiri lebih awal berdasarkan perjanjian ini./
On 8 August 2018, the Company and Australia – Singapore Cable
Opco Pty Limited (“ASC”) entered into Master Service Agreement
(“MSA”) which sets out the terms of reciprocal supply of transmission
circuit to each other through Submarine Cable Communication System
(“SKKL”), whereby the Company will supply a half circuit services for
Jakarta – Singapore circuit and Jakarta – Perth circuit. This MSA will
valid until the later of the end of 25 years and the economic life of the
submarine cable which is determined by ASC unless terminated earlier
in accordance with the agreement.d dPT Edotco
Infrastruktur Indonesia (”Edotco”) - Pada tanggal 25
Februari 2022, Perusahaan menandatangani Perjanjian Pembelian
Aset (“APA”) dengan Edotco di mana Perusahaan bermaksud untuk
menjual 859 menara telekomunikasi yang dimiliki Perusahaan kepada
Edotco dan Edotco setuju untuk menyewakan kembali sebagian ruang
pada menara telekomunikasi tersebut kepada Perusahaan. Terkait
dengan APA, di tanggal yang sama, Perusahaan juga menandatangani
Perjanjian Induk Sewa Menyewa Menara dengan Edotco untuk periode
dua belas tahun./d On 25 February 2022, the
Company signed Assets Purchase Agreement ("APA") with Edotco in
which the Company intended to sell 859 telecommunication towers
owned by the Company to Edotco and Edotco agreed to leaseback
specific tower spaces to the Company. Related to APA, on the same
date, the Company also signed Master Tower Lease Agreement with
Edotco for a twelve years period. ddPT Application Solution -
Business Support System Agreement ("BSSA") terkait dengan
pengelolaan perangkat lunak dan telah ditandatangani Perusahaan
pada tanggal 30 Juni 2019 untuk periode lima tahun yang diperpanjang
berdasarkan Amendemen Pertama tanggal
30 Maret 2024 untuk jangka waktu lima tahun berikutnya, yang
berakhir pada 30 Juni 2029. Perjanjian tersebut meliputi desain sistem,
implementasi, konfigurasi dan penggantian maupun peningkatan atas
sistem penagihan dan manajemen pelanggan./
The Business Support System Agreement ("BSSA") related to the
management of software has been signed by the Company on
30 June 2019 for a period of five years which has been extended by
First Amendmend dated 30 March 2024 for a subsequent period of five
years, which ended on 30 June 2029. The agreement covers system
design, implementation, configuration, and replacement or
enhancement for billing and customer management system operation.
Page 447
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/112 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
33. PERJANJIAN PENTING (lanjutan) 33. SIGNIFICANT AGREEMENTS (continued)
Pihak-pihak dalam perjanjian/ Informasi penting/
Counterparties Significant information
Edge Network Services Limited dan/and - Pada tanggal 1 April 2020, Perusahaan, Edge Network Services
Google Singapore Pte Ltd Limited (“Edge”),dan Google Singapore Pte Ltd (“Google”)
menandatangani Landing Service Agreement for Echo Cable System
(LSA) yang mengatur ketentuan mengenai kerjasama penyediaan
layanan kolokasi dan fasilitas pendukung pembangunan Sistem
Komunikasi Kabel Laut Singapore – Eureka (“SKKL”) di mana
Perusahaan akan menyediakan dan mengoperasikan Terminal Station
dan fasilitas pendukung lainnya yang diperlukan untuk kebutuhan
SKKL. LSA berlaku selama umur ekonomis dari kabel laut yang
ditentukan oleh Edge dan Google, dengan komitmen jangka waktu
minimum selama sepuluh tahun./
On 1 April 2020, the Company, Edge Network Services Limited, and
Google Singapore Pte Ltd entered into Landing Service Agreement for
Echo Cable System (LSA) which sets out the terms of cooperation on
the provision of colocation and supporting facilities service for
Singapore – Eureka Submarine Cable System (“Cable System”)
whereby the Company will provide and operated Terminal Station and
supporting facilities required for the Cable System. The LSA will be
valid until the end of the economic life of the submarine cable which is
determined by Edge and Google with minimum period commitment of
ten years. PT Link Net Tbk - Pada tanggal 28 Juni 2023,
Perusahaan menandatangani Perjanjian sewa Fiber to the Home
(”FTTH”) dengan PT Link Net Tbk untuk satu juta Home Pass yang
akan dibangun, dikembangkan, dioperasikan dan dikelola oleh PT Link
Net Tbk untuk Perusahaan, yang digunakan oleh pelanggan XL untuk
periode dua tahun enam bulan. Pada tanggal 4 Desember 2024,
Perusahaan dan PT Link Net Tbk menandatangani perjanjian baru
untuk dua juta Home Pass dengan perubahan ketentuan penggunaan
eksklusif oleh pelanggan XL menjadi hanya untuk periode satu tahun./
On 28 June 2023, the Company signed Lease
Agreement of Fiber to the Home (“FTTH”) with PT Link Net Tbk for one
million Home Passes which will be built, developed, operated and
maintained by PT Link Net Tbk for the Company, that will used by XL’s
customers for two years and six months period. On 4 December 2024,
the Company and PT Link Net Tbk signed an amendment to the
agreement for one million Home Passes and signed a new agreement
for two million Home Passes with a change in the terms of exclusive
use by XL’s customers to only one year period.
Page 448
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/113 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
33. PERJANJIAN PENTING (lanjutan) 33. SIGNIFICANT AGREEMENTS (continued)
Pihak-pihak dalam perjanjian/ Informasi penting/
Counterparties Significant information
PT Link Net Tbk (lanjutan/continued) - Pada tanggal 22 Mei 2024, Perusahaan menandatangani Perjanjian
Pengalihan Usaha (”BTA”) dengan PT Link Net Tbk untuk
mengakuisisi hak dan kepentingan segmen B2C PT Link Net Tbk
yang melayani pelanggan residensial. Harga pembelian ditetapkan
sebesar Rp 1.875.000 bergantung pada terpenuhinya syarat-syarat
tertentu. Pada tanggal yang sama, kedua belah pihak juga
menandatangani MSA. Berdasarkan MSA, PT Link Net Tbk akan
memasang, mengintegrasikan dan menyewakan jaringan Hybrid
Fiber-Coaxial (”HFC”)/FTTH kepada Perusahaan, dan menyediakan
layanan terkait untuk jangka waktu 10 tahun, dengan opsi
perpanjangan 5 tahun tambahan berdasarkan kesepakatan bersama.
Pelaksanaan transaksi yang diatur dalam MSA bergantung pada
penyelesaian BTA. Pengalihan ini akan efektif sejak 27 September
2024, setelah terpenuhinya beberapa syarat dan ketentuan tertentu./
On 22 May 2024, the Company entered into a Business Transfer
Agreement (“BTA”) with PT Link Net Tbk to acquire all rights and interests
PT Link Net Tbk’s B2C segment, which serves residential customers. The
purchase price is set at Rp 1,875,000 contingent upon the fulfillment of
certain conditions. On the same date, both parties also signed MSA.
Under the MSA, PT Link Net Tbk will install, integrate and lease the
Hybrid Fiber-Coaxial (”HFC”)/FTTH network to the Company and provide
related services for a period of 10 years, with an option to extend for an
additional 5 years, subject to mutual agreement. The execution of
transactions outlined in the MSA is contingent upon the completion of the
BTA. The transfer will be effective from 27 September 2024, upon the
fulfillment of certain conditions precedent.
- Pada tanggal 24 September 2024, Perusahaan menandatangani
Perjanjian Layanan Transisi (“TSA”) dengan PT Link Net Tbk untuk
memfasilitasi pengoperasian ServeCo yang tidak terganggu setelah
BTA berlaku efektif dan selama transisi dan migrasi ServeCo dari PT
Link Net Tbk ke Perusahaan. Kecuali untuk layanan jaringan (Uplink),
TSA berlaku selama 12 bulan kecuali diakhiri lebih awal dan akan
diperpanjang secara otomatis selama tiga bulan kecuali Perusahaan
memberitahukan kepada PT Link Net Tbk sebelumnya. Pada tanggal
yang sama, kedua belah pihak juga menandatangani Perjanjian Jual
Kembali Konten (“CRA”). CRA mengatur bahwa Perusahaan akan
menjual kembali layanan konten PT Link Net Tbk kepada pelanggan
Perusahaan. PT Link Net Tbk berhak untuk mengakui keseluruhan
pendapatan atas penjualan konten dan Perusahaan mengakui
pendapatan sebesar margin tertentu, sesuai dengan ketentuan yang
telah diatur dalam CRA. TSA dan CRA telah berlaku efektif sejak
penyelesaian BTA pada tanggal 27 September 2024./
On 24 September 2024, the Company entered into a Transitional
Services Agreement (“TSA”) with PT Link Net Tbk to facilitate the
uninterrupted operation of ServeCo after the BTA becomes effective
and during the transition and migration of ServeCo from PT Link Net
Tbk to the Company. Except for Network (Uplink) services, the TSA is
valid for 12 months unless terminated earlier and it will be automatically
extended for three months unless the Company notifies PT Link Net Tbk
in advance. On the same date, both parties also entered into a Content
Reseller Agreement (“CRA”). The CRA stipulates that the Company will
resell PT Link Net Tbk’s content services to the Company’s customers.
PT Link Net Tbk is eligible to record full revenue from the sale of content
and the Company recognises the revenue at certain margin, as
stipulated in the CRA. The TSA and CRA have been effective since the
completion of the BTA on 27 September 2024.
Page 449
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/114 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
33. PERJANJIAN PENTING (lanjutan) 33. SIGNIFICANT AGREEMENTS (continued)
Pihak-pihak dalam perjanjian/ Informasi penting/
Counterparties Significant information
PT Link Net Tbk (lanjutan/continued) - Pada tanggal 8 Januari 2026, Perusahaan menandatangani Perjanjian
Penyelesaian dengan PT Link Net Tbk, di mana kedua belah pihak
mencapai kesepakatan atas jumlah net-off terutang yang wajib
dibayarkan oleh PT Link Net Tbk kepada Perusahaan beserta
mekanisme pembayarannya di masa depan/
- On 8 January 2026, the Company entered into a Settlement
Agreement with PT Link Net Tbk, under which both parties agreed on
the net-off payable amount to be settled by PT Link Net Tbk to the
Company along with the mechanism for its future payment.
NEC Corporation dan/and PT NEC Indonesia - Pada tanggal 28 Maret 2024, Perusahaan menandatangani Perjanjian
Penyediaan Jakarta Branch dengan NEC Corporation (“NEC”) dan PT
NEC Indonesia (“NEC Indonesia”), di mana Perusahaan sepakat
untuk menunjuk NEC dan NEC Indonesia melaksanakan pekerjaan
yang terkait untuk penyediaan material dan instalasi Jakarta Branch.
The Jakarta Branch merupakan implementasi komitmen Perusahaan
untuk berkontribusi dalam pembangunan Echo Cable System dengan
Edge Network Service Limited dan Google Pte Ltd berdasarkan
Landing Cooperation Agreement (“LCA”) yang telah ditandatangani
oleh Perusahaan dan Edge Network Service Limited dan Google Pte
Ltd di bulan April 2020./
On 27 March 2024, the Company entered into Supply Contract for
Jakarta Branch with NEC Corporation (“NEC”) and PT NEC Indonesia
(“NEC Indonesia”), where the Company agree to appoint NEC and
NEC Indonesia to perform any works related to material supply and
installation of Jakarta Branch. The Jakarta Branch is implementation
of the Company’s commitment to contribute in the development of
Echo Cable System with Edge Network Service Limited and Google
Pte Ltd based on Landing Cooperation Agreement (“LCA”) that has
been entered into by the Company and Edge Network Service Limited
and Google Pte Ltd in April 2020.hhGoogle Pte Ltd, Jumla Network
Asia Pte Ltd, - Pada tanggal 27 Maret 2024,
Perusahaan dan Google Pte Ltd telah h TPN SG Asset Hold Co
Pte Ltd menandatangani Right To Use (“RTU”) and
Bandwidth Service Exhibit dan RTU Order Form, yang merupakan
bagian dari Master Services Agreement yang telah ditandatangani
sebelumnya oleh Perusahaan dan Google Singapore Pte. Ltd.
Perusahaan juga menandatangani perjanjian kerja sama dengan
Jumla Network Asia Pte Ltd dan TPN SG Asset Hold Co Pte Ltd
masing-masing pada tanggal 28 Maret 2024 dan 30 Maret 2024.
Berdasarkan perjanjian-perjanjian tersebut, Perusahaan sepakat
untuk menyewakan kabel dalam bentuk Dark Fiber yang terletak di
Jakarta Branch kepada para penyewa, termasuk perangkat terminasi
dan fasilitas umum cabang (“Common Branch Facilities”) selama 10
tahun masa sewa dengan perpanjangan otomatis untuk setiap 12
bulan berikut nya secara terus-menerus sampai dengan diakhiri
sesuai dengan ketentuan Perjanjian./
On 27 March 2024, the Company and Google Pte Ltd entered into
RTU and Bandwidth Service Exhibit and RTU Order Form, which
integral part of Master Services Agreement that has been entered into
by the Company and Google Pte Ltd on 6 September 2019. The
Company also entered into cooperation agreements with Jumla
Network Asia Pte Ltd and TPN SG Asset Hold Co Pte Ltd respectively
on 28 March 2024 and 30 March 2024. Under the agreements, the
Company agree to lease Dark Fiber in the Jakarta Branch to the
lessees, including termination equipment and common branch facilities
with a 10-year rental period with automatic extension for every
subsequent 12 months continuously until terminated in accordance
with the terms of the agreement.
Page 450
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/115 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
34. ASET DAN LIABILITAS MONETER DALAM MATA 34. MONETARY ASSETS AND LIABILITIES
UANG ASING DENOMINATED IN FOREIGN CURRENCIES
2025
Setara
dengan
Rupiah/
Equivalent to
USD EUR MYR Rupiah
Aset Assets
Kas dan setara kas 7,899,107 - - 132,563 Cash and cash equivalents
Piutang usaha 12,606,854 - - 211,568 Trade receivables
Piutang lain-lain 1,082,968 - 2,900 18,186 Other receivables
Aset lain-lain 3,281,361 - - 55,068 Other assets
Jumlah aset moneter 24,870,290 - 2,900 417,385 Total monetary assets
Liabilitas Liabilities
Utang usaha (67,119,846) (72,933) (53,780) (1,128,069) Trade payables
Beban yang masih
harus dibayar (219,762) - - (3,688) Accrued expenses
Jumlah liabilitas Total monetary
moneter (67,339,608) (72,933) (53,780) (1,131,757) liabilities
Liabilitas moneter Net monetary
bersih (42,469,318) (72,933) (50,880) (714,372) liabilities
2024
Setara
dengan
Rupiah/
Equivalent to
USD EUR MYR Rupiah
Aset Assets
Kas dan setara kas 9,028,889 - - 145,925 Cash and cash equivalents
Piutang usaha 10,994,891 - - 177,699 Trade receivables
Piutang lain-lain 33,865 - - 547 Other receivables
Aset lain-lain 3,316,241 - - 53,597 Other assets
Jumlah aset moneter 23,373,886 - - 377,768 Total monetary assets
Liabilitas Liabilities
Utang usaha (33,283,300) (93,988) (49,717) (539,688) Trade payables
Jumlah liabilitas Total monetary
moneter (33,283,300) (93,988) (49,717) (539,688) liabilities
Liabilitas moneter Net monetary
bersih (9,909,414) (93,988) (49,717) (161,920) liabilities
Page 451
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/116 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
34. ASET DAN LIABILITAS MONETER DALAM MATA 34. MONETARY ASSETS AND LIABILITIES
UANG ASING (lanjutan) DENOMINATED IN FOREIGN CURRENCIES
(continued)
Karena pendapatan utama Grup dalam mata uang Since the Group’s revenues are mainly
Rupiah sedangkan belanja modal utama Grup denominated in Rupiah and the Group’s capital
dalam mata uang Dolar Amerika Serikat, Grup expenditure is mainly denominated in US Dollars,
terutama rentan terhadap pergerakan kurs mata the Group is mainly exposed to fluctuations in
uang asing yang akan timbul terutama dari utang foreign exchange rates resulting mainly from its
usaha Grup dalam mata uang Dolar Amerika trade payables denominated in US Dollars.
Serikat.
Aset dan liabilitas moneter Grup pada tanggal The Group’s monetary assets and liabilities on
31 Desember 2025 dilaporkan dalam mata uang 31 December 2025 were reported in Rupiah using
Rupiah dengan menggunakan kurs the exchange rates USD 1 = Rp 16,782 (full
USD 1 = Rp 16.782 (nilai Rupiah penuh) dan amount Rupiah) and MYR 1 = Rp 4,144 (full
MYR 1 = Rp 4.144 (nilai Rupiah penuh). Sejak amount Rupiah). Since 31 December 2025, those
tanggal 31 Desember 2025, kurs tersebut telah rates were changed to USD 1 = Rp 16,799 (full
berubah menjadi kurs USD 1 = Rp 16.799 (nilai amount Rupiah), and MYR 1 = Rp 4,277 (full
Rupiah penuh) dan MYR 1 = Rp 4.277 (nilai Rupiah amount Rupiah) on 11 February 2026. If the Group
penuh) pada tanggal 11 Februari 2026. Apabila reports monetary assets and liabilities in foreign
Grup melaporkan semua aset dan liabilitas moneter currency as at 31 December 2025 using these
dalam mata uang asing pada tanggal rates, the unrealised foreign exchange loss will
31 Desember 2025 dengan menggunakan kurs-kurs decrease in the amount of Rp 747. In the future,
ini, maka kerugian selisih kurs yang belum the rates might fluctuate, and Rupiah might
direalisasi akan menurun sejumlah Rp 747. Pada depreciate or appreciate significantly compared to
masa mendatang, kurs mungkin berfluktuasi, dan other currencies.
mata uang Rupiah mungkin mengalami depresiasi
atau apresiasi secara signifikan terhadap mata uang
lainnya.
35. SEGMEN OPERASI 35. OPERATING SEGMENT
Pembuat keputusan operasional adalah Dewan The chief operating decision-maker is the Board of
Direksi. Direksi melakukan penelaahan terhadap Directors. The Board reviews the Company’s
pelaporan internal Perusahaan untuk menilai kinerja internal reporting in order to assess performance
dan mengalokasikan sumber daya. Manajemen and allocate resources. Management has
menentukan operasi segmen berdasarkan laporan determined the operating segment based on these
ini. Direksi mempertimbangkan bisnis dari sudut reports. The Board considers the business from the
pandang imbal hasil dari modal yang diinvestasikan. return of invested capital perspective.
Pada tanggal 31 Desember 2025, Grup As at 31 December 2025, the Group operates and
mengoperasikan dan mengelola bisnis dalam dua manages the business in two segments: one that
segmen yaitu segmen yang menyediakan jasa GSM provides GSM mobile and telecommunications
mobile dan jaringan telekomunikasi dan segmen networks and one that provides managed and
yang menyediakan managed service dan jasa information technology services to customers. The
teknologi informasi kepada para pelanggan. operating segments are managed separately
Segmen usaha dikelola secara terpisah karena because each offers different services/products
masing-masing menawarkan jasa/produk yang and serves different markets. The Group mainly
berbeda dan melayani pasar yang berbeda. Grup operates in one geographical area, so no
terutama beroperasi dalam satu wilayah geografis, geographical information on segments is
oleh karena itu informasi segmen geografis tidak presented.
disajikan.
Page 452
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/117 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
35. SEGMEN OPERASI (lanjutan) 35. OPERATING SEGMENT (continued)
Rincian informasi segmen adalah sebagai berikut: The detailed segment information is presented
below:
Jasa GSM Managed service
mobile dan dan jasa
jaringan teknologi
telekomunikasi/ informasi/
GSM mobile Managed Jumlah
and and sebelum
telecommunication information eliminasi/Total
network technology before Eliminasi/ Konsolidasian/
services services eliminations Eliminations Consolidated
Tahun yang berakhir pada Year ended
31 Desember 2025 31 December 2025
Pendapatan 41,979,532 529,446 42,508,978 (63,018) 42,445,960 Revenue
Beban penyusutan (17,534,469) (51,069) (17,585,538) - (17,585,538) Depreciation expenses
Beban infrastruktur (12,309,490) (24,878) (12,334,368) 6,976 (12,327,392) Infrastructure expenses
Beban interkoneksi dan Interconnection and
beban langsung lainnya (4,708,926) (256,684) (4,965,610) 56,042 (4,909,568) other direct expenses
Beban gaji dan Salaries and employee
kesejahteraan karyawan (4,172,747) (113,619) (4,286,366) - (4,286,366) benefit expense
Beban penjualan dan Sales and marketing
pemasaran (2,289,084) (10,653) (2,299,737) - (2,299,737) expenses
Beban umum dan General and
administrasi (824,979) (17,020) (841,999) - (841,999) administrative expenses
Beban amortisasi (409,488) (19,033) (428,521) - (428,521) Amortisation expense
Keuntungan/(kerugian) Foreign exchange
selisih kurs - bersih 8,670 29 8,699 - 8,699 gain/(loss) - net
Keuntungan dari penjualan Gain from tower
dan sewa-balik menara 141,227 - 141,227 - 141,227 sale and leaseback
Lain-lain (1,047,004) (8,555) (1,055,559) - (1,055,559) Others
Biaya keuangan (4,003,891) (11,770) (4,015,661) - (4,015,661) Finance cost
Penghasilan keuangan 97,585 275 97,860 - 97,860 Finance income
Bagian atas (rugi)/laba Share of (loss)/profit
bersih dari entitas asosiasi (195,239) - (195,239) (10,937) (206,176) from associates
Beban pajak penghasilan 858,826 (10,157) 848,669 - 848,669 Income tax expense
Laba tahun berjalan (4,409,477) 6,312 (4,403,165) (10,937) (4,414,102) Profit for the year
Pada tanggal
31 Desember 2025 As at 31 December 2025
Informasi lain-lain Other information
Aset segmen 114,859,169 461,806 115,320,975 (2,537) 115,318,438 Segment assets
Jumlah aset 114,859,169 461,806 115,320,975 (2,537) 115,318,438 Total assets
Liabilitas segmen 84,994,418 317,849 85,312,267 (2,537) 85,309,730 Segment liabilities
Jumlah liabilitas 84,994,418 317,849 85,312,267 (2,537) 85,309,730 Total liabilities
Page 453
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/118 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
35. SEGMEN OPERASI (lanjutan) 35. OPERATING SEGMENT (continued)
Rincian informasi segmen adalah sebagai berikut: The detailed segment information is presented
(lanjutan) below: (continued)
Jasa GSM Managed service
mobile dan dan jasa
jaringan teknologi
telekomunikasi/ informasi/
GSM mobile Managed Jumlah
and and sebelum
telecommunication information eliminasi/Total
network technology before Eliminasi/ Konsolidasian/
services services eliminations Eliminations Consolidated
Tahun yang berakhir pada Year ended
31 Desember 2024 31 December 2024
Pendapatan 33,674,584 775,189 34,449,773 (58,176) 34,391,597 Revenue
Beban penyusutan (12,029,466) (44,869) (12,074,335) - (12,074,335) Depreciation expenses
Beban infrastruktur (8,912,773) (29,550) (8,942,323) - (8,942,323) Infrastructure expenses
Beban interkoneksi dan Interconnection and
beban langsung lainnya (2,867,335) (475,021) (3,342,356) 58,176 (3,284,180) other direct expenses
Beban penjualan dan Sales and marketing
pemasaran (2,080,624) (13,568) (2,094,192) - (2,094,192) expenses
Beban gaji dan Salaries and employee
kesejahteraan karyawan (1,628,488) (107,586) (1,736,074) - (1,736,074) benefit expense
Beban umum dan General and
administrasi (439,729) (15,261) (454,990) - (454,990) administrative expenses
Beban amortisasi (201,795) (15,133) (216,928) - (216,928) Amortisation expense
(Kerugian)/keuntungan Foreign exchange
selisih kurs - bersih (16,771) 445 (16,326) - (16,326) gain/(loss) - net
Keuntungan dari penjualan Gain from tower
dan sewa-balik menara 415,641 415,641 - 415,641 sale and leaseback
Lain-lain (244,151) 25,348 (218,803) (11,487) (230,290) Others
Biaya keuangan (3,104,381) (8,421) (3,112,802) - (3,112,802) Finance cost
Penghasilan keuangan 79,943 313 80,256 - 80,256 Finance income
Bagian atas (rugi)/laba Share of (loss)/profit
bersih dari entitas asosiasi (268,047) - (268,047) (29,782) (297,829) from associates
Beban pajak penghasilan (564,400) (15,194) (579,594) - (579,594) Income tax expense
Laba tahun berjalan 1,812,208 76,692 1,888,900 (41,269) 1,847,631 Profit for the year
Pada tanggal
31 Desember 2024 As at 31 December 2024
Informasi lain-lain Other information
Aset segmen 85,692,185 530,295 86,222,480 (43,915) 86,178,565 Segment assets
Jumlah aset 85,692,185 530,295 86,222,480 (43,915) 86,178,565 Total assets
Liabilitas segmen 59,611,528 358,798 59,970,326 (14,133) 59,956,193 Segment liabilities
Jumlah liabilitas 59,611,528 358,798 59,970,326 (14,133) 59,956,193 Total liabilities
Lihat Catatan 2d dan 24 untuk keterangan dari Refer to Notes 2d and 24 for the description of the
masing-masing tipe produk dan jasa dalam setiap types of products and services under each
pelaporan segmen. reporting segment.
Manajemen memonitor hasil dari kegiatan bisnis Management monitors the operating results of its
unitnya secara terpisah dengan tujuan untuk business units separately for the purpose of
mengambil keputusan mengenai alokasi atas making decisions about resource allocation and
sumber yang tersedia dan penilaian atas performa. performance assessment. Segment performance is
Performa segmen dievaluasi berdasarkan evaluated based on operating profit or loss which,
keuntungan atau kerugian operasi atas hal-hal in certain respects as explained in the table below,
tertentu seperti yang dijelaskan pada tabel di bawah is measured differently from operating profit or loss
diukur secara berbeda dari keuntungan atau in the consolidated financial statements. The
kerugian operasi dalam laporan keuangan Group’s financing (including financing cost and
konsolidasian. Pembiayaan (termasuk biaya dan finance income) and income taxes are not
penghasilan keuangan) dan pajak penghasilan Grup managed on the segment level and therefore are
tidak dikelola pada tingkatan segmen sehingga tidak not allocated to operating segments.
dialokasikan pada segmen usaha.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
36. MANAJEMEN RISIKO KEUANGAN 36. FINANCIAL RISK MANAGEMENT
Aktivitas Grup mengandung berbagai macam risiko The Group’s activities expose it to a variety of
keuangan yaitu: risiko pasar (termasuk risiko nilai financial risks: market risk (including foreign
tukar mata uang asing dan risiko tingkat suku exchange risk and interest rate risk), credit risk and
bunga), risiko kredit dan risiko likuiditas. Secara liquidity risk. The Group’s overall financial risk
keseluruhan, program manajemen risiko keuangan management programme focuses on the
Grup berfokus pada ketidakpastian pasar keuangan unpredictability of financial markets and seeks to
dan untuk meminimalisasi potensi kerugian yang minimise its potential adverse effects on the
berdampak buruk pada kinerja keuangan Grup. financial performance of the Group.
Fungsi manajemen risiko keuangan dijalankan oleh Financial risk management is carried out by a
bagian treasury di bawah kebijakan-kebijakan yang treasury department under policies approved by
disetujui oleh Dewan Direksi. Bagian treasury the Board of Directors. The treasury department
mengidentifikasi, mengevaluasi dan melakukan identifies, evaluates and hedges financial risks if
aktivitas lindung nilai terhadap risiko-risiko considered necessary.
keuangan, jika dianggap diperlukan.
Faktor risiko keuangan Financial risk factors
(i) Risiko pasar (i) Market risk
Risiko nilai tukar mata uang asing Foreign exchange risk
Perubahan nilai tukar telah dan diperkirakan Changes in exchange rates have affected and
akan terus, memberikan pengaruh terhadap may continue to affect the Group’s results of
hasil usaha dan arus kas Grup. Beberapa operations and cash flows. Some of the
belanja modal Grup adalah dan diperkirakan Group’s capital expenditure is, and is expected
akan terus, didenominasi dengan mata uang to continue to be, denominated in US Dollars.
Dolar Amerika Serikat. Sebagian besar Most of the Group’s revenues are denominated
pendapatan Grup adalah dalam mata uang in Rupiah.
Rupiah.
Pada tanggal 31 Desember 2025 dan 2024, As at 31 December 2025 and 2024 if the
jika Rupiah melemah/menguat 5% terhadap Rupiah had weakened/strengthened by 5%
mata uang asing dengan seluruh variabel lain against the foreign currency with all other
tetap, maka rugi/laba periode berjalan akan variables held constant, the loss/profit for the
berkurang/bertambah masing-masing sebesar period would have been lower/higher by
Rp 35.717 dan Rp 8.096 terutama yang timbul Rp 35,717 and Rp 8,096, respectively, mainly
sebagai akibat kerugian/keuntungan selisih as a result of foreign exchange losses/gain on
kurs atas penjabaran aset dan liabilitas translation of monetary assets and liabilities
moneter dalam mata uang asing. denominated in foreign currency.
Risiko tingkat suku bunga Interest rate risk
Grup menghadapi risiko tingkat suku bunga The Group is exposed to interest rate risk
yang disebabkan oleh perubahan tingkat suku through the impact of rate changes on interest-
bunga pinjaman yang dikenakan bunga. Suku bearing liabilities. Interest rate for short and
bunga atas pinjaman jangka pendek dan long-term borrowing can fluctuate over the
jangka panjang dapat berfluktuasi sepanjang borrowing period. The treasury policy sets the
periode pinjaman. Kebijakan keuangan guideline that the interest rate exposure shall
memberikan panduan bahwa eksposur tingkat be identified and minimised promptly. n
bunga harus diidentifikasi dan diminimalisasi
secara tepat waktu.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
36. MANAJEMEN RISIKO KEUANGAN (lanjutan) 36. FINANCIAL RISK MANAGEMENT (continued)
Faktor risiko keuangan (lanjutan) Financial risk factors (continued)
(i) Risiko pasar (lanjutan) (i) Market risk (continued)
Risiko tingkat suku bunga (lanjutan) Interest rate risk (continued)
Untuk mengukur risiko pasar atas pergerakan To measure the market risk of interest rate
suku bunga, Grup melakukan analisa marjin fluctuation, the Group primarily uses interest
dan pergerakan suku bunga, dan jika diperlukan margin and spread analysis, and if considered
melakukan transaksi kontrak swap tingkat suku necessary enters into interest rate swap
bunga. contracts.
Pada tanggal 31 Desember 2025 dan 2024, jika As at 31 December 2025 and 2024, if the
suku bunga lebih tinggi 50 basis poin dengan interest rates had been 50 basis points higher
semua variabel lain tetap, maka rugi with all variables held constant, loss for the
periode/tahun berjalan akan bertamba masing- period/year would have been higher by
masing sebesar Rp 40.632 dan Rp 14.373, Rp 40,632 and Rp 14,373, respectively, mainly
terutama yang timbul sebagai akibat beban as a result of higher interest expense on
bunga yang lebih tinggi atas pinjaman dengan floating rate loans.
suku bunga mengambang.
(ii) Risiko kredit (ii) Credit risk
Profil pinjaman jangka panjang Grup adalah The Group long-term loans profile is as
sebagai berikut: follows:
2025 2024
Pinjaman jangka panjang
dengan tingkat suku Floating interest rates
bunga mengambang 21,480,871 8,846,978 long-term loans
21,480,871 8,846,978
Grup memiliki risiko kredit yang terutama The Group is exposed to credit risk primarily
berasal dari kas pada bank, deposito berjangka from cash in banks, time deposits, trade
piutang usaha, piutang lain-lain dan aset lain- receivables, other receivables and other
lain - investasi bersih dalam sewa pembiayaan. assets - net investment in finance lease.
Kualitas kredit aset keuangan Credit quality of financial assets
Grup mengelola risiko kredit yang terkait The Group manages credit risk exposed from
dengan simpanan di bank dan piutang derivatif its deposits with banks and derivatives
dengan memonitor reputasi, peringkat kredit receivables by monitoring reputations and,
dan membatasi risiko agregat dari masing- credit ratings and limiting the aggregate risk to
masing pihak dalam kontrak. Untuk bank, hanya any individual counterparty. For banks, only
pihak-pihak independen dengan predikat baik independent parties with a good rating are
yang diterima. accepted.
2025 2024
Bank dan setara kas 2,668,146 1,385,511 Banks and cash equivalents
Piutang usaha 4,974,858 1,862,607 Trade receivables
Piutang lain-lain 311,152 312,834 Other receivables
Aset lain-lain 56,711 53,734 Other assets
Jumlah 8,010,867 3,614,686 Total
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
36. MANAJEMEN RISIKO KEUANGAN (lanjutan) 36. FINANCIAL RISK MANAGEMENT (continued)
Faktor risiko keuangan (lanjutan) Financial risk factors (continued)
(ii) Risiko kredit (lanjutan) (ii) Credit risk (continued)
Kualitas kredit aset keuangan (lanjutan) Credit quality of financial assets (continued)
Kualitas kredit dari aset keuangan baik yang The credit quality of financial assets that are
belum jatuh tempo atau tidak mengalami neither past due nor impaired and past due but
penurunan nilai dan jatuh tempo tetapi tidak not impaired can be assessed by reference to
mengalami penurunan nilai dapat dinilai dengan external credit ratings (if available) or the
mengacu pada peringkat kredit eksternal (jika expected loss rates referring to historical
tersedia) atau tingkat kerugian ekspektasian information and forward-looking information on
yang mengacu pada informasi historis dan macroeconomic factors that affect
informasi forward-looking mengenai faktor- counterparty default rates.
faktor makroekonomi yang memengaruhi tingkat
gagal bayar debitur.
a. Kas pada bank, deposito berjangka, dan a. Cash in banks, time deposits and
saldo bank yang dibatasi penggunaannya restricted cash in banks
2025 2024
Dengan pihak yang
memiliki peringkat Counterparties with
kredit eksternal external credit rating
Fitch Fitch
- B - 40,000 B -
- F1+ 949,675 263,800 F1+ -
- F1 1,099,595 238,863 F1 -
- F3 - 40,000 F3 -
2,049,270 582,663
Pefindo Pefindo
- idAAA 610,038 762,892 idAAA -
- idAA 2 - idAA -
- idAA- 126 40,122 idAA- -
610,166 803,014
2,659,436 1,385,677
Page 457
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
36. MANAJEMEN RISIKO KEUANGAN (lanjutan) 36. FINANCIAL RISK MANAGEMENT (continued)
Faktor risiko keuangan (lanjutan) Financial risk factors (continued)
(ii) Risiko kredit (lanjutan) (ii) Credit risk (continued)
Kualitas kredit aset keuangan (lanjutan) Credit quality of financial assets (continued)
b. Piutang usaha b. Trade receivables
Kualitas kredit piutang usaha setelah The credit quality of trade receivables net
dikurangi cadangan penurunan nilai of provision for receivables impairment
piutang adalah sebagai berikut: was as follows:
2025 2024
Dengan pihak yang tidak
memiliki peringkat Counterparties without
kredit eksternal: external credit ratings:
- Grup 1 451,651 883,143 Group 1 -
- Grup 2 4,334,686 804,806 Group 2 -
- Grup 3 230,843 174,658 Group 3 -
5,017,180 1,862,607
c. Piutang lain-lain c. Other receivables
2025 2024
Dengan pihak yang tidak
memiliki peringkat Counterparties without
kredit eksternal: external credit ratings:
- Grup 1 - - Group 1 -
- Grup 2 311,151 312,834 Group 2 -
- Grup 3 - - Group 3 -
311,151 312,834
d. Piutang sewa pembiayaan d. Lease receivables
2025 2024
Dengan pihak yang tidak
memiliki peringkat Counterparties without
kredit eksternal: external credit ratings:
- Grup 1 - - Group 1 -
- Grup 2 55,648 53,568 Group 2 -
- Grup 3 - - Group 3 -
55,648 53,568
Page 458
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
36. MANAJEMEN RISIKO KEUANGAN (lanjutan) 36. FINANCIAL RISK MANAGEMENT (continued)
Faktor risiko keuangan (lanjutan) Financial risk factors (continued)
(ii) Risiko kredit (lanjutan) (ii) Credit risk (continued)
d. Piutang sewa pembiayaan (lanjutan) d. Lease receivables (continued)
- Grup 1 - pelanggan baru/pihak-pihak - Group 1 - new customers/related
berelasi (kurang dari enam bulan). parties (less than six months).
- Grup 2 - pelanggan yang sudah - Group 2 - existing customers/related
ada/pihak-pihak berelasi (lebih dari parties (more than six months) with no
enam bulan) tanpa adanya kasus gagal defaults in the past.
bayar di masa lalu.
- Grup 3 - pelanggan yang sudah - Group 3 - existing customers/related
ada/pihak-pihak berelasi (lebih dari parties (more than six months) with
enam bulan) dengan beberapa kejadian some defaults in the past. All defaults
gagal bayar pada masa lalu. Seluruh were fully recovered.
gagal bayar telah terpulihkan.
(iii) Risiko likuiditas (iii) Liquidity risk
Risiko likuiditas timbul dalam keadaan di mana Liquidity risk arises in situations where the
Grup mengalami kesulitan dalam mendapatkan Group has difficulties in obtaining funding. The
sumber pendanaan. Bisnis prabayar Grup dan Group’s prepaid business and prudent liquidity
manajemen risiko likuiditas berarti menjaga risk management implies maintaining sufficient
kecukupan saldo kas dan setara kas. Grup cash and cash equivalents. The Group
mengelola risiko likuiditas dengan mengawasi manages liquidity risk by continuously
arus kas aktual dan proyeksi secara terus monitoring the forecast and actual cash flows
menerus dan mengawasi profil tanggal jatuh and monitoring the maturity profiles of financial
tempo aset dan liabilitas keuangan. assets and liabilities.
Grup memonitor proyeksi persyaratan likuiditas The Group monitors forecasts of the liquidity
untuk memastikan bahwa Grup memiliki saldo requirements to ensure that the Group has
kecukupan kas untuk memenuhi keperluan sufficient cash to meet operational needs while
operasi serta menjaga kecukupan dalam maintaining sufficient headroom on its
fasilitas pinjaman yang belum ditarik sepanjang undrawn committed borrowing facilities at all
waktu sehingga Grup memenuhi semua batas times so that the Group does not breach the
atau persyaratan fasilitas pinjaman. borrowing limits or covenants on any of its
borrowing facilities.
Proyeksi tersebut mempertimbangkan rencana Such forecasting takes into consideration the
pembiayaan utang Grup dan kepatuhan Group’s debt financing plans and covenant
terhadap persyaratan pinjaman. Manajemen compliance. Management believes that the
percaya bahwa strategi melakukan cash strategy to manage cash sweeping and
sweeping dan pooling of funds dari sejumlah pooling of funds across accounts in the main
rekening bank ke dalam rekening bank operating banks can ensure a better
operasional utama dapat memastikan concentration of funds and optimisation of
pendanaan yang terkonsentrasi dan liquidity.
optimalisasi likuiditas yang lebih baik.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
36. MANAJEMEN RISIKO KEUANGAN (lanjutan) 36. FINANCIAL RISK MANAGEMENT (continued)
Faktor risiko keuangan (lanjutan) Financial risk factors (continued)
(iii) Risiko likuiditas (lanjutan) (iii) Liquidity risk (continued)
Tabel di bawah menunjukkan analisis jatuh The following table analyses the Group’s
tempo liabilitas keuangan Grup dalam rentang financial liabilities into relevant maturity
waktu yang menunjukkan jatuh tempo groupings based on their contractual maturities
kontraktual untuk semua liabilitas keuangan for all non-derivative financial liabilities and
non-derivatif dan derivatif di mana jatuh tempo derivative financial instruments for which the
kontraktual sangat penting untuk pemahaman contractual maturities are essential for an
terhadap arus kas. Jumlah yang diungkapkan understanding of the timing of the cash flows.
dalam tabel adalah arus kas kontraktual yang The amounts disclosed in the table are the
tidak terdiskonto (termasuk pembayaran pokok contractual undiscounted cash flows (including
dan bunga). principal and interest payments).
2025
Antara
Kurang dari 1 dan 2
Jumlah Arus kas 1 tahun/ tahun/ Lebih dari
tercatat/ kontraktual/ Not later Between 2 tahun/
Carrying Contractual than 1 and More than
amount cash flows 1 year 2 years 2 years
Utang usaha 14,024,471 14,024,471 14,024,471 - - Trade payables
Beban yang masih
harus dibayar 1,229,391 1,229,391 1,229,391 - - Accrued expenses
Liabilitas sewa 39,165,187 47,786,369 11,397,329 7,510,366 28,878,674 Lease liabilities
Pinjaman jangka
panjang 21,480,871 25,889,100 3,335,383 4,315,983 18,237,734 Long-term loans
Sukuk ijarah 1,253,579 1,618,554 157,481 840,889 620,184 Sukuk ijarah
Utang obligasi 927,380 1,215,244 97,848 482,733 634,663 Bonds payable
Jumlah 78,080,879 91,763,129 30,241,903 13,149,971 48,371,255 Total
Berikut rincian pinjaman jangka panjang, sukuk Details of the long-term loans, sukuk ijarah
ijarah dan utang obligasi sesuai dengan jadwal and bonds payable according to the maturity
jatuh tempo: schedule are as follow:
2025 2024
Kurang dari 1 tahun 2,265,875 3,724,300 Not later than 1 year
Antara 1 tahun dan Between 1 year and
2 tahun 4,403,401 2,195,679 2 years
Lebih dari 2 tahun 17,070,197 6,573,397 More than 2 years
23,739,473 12,493,376
Rincian liabilitas sewa sesuai dengan jadwal Details of the lease liabilities according to the
jatuh tempo dapat dilihat di Catatan 14. maturity schedule can be seen in Note 14.
Pengaturan pembiayaan Financing arrangements
Grup memiliki fasilitas garansi bank dengan The Group has bank guarantee facilities with
berbagai institusi keuangan sejumlah setara various financial institutions totalling the equivalent
Rp 817.474. Fasilitas ini tersedia dalam beberapa of Rp 817,474. The facility is available for various
periode sampai dengan Oktober 2026. Pada tanggal periods up to October 2026. As at
31 Desember 2025, porsi yang belum digunakan 31 December 2025, the unused portion was
adalah Rp 612.990. Rp 612,990.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
36. MANAJEMEN RISIKO KEUANGAN (lanjutan) 36. FINANCIAL RISK MANAGEMENT (continued)
Estimasi nilai wajar Fair value estimation
Nilai wajar aset dan liabilitas keuangan diestimasi The fair value of financial assets and financial
untuk keperluan pengakuan dan pengukuran atau liabilities must be estimated for recognition and
untuk keperluan pengungkapan. measurement or for disclosure purposes.
PSAK 113, “Pengukuran nilai wajar” mensyaratkan PSAK 113, “Fair value measurement” requires
pengungkapan atas pengukuran nilai wajar dengan disclosure of fair value measurements by level of
tingkat hirarki nilai wajar sebagai berikut: the following fair value measurement hierarchy:
(a) harga kuotasian (tidak disesuaikan) dalam (a) quoted prices (unadjusted) in active markets
pasar aktif untuk aset atau liabilitas yang identik for identical assets or liabilities (level 1),
(tingkat 1),
(b) input selain harga kuotasian yang termasuk (b) inputs other than quoted prices included within
dalam tingkat 1 yang dapat diobservasi untuk level 1 that are observable for the asset or
aset atau liabilitas, baik secara langsung liability, either directly (as prices) or indirectly
(misalnya harga) atau secara tidak langsung (derived from prices) (level 2), and
(misalnya derivasi dari harga) (tingkat 2), dan
(c) input untuk aset atau liabilitas yang bukan (c) inputs for the asset or liability that are not
berdasarkan data pasar yang dapat diobservasi based on observable market data
(input yang tidak dapat diobservasi) (tingkat 3). (unobservable inputs) (level 3).
Tabel di bawah ini menggambarkan nilai tercatat The fair values of financial assets and liabilities,
dan nilai wajar dari aset dan liabilitas keuangan: together with the carrying amounts, are as follows:
2025 2024
Nilai Nilai Nilai Nilai
tercatat/ wajar/ tercatat/ wajar/
Carrying Fair Carrying Fair
amount value amount value
Aset keuangan: Financial assets:
Kas dan setara kas 2,666,146 2,666,146 1,386,637 1,386,637 cash equivalents
Piutang usaha 5,017,180 5,017,180 1,862,607 1,862,607 Trade receivables
Piutang lain-lain 311,151 311,151 312,834 312,834 Other receivables
Aset lain-lain 56,711 56,711 53,734 53,734 Other assets
Jumlah aset keuangan 8,051,188 8,051,188 3,615,812 3,615,812 Total financial assets
Liabilitas keuangan: Financial liabilities:
Utang usaha 14,024,471 14,024,471 8,251,224 8,251,224 Trade payables
Beban yang masih
harus dibayar 1,229,391 1,229,391 606,833 606,833 Accrued expenses
Pinjaman
jangka panjang 21,480,871 21,515,197 8,846,978 8,883,607 Long-term loans
Liabilitas sewa 39,165,187 45,727,242 33,594,638 35,949,797 Lease liabilities
Sukuk ijarah 1,253,579 1,304,862 1,966,686 2,019,657 Sukuk ijarah
Utang obligasi 927,380 967,050 1,679,712 1,719,881 Bonds payable
Jumlah liabilitas
keuangan 78,080,879 84,768,213 54,946,071 57,430,999 Total financial liabilities
Nilai wajar atas sebagian besar aset dan liabilitas The fair value of most of the financial assets and
keuangan mendekati nilai tercatat karena dampak liabilities approximates their carrying amount, as
pendiskontoan yang tidak signifikan. the impact of discounting is not significant.
Tidak terdapat pengalihan antara tingkat 1 dan 2 There were no transfers between levels 1 and 2
selama periode/tahun berjalan. during the period/year.
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
36. MANAJEMEN RISIKO KEUANGAN (lanjutan) 36. FINANCIAL RISK MANAGEMENT (continued)
Estimasi nilai wajar (lanjutan) Fair value estimation (continued)
Nilai wajar untuk instrumen keuangan yang The fair value of financial instruments traded in
diperdagangkan di pasar aktif ditentukan active markets is based on quoted market prices at
berdasarkan kuotasi nilai pasar pada tanggal the reporting date.
pelaporan.
Kuotasi nilai pasar yang digunakan Grup untuk aset The quoted market price used for financial assets
keuangan adalah harga penawaran (bid price), held by the Group is the current bid price, while
sedangkan untuk liabilitas keuangan menggunakan financial liabilities use the ask price. These
harga jual (ask price). Instrumen keuangan ini instruments are included in level 1.
termasuk dalam tingkat 1.
Nilai wajar instrumen keuangan yang tidak The fair value of financial instruments that are not
diperdagangkan di pasar aktif ditentukan dengan traded in an active market is determined using
menggunakan teknik penilaian tertentu. Teknik valuation techniques. These valuation techniques
tersebut menggunakan data pasar yang dapat maximise the use of observable market data where
diobservasi sepanjang tersedia dan seminimal it is available and rely as little as possible on
mungkin mengacu pada estimasi. Apabila seluruh estimates. If all significant inputs required to assess
input signifikan atas nilai wajar dapat diobservasi, the fair value of an instrument are observable, the
instrumen keuangan ini termasuk dalam tingkat 2. instrument is included in level 2.
Jika satu atau lebih input yang signifikan tidak If one or more of the significant inputs is not based
berdasarkan data pasar yang dapat diobservasi, on observable market data, the instrument is
maka instrumen tersebut masuk ke dalam tingkat 3. included in level 3.
Teknik penilaian tertentu digunakan untuk Specific valuation techniques used to value
menentukan nilai instrumen keuangan mencakup financial instruments include the following:
sebagai berikut:
- penggunaan harga yang diperoleh dari bursa - the use of quoted market prices or dealer
atau pedagang efek untuk instrumen sejenis; quotes for similar instruments; and
dan
- teknik lain, seperti analisis arus kas diskontoan, - other techniques, such as discounted cash
digunakan untuk menentukan nilai wajar flows analysis, are used to determine fair value
instrumen keuangan lainnya. for the remaining financial instruments.
Aset dan liabilitas keuangan Grup yang diukur dan The Group’s financial assets and liabilities that are
diakui dengan hirarki tingkat pengukuran nilai wajar measured and recognised using the fair value
tingkat 2 adalah sukuk ijarah, utang obligasi, measurement of level 2 are sukuk ijarah, bonds
pinjaman jangka panjang dan liabilitas sewa. payable, long-term loans and lease liabilities.
Nilai wajar dari pinjaman jangka panjang dan The fair value of long-term loans and lease
liabilitas sewa menggunakan tingkat biaya pinjaman liabilities is estimated based on discounted
sebesar 9,38% (31 Desember 2024: 6,72%) dan cash flows using cost of debt of 9.38%
nilai wajar dari sukuk ijarah dan utang obligasi (31 December 2024: 6.72%) and the fair value of
menggunakan tingkat biaya pinjaman sebesar sukuk ijarah and bonds payable are estimated
11,75% (31 Desember 2024: 7,07%) diestimasi based on discounted cash flow using cost of debt
berdasarkan arus kas diskontoan. of 11.75% (31 December 2024: 7.07%),
respectively.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
36. MANAJEMEN RISIKO KEUANGAN (lanjutan) 36. FINANCIAL RISK MANAGEMENT (continued)
Instrumen keuangan disalinghapus Offsetting financial instruments
Aset keuangan dan liabilitas berikut tunduk kepada The following financial assets and liabilities are
saling hapus, perjanjian induk untuk menyelesaikan subject to offsetting, enforceable master netting
secara neto dan perjanjian serupa. arrangements and similar agreements.
2025 2024
Piutang Utang Piutang Utang
usaha/ usaha/ usaha/ usaha/
Trade Trade Trade Trade
receivables payables receivables payables
Jumlah bruto diakui Gross amounts of recognised
dalam aset keuangan 6,683,760 2,080,118 - financial assets
Jumlah bruto diakui Gross amounts
dalam liabilitas of recognised
keuangan - 15,718,833 - 8,468,735 financial liabilities
Jumlah bruto diakui Gross amounts of
dalam liabilitas recognised financial
keuangan yang liabilities set off
saling hapus di laporan in the financial
posisi keuangan (1,666,580) - (217,511) - positions
Jumlah bruto diakui Gross amounts of
dalam aset keuangan recognised financial
yang saling hapus assets set off
di laporan posisi in the financial
keuangan - (1,666,580) - (217,511) positions
Jumlah neto 5,017,180 14,052,253 1,862,607 8,251,224 Net amount
Untuk aset dan liabilitas keuangan yang tunduk For the financial assets and liabilities subject to
pada perjanjian induk untuk menyelesaikan secara enforceable master netting arrangements or similar
neto atau perjanjian serupa di atas, setiap perjanjian arrangements above, each agreement between the
antara Grup dan pihak lawan memperbolehkan Group and the counterparty allows for net
penyelesaian neto atas aset dan liabilitas keuangan settlement of the relevant financial assets and
bersangkutan ketika kedua pihak memilih untuk liabilities when both parties elect to settle on a net
menyelesaikan dengan dasar neto. Ketika pemilihan basis. In the absence of such an election, financial
demikian tidak ada, aset dan liabilitas keuangan assets and liabilities will be settled on a gross
diselesaikan dengan dasar bruto, tetapi masing- basis, however, each party to the master netting
masing pihak dalam perjanjian induk atau perjanjian agreement or similar agreement will have the
serupa mempunyai opsi untuk menyelesaikan option to settle all such amounts on a net basis in
jumlah-jumlah tersebut dengan dasar neto pada the event of default of the other party.
peristiwa di mana terjadi gagal bayar salah satu
pihak.
Manajemen risiko permodalan Capital risk management
Tujuan Grup dalam mengelola permodalan adalah The objectives of the Group when managing capital
untuk melindungi kemampuan Grup dalam are to safeguard the ability of the Group to continue
mempertahankan kelangsungan usaha, sehingga as a going concern in order to provide returns for
entitas dapat tetap memberikan imbal hasil bagi shareholders and benefits for other stakeholders
pemegang saham dan manfaat bagi pemangku and to maintain an optimal capital structure to
kepentingan lainnya dan untuk mengelola struktur minimise the effective cost of capital. In order to
modal yang optimal untuk meminimalisasi biaya maintain the capital structure, the Group may from
modal yang efektif. Dalam rangka mengelola struktur time to time adjust the amount of dividends, issue
modal, Grup mungkin menyesuaikan jumlah new shares or increase/decrease debt levels.
dividen, menerbitkan saham baru atau
menambah/mengurangi jumlah utang.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
36. MANAJEMEN RISIKO KEUANGAN (lanjutan) 36. FINANCIAL RISK MANAGEMENT (continued)
Manajemen risiko permodalan (lanjutan) Capital risk management (continued)
Persyaratan-persyaratan tertentu sehubungan Certain covenants in relation to debts and the
dengan pinjaman dan kepatuhan Grup terhadap Group's compliance with the covenants are
persyaratan-persyaratan tersebut diungkapkan di disclosed in Note 14.
Catatan 14.
37. ESTIMASI DAN PERTIMBANGAN AKUNTANSI 37. CRITICAL ACCOUNTING ESTIMATES AND
YANG PENTING JUDGEMENTS
a. Estimasi dan asumsi akuntansi yang penting a. Critical accounting estimates and
assumptions
Estimasi umur manfaat aset tetap Estimated useful lives of fixed assets
Grup melakukan penelaahan berkala atas masa The Group periodically reviews the estimated
manfaat ekonomis aset tetap berdasarkan useful lives of fixed assets based on factors
faktor-faktor seperti kondisi teknis dan such as technical specification and future
perkembangan teknologi di masa depan. technological developments.
Hasil operasi di masa depan akan dipengaruhi Future results of operations could be materially
secara material atas perubahan estimasi ini affected by changes in these estimates
yang diakibatkan oleh perubahan faktor yang brought about by changes in the factors
telah disebutkan di atas. mentioned.
Estimasi umur manfaat aset takberwujud Estimated useful lives of intangible assets
Spektrum Spectrum
Lisensi telekomunikasi dengan alokasi hak The telecommunications licenses with
spektrum yang diperoleh dari AXIS dan allocated spectrum rights acquired from AXIS
Smartfren (lihat Catatan 1d) tidak diamortisasi and Smartfren (see Note 1d) are not subject to
dan diuji penurunan nilainya setiap tahun sesuai amortisation and are tested annually for
dengan opini Direksi bahwa lisensi tersebut impairment as the Directors are of the opinion
dapat diperbaharui untuk seterusnya dengan that the licences can be renewed in perpetuity
biaya yang tidak signifikan dan hak spektrum at negligible cost and the associated spectrum
terkait, sama seperti tanah, memiliki masa rights, similar to land, have an indefinite
manfaat ekonomis yang tidak terbatas. economic useful life.
Estimasi masa manfaat ekonomis The estimated indefinite economic useful life
mencerminkan ekspektasi Grup selama periode reflects the Group’s expectation of the period
di mana Grup akan terus menerus over which the Group will continuously recover
mendapatkan manfaat dari lisensi. the benefits from the licence.
Masa manfaat ekonomis dikaji secara periodik, The economic useful life is periodically
mempertimbangkan faktor tertentu seperti reviewed, taking into consideration such
perubahan teknologi dan lingkungan regulasi. factors as changes in technology and
regulatory environment.
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PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
37. ESTIMASI DAN PERTIMBANGAN AKUNTANSI 37. CRITICAL ACCOUNTING ESTIMATES AND
YANG PENTING (lanjutan) JUDGEMENTS (continued)
a. Estimasi dan asumsi akuntansi yang penting a. Critical accounting estimates and
(lanjutan) assumptions (continued)
Pelanggan Customers
Perusahaan mengakui customer relationship The Company recognised customer
dari akuisisi AXIS dan PT Hipernet Indodata. relationship from the acquisition AXIS and PT
Estimasi masa manfaat ekonomis pelanggan Hipernet Indodata. The customers estimated
adalah enam belas tahun berdasarkan tingkat economic useful life is sixteen years based on
churn aktual pelanggan PT Hipernet Indodata the most recent actual PT Hipernet Indodata
(lihat Catatan 9). customers' churn rate (see Note 9).
Merk Brand
Estimasi masa manfaat ekonomis merk selama The brand estimated economic useful life of 3
3 (tiga) sampai 20 (dua puluh) tahun (three) to 20 (twenty) years is based on the
mencerminkan ekspektasi Perusahaan hingga Company’s expectation of the period up to
periode di mana Perusahaan akan which the Company will use the brand from the
menggunakan merk yang didapatkan dari Hypernet acquisition and business
akuisisi Hypernet dan penggabungan usaha combination with Smartfren and Smart
dengan Smartfren dan Smart Telecom di masa Telecom in the future (see Note 9).
yang akan datang (lihat Catatan 9).
Imbalan pascakerja Post-employment benefits
Nilai kini liabilitas imbalan pascakerja The present value of the post-employment
tergantung pada beberapa faktor yang benefits obligations depends on a number of
ditentukan dengan dasar aktuarial berdasarkan factors that are determined on an actuarial
beberapa asumsi. Asumsi yang digunakan basis using a number of assumptions. The
untuk menentukan biaya (penghasilan) pensiun assumptions used in determining the net cost
neto mencakup tingkat diskonto. Perubahan (income) for pensions include the discount
asumsi ini akan memengaruhi nilai tercatat rate. Any changes in these assumptions will
imbalan pascakerja. impact the carrying amount of post-
employment benefits obligations.
Grup menentukan tingkat diskonto yang sesuai The Group determines the appropriate
pada akhir periode pelaporan, yakni tingkat discount rate at the end of each reporting
suku bunga yang harus digunakan untuk period. This is the interest rate that should be
menentukan nilai kini arus kas keluar masa used to determine the present value of
depan estimasian yang diharapkan untuk estimated future cash outflows expected to be
menyelesaikan liabilitas. Dalam menentukan required to settle the obligations. In
tingkat suku bunga yang sesuai, Grup determining the appropriate discount rate, the
mempertimbangkan imbal hasil obligasi Group considers the yield of government
pemerintah yang didenominasikan dalam mata bonds that are denominated in the currency in
uang di mana imbalan akan dibayar dan which the benefits will be paid and that have
memiliki jangka waktu yang serupa dengan terms to maturity approximating the terms of
jangka waktu liabilitas terkait. the related post-employment benefit obligation.
Asumsi utama liabilitas imbalan pascakerja Other principal assumptions for post-
lainnya sebapgian ditentukan berdasarkan employment benefit obligations are based
kondisi pasar saat ini. partly on current market conditions.
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
37. ESTIMASI DAN PERTIMBANGAN AKUNTANSI 37. CRITICAL ACCOUNTING ESTIMATES AND
YANG PENTING (lanjutan) JUDGEMENTS (continued)
a. Estimasi dan asumsi akuntansi yang penting a. Critical accounting estimates and
(lanjutan) assumptions (continued)
Estimasi liabilitas restorasi aset Estimated liabilities for assets restoration
Grup menempatkan Base Transceiver Stations The Group locates Base Transceiver Stations
(“BTS”) di tanah, atap bangunan dan tempat (“BTS”) on land, rooftops and other premises
lainnya dengan berbagai macam kontrak sewa. under various types of rental contracts. In
Dalam mengestimasi liabilitas restorasi aset, estimating liabilities for assets restoration, the
Grup telah menentukan asumsi-asumsi seperti Group has made a range of assumptions such
tanggal pembongkaran, biaya pemindahan as dismantlement dates, cost of removing
peralatan jaringan dan memulihkan lokasi, network equipment and remediating the sites,
tingkat diskonto dan tingkat inflasi. discount rate and inflation rate.
Perubahan asumsi ini akan memengaruhi nilai Any changes in these assumptions will impact
tercatat estimasi liabilitas restorasi aset (lihat the carrying amount of estimated liabilities for
Catatan 18) dan aset tetap yang bersangkutan. assets restoration (see Note 18) and the
corresponding fixed assets.
Penurunan nilai aset non keuangan Impairment of non-financial assets
Jumlah terpulihkan adalah yang lebih tinggi Recoverable amount is measured at the higher
antara nilai wajar dikurangi biaya untuk menjual of the fair value less costs to sell for the assets
dan nilai pakai atas aset atau unit penghasil kas and its value in use or cash generating unit
(“UPK”) tersebut. (“CGU”).
Perhitungan nilai wajar dikurangi biaya untuk The fair value less costs to sell calculation is
menjual berdasarkan data yang tersedia dari based on available data from fair sales
transaksi penjualan yang wajar dari aset serupa transactions of similar assets or observable
atau harga pasar yang dapat diobservasi market prices less incremental costs for
dikurangi biaya tambahan untuk menjual aset disposing the asset. The value in use
tersebut. Perhitungan nilai pakai berdasarkan calculation is based on a discounted cash flow
pada model arus kas yang didiskontokan. Data model. The cash flows are derived from the
arus kas diambil dari anggaran dan rencana budget and business plan for the next five
bisnis untuk lima tahun yang akan datang dan years and do not include restructuring
tidak termasuk aktivitas restrukturisasi yang activities that the Group is not yet committed to
belum dilakukan oleh Grup atau investasi or significant future investments that will
signifikan di masa datang yang akan enhance the asset’s performance of the CGU
menambah kinerja aset dari UPK yang diuji. being tested.
Nilai terpulihkan paling dipengaruhi oleh tingkat The recoverable amount calculation is
diskonto dan tingkat pertumbuhan jangka sensitive to the discount rate and long-term
panjang yang digunakan dalam model arus kas growth rate used for the discounted cash flow
yang didiskontokan, sebagaimana juga jumlah model as well as the expected future cash
arus kas masuk di masa depan yang inflows and the growth rate used for
diharapkan dan tingkat pertumbuhan yang extrapolation purposes. The key assumptions
digunakan untuk tujuan ekstrapolasi. Asumsi used to determine the recoverable amount for
kunci yang digunakan untuk menentukan nilai the asset and the Group’s CGUs, is disclosed
terpulihkan atas aset dan UPK Grup, disajikan and further explained in Notes 9 and 38,
dan dijelaskan lebih lanjut masing-masing pada respectively.
Catatan 9 dan 38.
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
37. ESTIMASI DAN PERTIMBANGAN AKUNTANSI 37. CRITICAL ACCOUNTING ESTIMATES AND
YANG PENTING (lanjutan) JUDGEMENTS (continued)
a. Estimasi dan asumsi akuntansi yang penting a. Critical accounting estimates and
(lanjutan) assumptions (continued)
Kombinasi Bisnis Business Combination
Proses awal kombinasi bisnis melibatkan The initial process on the acquisition involves
pengidentifikasian dan penentuan nilai wajar identifying and determining the fair values to
yang akan dialokasikan ke asset atau liabilitas be assigned to the identifiable assets and
yang dapat diidentifikasi dari entitas yang liabilities of the acquired entities. The fair value
diakuisisi. Nilai wajar dari aset tetap dan aset of fixed assets and intangible assets are
tidak berwujud ditentukan oleh penilaian determined by independent valuers by
independen dengan mengacu pada biaya reference to replacement cost or present value
penggantian atau nilai sekarang dari arus kas of expected net cash flows from the assets.
bersih yang diharapkan dari aset tersebut. Any changes in the assumptions used and
Setiap perubahan dalam asumsi yang estimates made in determining the fair values,
digunakan dan estimasi yang dibuat dalam and management’s ability measure reliably the
menentukan nilai wajar, dan kemampuan contingent consideration of the acquired entity
manajemen untuk mengukur dengan andal will impact the carrying amount of these assets
imbalan kontijensi dari entitas yang diakuisisi and liabilities. Management exercised
akan berdampak pada nilai tercatat aset dan judgement in determining the basis to record
liabilitas tersebut. Manajemen membuat the provisional amounts for the items for which
pertimbangan dalam menentukan dasar yang initial accounting is incomplete.
digunakan untuk mencatat jumlah sementara
pos-pos yang akuntansi awalnya belum selesai
dilaporkan.
b. Pertimbangan penting dalam penentuan b. Critical judgements in applying the
kebijakan akuntansi accounting policies
Pengakuan dan pengukuran aset Recognition and measurement of
takberwujud intangible assets
Manajemen menilai bahwa kelanjutan Management assesses that continuation of
pembayaran biaya tahunan tidak diperlukan lagi payment of annual fees will no longer be
jika Grup memutuskan untuk tidak lagi required if the Group no longer uses the
menggunakan ijin tersebut lagi. Manajemen license. Management considers the annual
menganggap pembayaran biaya tahunan payment as a usage fee based on its own
sebagai biaya penggunaan berdasarkan interpretation of the license conditions and
interpretasi manajemen terhadap keadaan ijin written confirmation from the Directorate
dan konfirmasi tertulis dari Direktorat Jenderal General of Post and Telecommunications.
Pos dan Telekomunikasi. Oleh karena itu, biaya Therefore, the annual fee is not considered as
tahunan tersebut tidak dianggap sebagai bagian part of the cost of obtaining the licence (see
dari harga perolehan dalam mendapatkan ijin Note 9).
tersebut (lihat Catatan 9).
Jika di masa yang akan datang, peraturan dan If in the future, the regulations and conditions
kondisi sehubungan dengan pembayaran biaya with regard to payment of the annual fees are
tahunan berubah, di mana pembayaran changed with the consequence that payment
terhadap sisa biaya-biaya tahunan tersebut of remaining outstanding annual fees cannot
tidak dapat dihindari jika Grup menyerahkan ijin be avoided upon the Group returning the
tersebut, Grup akan mengakui nilai wajar biaya licence, the Group will recognise the fair value
tahunan sebagai aset takberwujud dan of annual fees as an intangible asset and the
kewajiban yang terkait sebesar nilai kini dari corresponding liability at the present value of
sisa biaya-biaya tahunan pada saat terjadinya the remaining annual fees at that point in time.
perubahan tersebut.
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DAN ENTITAS ANAK/AND SUBSIDIARIES
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CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
37. ESTIMASI DAN PERTIMBANGAN AKUNTANSI 37. CRITICAL ACCOUNTING ESTIMATES AND
YANG PENTING (lanjutan) JUDGEMENTS (continued)
b. Pertimbangan penting dalam penentuan b. Critical judgements in applying the
kebijakan akuntansi (lanjutan) accounting policies (continued)
Transaksi jual dan sewa-balik menara Tower sales and leaseback
Berdasarkan PSAK 116, pencatatan transaksi Based on PSAK 116, the accounting for sale
jual dan sewa balik bergantung kepada apakah and leaseback transactions depends on
pengalihan aset memenuhi syarat sebagai whether the transfer of the asset qualifies as a
penjualan. Grup menerapkan pertimbangan sale. The Group applied judgement to
untuk menentukan apakah pengalihan aset determine whether the transfer of an asset is
dicatat sebagai penjualan berdasarkan accounted for as a sale based on the
persyaratan penentuan kapan kewajiban requirements for determining when a
pelaksanaan dalam PSAK 115. Grup juga performance obligation is satisfied in PSAK
menerapkan estimasi dan pertimbangan dalam 115. The Group also applied estimates and
menentukan banyak aspek, di antaranya, judgement in determining many aspects,
tempat spesifik pada menara sebagai satuan among others, the specific tower space as a
perhitungan, nilai wajar dari menara yang dijual unit of accounts, the fair value of the towers
dan pengukuran dari aset hak guna yang sold and the measurement of the right-of-use
dipertahankan oleh Grup yang meliputi assets retained by the Group which included
penentuan tingkat diskonto yang tepat dalam determining an appropriate discount rate to
perhitungan nilai kini dari pembayaran sewa calculate the present value of the minimum
minimum. lease payment.
Grup juga mengakui provisi untuk jaminan klaim The Group also recognised provision for
selama periode jaminan klaim sesuai dengan warranty claims during the warranty claim
persyaratan dan kondisi dalam perjanjian sewa period in accordance with the terms and
balik. Grup menggunakan pertimbangan conditions of the sale and leaseback
berdasarkan fakta dan kondisi terbaik yang agreements. The Group used judgment based
tersedia meliputi tetapi tidak terbatas pada on the best available facts and circumstances,
informasi yang tersedia pada saat proses uji including but not limited to, information
tuntas, hasil dari audit lokasi menara yang available during the due diligence process,
dilakukan oleh pihak ketiga dan tingkat potensi tower site audit results conducted by a third
klaim berdasarkan informasi yang tersedia pada party and the level of potential claims based
saat dan setelah tanggal penandatanganan on information available at the time and
perjanjian sewa balik. subsequent to the sale and leaseback
agreements signing date.
Sewa menara Tower lease
Grup mempertimbangkan dan menganalisa The Group considered and analysed the tower
perjanjian sewa menara dan menerapkan lease agreements and applied management
pertimbangan manajemen untuk menentukan judgement to determine the unit of accounts
satuan pengukuran apakah menggunakan whether using specific tower space or using
tempat spesifik dalam menara atau tower.
menggunakan menara.
Page 468
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/133 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
37. ESTIMASI DAN PERTIMBANGAN AKUNTANSI 37. CRITICAL ACCOUNTING ESTIMATES AND
YANG PENTING (lanjutan) JUDGEMENTS (continued)
b. Pertimbangan penting dalam penentuan b. Critical judgements in applying the
kebijakan akuntansi (lanjutan) accounting policies (continued)
Sewa menara (lanjutan) Tower lease (continued)
Dalam menentukan jangka waktu sewa, Grup In determining the lease term, the Group
mempertimbangkan semua fakta dan keadaan considers all facts and circumstances that
yang menimbulkan insentif ekonomi untuk create an economic incentive to exercise an
menggunakan opsi perpanjangan, atau tidak extension option, or not exercise a termination
menggunakan opsi penghentian. Opsi option. Extension options (or periods after
perpanjangan (atau periode setelah opsi termination options) are only included in the
penghentian kontrak kerja) hanya termasuk lease term if the lease is reasonably certain to
dalam jangka waktu sewa jika cukup pasti akan be extended (or not terminated).
diperpanjang (atau tidak dihentikan).
Penilaian tersebut ditinjau jika terjadi peristiwa The assessment is reviewed if a significant
signifikan atau perubahan signifikan dalam event or a significant change in circumstances
situasi yang memengaruhi penilaian ini dan occurs which affects this assessment and that
berada dalam kendali Grup. Untuk tahun yang is within the control of the Group. For the
berakhir pada tanggal 31 Desember 2025, tidak years ended 31 December 2025, there was no
ada revisi persyaratan sewa untuk revision on lease terms to reflect the effect of
mencerminkan efek dari melaksanakan opsi exercising extension and termination options.
perpanjangan dan penghentian hubungan
kerja.
Grup mempunyai beberapa perjanjian sewa di The Group has various lease agreements
mana Grup bertindak sebagai penyewa atau where the Group acts as either a lessee or
pesewa untuk beberapa aset tetap tertentu. lessor in respect of certain assets. The Group
Grup mengevaluasi apakah terdapat risiko dan evaluates whether significant risks and rewards
manfaat kepemilikan yang signifikan dari aset of ownership of the leased asset are
sewa yang dialihkan kepada penyewa atau transferred to the lessee or retained by the
tetap ada pada Grup berdasarkan PSAK 116 Group based on PSAK 116, which requires the
yang mensyaratkan Grup untuk membuat Group to make judgements and estimates of
pertimbangan dan estimasi dari pengalihan the transfer of risks and rewards of ownership
risiko dan manfaat terkait dengan kepemilikan of the leased asset.
aset yang disewa.
Page 469
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/134 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
38. GOODWILL 38. GOODWILL
Pada tahun 2014, Grup mengakuisisi AXIS dari In 2014, the Group acquired AXIS from Saudi
Saudi Telecom Company (“STC”) dan Teleglobal Telecom Company (“STC”) and Teleglobal
Investment B.V (“Teleglobal”) yang diikuti dengan Investment B.V. (“Teleglobal”) which was followed
penggabungan usaha antara Grup dan AXIS. Grup by a merger between the Group and AXIS. The
mencatat akuisisi tersebut dengan menerapkan Group accounts for the acquisition by applying the
metode akuisisi. Dari transaksi akuisisi tersebut, acquisition method. From the acquisition
Grup mengakui goodwill senilai Rp 6.681.357 dan transaction, the Group recognised goodwill of
mendapatkan aset takberwujud tertentu (lihat Rp 6,681,357 and acquired certain intangible
Catatan 9). assets (see Note 9).
Pada tahun 2022, Grup mengakuisisi 51% atau In 2022, the Group acquired 51% or equivalent to
sebesar 2.805 lembar kepemilikan saham di 2,805 shares of ownership in PT Hipernet
PT Hipernet Indodata. Grup mencatat akuisisi Indodata. The Group accounts for the acquisition
tersebut dengan menerapkan metode akuisisi. Dari by applying the acquisition method. From the
transaksi akuisisi tersebut, Grup mengakui goodwill acquisition transaction, the Group recognised
senilai Rp 234.235 dan mendapatkan aset goodwill of Rp 234,235 and acquired certain
takberwujud tertentu (lihat Catatan 9). Goodwill intangible assets (see Note 9). Goodwill resulted
dihasilkan dari nilai wajar asset identifikasian dan from the fair value of the identified assets acquired
liabilitas yang diambil alih pada tanggal akuisisi and liabilities assumed on the date of acquisition
melalui eksekusi alokasi harga beli (“PPA”). through a purchase price allocation ("PPA")
exercise.
Pada tahun 2025, penggabungan usaha dilakukan In 2025, business combination is conducted
antara Perusahaan, Smartfren, dan Smart Telecom. between the Company, Smartfren and Smart
Group mencatat penggabungan usaha tersebut Telecom. Group accounts for the business
dengan menerapkan metode akuisisi. Dari transaksi combination by applying the acquisition method.
penggabungan usaha tersebut, Group mengakui From the business combination transaction, the
goodwill senilai Rp 6.430.008 (lihat Catatan 39) dan Group recognised goodwill of Rp 6,430,008 (see
mendapatkan aset takberwujud tertentu (lihat Note 39) and acquired certain intangible assets
Catatan 9). (see Note 9).
Pengujian penurunan nilai atas goodwill dan aset Goodwill and intangible assets with indefinite useful
takberwujud yang memiliki masa manfaat yang tidak lives are tested for impairment annually (as at
terbatas dilakukan setiap tahun (pada tanggal 31 December) and when circumstances indicate
31 Desember) dan ketika terdapat suatu indikasi that the carrying value may be impaired. The
bahwa nilai tercatatnya mengalami penurunan nilai. recoverable amount was determined based on the
Nilai terpulihkan ditentukan berdasarkan FVLCOD that uses the five years Discounted Cash
perhitungan nilai wajar dikurangi FVLCOD yang Flow method. The Group determined the CGU
menggunakan metode Discounted Cash Flow lima aligned with the operating segment. GSM mobile
tahun. Grup menentukan UPK sejalan dengan and telecommunication network services are the
segmen operasi. Jasa GSM mobile dan jaringan Company’s operating segment and managed and
telekomunikasi merupakan segmen operasi information technology services are PT Hipernet
Perusahaan dan managed service dan jasa Indodata’s operating segment. The recoverable
teknologi informasi merupakan segmen operasi PT amount is categorised as level 3 in the fair value
Hipernet Indodata. Nilai terpulihkan tersebut hierarchy.
dikategorikan sebagai tingkat 3 dalam hierarki nilai
wajar.
Page 470
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/135 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
38. GOODWILL (lanjutan) 38. GOODWILL (continued)
Nilai tercatat goodwill dialokasikan ke UPK pada The carrying amount of goodwill is allocated to the
tanggal 31 Desember 2025 dan 2024 adalah CGUs at 31 December 2025 and 2024 as follows:
sebagai berikut:
2025 2024
Jasa GSM Managed Jasa GSM Managed
mobile dan service dan mobile dan service dan
jaringan jasa jaringan jasa
telekomunikasi/ teknologi telekomunikasi/ teknologi
GSM mobile informasi/ GSM mobile informasi/
and telecom- Managed and and telecom- Managed and
munication information munication information
network technology network technology
services services services services
Goodwill 13,111,365 234,235 6,681,357 234,235 Goodwill
Aset takberwujud yang Intangible assets with
memiliki masa manfaat indefinite useful
yang tidak terbatas 11,908,578 - 5,712,343 - life
Asumsi kunci yang digunakan dalam perhitungan Certain key assumptions used in the FVLCOD
FVLCOD pada tanggal 31 Desember 2025 adalah calculation at 31 December 2025 are as follows:
sebagai berikut:
Jasa GSM mobile Managed service
dan jaringan dan jasa teknologi
telekomunikasi/ informasi/
GSM mobile and Managed and
telecommunication information
network services technology services
Tingkat diskonto 9.4% 9.2% Discount rate
Tingkat pertumbuhan Long-term
jangka panjang* 10.1% 25.8% growth rate*
*) Tingkat pertumbuhan pendapatan tahunan untuk proyeksi anggaran 5 *) The annual revenue growth rate for the 5-years budget projection of the
tahun atas pendapatan unit usaha. business unit’s revenue
Tidak ada penurunan nilai goodwill dan aset No impairment of the goodwill and intangible assets
takberwujud yang memiliki masa manfaat yang tidak with indefinite useful life was identified.
terbatas yang diidentifikasi.
39. KOMBINASI BISNIS 39. BUSINESS COMBINATION
Pada tanggal 10 Desember 2024, Perusahaan On 10 December 2024, the Company signed a
menandatangani Perjanjian Penggabungan Usaha Conditional Merger Agreement (“CMA”) to facilitate
Bersyarat (“CMA”) guna melaksanakan the merger between PT XL Axiata Tbk, PT
penggabungan usaha antara PT XL Axiata Tbk, PT Smartfren Telecom Tbk and PT Smart Telecom, in
Smart Telecom Tbk, dan PT Smart Telecom sesuai accoradance with Indonesian Law. In this merger,
dengan ketentuan hukum di Indonesia. Dalam the Company is designated as the surviving legal
penggabungan usaha ini, Perusahaan ditetapkan entity.
sebagai entitas hukum yang bertahan.
Page 471
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/136 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
39. KOMBINASI BISNIS (lanjutan) 39. BUSINESS COMBINATION (continued)
Transaksi penggabungan usaha disetujui oleh The transaction in form merger approved by
Rapat Umum Pemegang Saham berdasarkan General Meeting of Shareholders based on the
Risalah Rapat Umum Pemegang Saham Luar Biasa Minutes of Extraordinary General Meeting of
sebagaimana dimuat dalam Akta Pernyataan Shareholders under Deed No. 43 dated
Keputusan Rapat No. 43 tanggal 25 Maret 2025 25 March 2025, which was overseen by Aulia
dihadapan Aulia Taufani, S.H., Notaris di Jakarta. Taufani S.H., Notary in Jakarta.
Berdasarkan persetujuan dari (i) Otoritas Jasa Based on approval by (i) the Indonesian Financial
Keuangan dalam surat No. S-21/D.04/2025 tanggal Services Authority based on its letter
19 Maret 2025 dan (ii) Kementerian Komunikasi dan No. S-21/D.042025 dated 19 March 2025 and (ii)
Digital berdasarkan surat keputusan No. 143 the Ministry of Communication and Digital Affairs as
tanggal 16 April 2025 dan Menteri Hukum dan HAM stated in its decision letter No. 143 dated
Republik Indonesia berdasarkan surat keputusan 16 April 2025 and the Ministry of Law and Human
No. AHU-0026805.AH.01-10 tahun 2025 tanggal 16 Rights of the Republic of Indonesia as stated in its
April 2025, penggabungan usaha antara decision letter No. AHU-0026805.AH.01-10 year
Perusahaan, Smartfren, dan Smart Telecom telah 2025 dated 16 April 2025, the merger transaction
efektif pada tanggal 16 April 2025. between the Company and Smartfren and Smart
Telecom has been effective on 16 April 2025.
Pada tanggal efektif penggabungan usaha, At the effective date of merger, the Company issued
Perusahaan menerbitkan 5.071.431.786 saham 5,071,431,786 shares as a consideration transferred
sebagai imbalan yang diberikan kepada pemegang to the shareholders of Smartfren and Smart
saham Smartfren dan Smart Telecom (Bersama- Telecom (collectively referred to as “SMART”) as
sama disebut “SMART”) sebagaimana disyaratkan stipulated in the Conditional Merger Agreement (see
di dalam Perjanjian Penggabungan Usaha Note 33). All assets and liabilities of SMART were
Bersyarat (lihat Catatan 33). Seluruh aset dan transferred to the Company and the legal entity of
liabilitas yang dimiliki SMART dialihkan kepada SMART was dissolved.
Perusahaan dan SMART bubar secara hukum.
Akibat dari penggabungan usaha ini, Perusahaan As a result of the merger, the Company expects to
berharap dapat untuk meningkatkan kualitas enhance its service quality, expand its coverage and
layanan, memperluas cakupan, serta introduce smarter, more integrated digital
memperkenalkan pengalaman digital yang lebih experiences for customers.
cerdas dan terintegrasi kepada pelanggan.
Pada tanggal 31 Desember 2025, akuntansi awal As at 31 December 2025, the initial accounting for
atas transaksi ini belum selesai dikarenakan this transaction has not been completed because
pengukuran akhir atas aset teridentifikasi dan the final measurement of the identifiable assets
pengukuran kembali liabilitas sewa dan aset hak acquired and lease liabilities and right-of-use assets
guna belum selesai, karena analisis dan penilaian remeasurement has not been completed, as further
lebih lanjut diperlukan. Oleh karena itu, pos-pos analysis and assessment are required. Therefore,
yang akuntansi awalnya belum selesai dilaporkan the items for which the initial accounting is
menggunakan jumlah sementara. Perusahaan incomplete were reported using provisional
diperbolehkan untuk menggunakan jumlah amounts. The Company is permitted to use the
sementara selama jangka waktu paling lama satu provisional amounts for a period of up to one year
tahun sejak tanggal transaksi, sesuai dengan from the transaction date, in accordance with the
standar akuntansi yang berlaku. applicable accounting standard.
Page 472
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/137 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
39. KOMBINASI BISNIS (lanjutan) 39. BUSINESS COMBINATION (continued)
Imbalan, jumlah aset yang diperoleh, dan liabilitas Consideration, total acquired assets and liabilities
yang diambil alih, dan goodwill terkait pada tanggal assumed and the related goodwill at the acquisition
akuisisi adalah sebagai berikut: date were as follows:
Nilai wajar/
Fair Value
Imbalan yang dialihkan 11,917,865 Consideration transferred
Kas dan setara kas 230,422 Cash and cash equivalents
Aset lancar selain Current assets other than
kas dan setara kas1 3,580,794 cash and cash equivalents1
Aset tetap2 (Catatan 8) 15,270,246 Fixed assets2 (Note 8)
Aset takberwujud: Intangible assets:
Spektrum (Catatan 9) 6,196,235 Spectrum (Note 9)
Merk (Catatan 9) 135,965 Brand (Note 9)
Perangkat lunak (Catatan 9) 36,308 Software (Note 9)
Aset tidak lancar lainnya 87,116 Other non-current assets
Liabilitas (23,476,988) Liabilities
Aset pajak tangguhan Deferred tax assets
atas akuisisi (Catatan 29) 3,427,759 arisen from the acquisition (Note 29)
Jumlah aset neto yang diambil alih 5,487,857 Total net asset acquired
Perhitungan sementara goodwill 6,430,008 Provisional goodwill
1. Termasuk di dalamnya piutang usaha dan lain-lain dengan nilai wajar 1. Includes trade and other receivables with a fair value of Rp 471,644.
sebesar Rp 471.644.
2. Termasuk Aset Hak Guna. 2. Includes Right of Use Assets.
Biaya yang terkait dengan penggabungan usaha Merger-related costs of Rp 68,519 have been
sebesar Rp 68.519 telah dibebankan pada laporan charged to the consolidated statement of
laba rugi komprehensif konsolidasian untuk tahun comprehensive income for the year ended
yang berakhir pada 31 Desember 2025. 31 December 2025.
Nilai wajar piutang usaha sebesar Rp 456.962 Fair value of acquired trade receivables of
dengan jumlah kontraktual bruto sebesar Rp 456,962 with gross contractual amount of
Rp 260.162 telah jatuh tempo. Diperkirakan senilai Rp 260,162 which is already due. It is expected
Rp 53.220 tidak dapat ditagih. that an amount of Rp 53,220 to be uncollectible.
Nilai wajar dari aset tetap dan aset takberwujud Fair value of acquired fixed assets and intangible
yang diperoleh sebesar Rp 21.638.754 berasal dari assets of Rp 21,638,754 is derived from the
penilaian oleh penilai independen. Nilai wajar aset valuation by an independent valuer. The fair value
dan liabilitas lainnya yang teridentifikasi mendekati of others identified assets and liabilities
nilai buku pada tanggal akuisisi. approximate to their book value at the date of
acquisition.
Liabilitas sewa dan aset hak guna diukur kembali Lease liabilities and right-of-use assets were
seolah-olah sewa yang diperoleh ini adalah remeasured as if these leases were new lease at
penyewaan baru pada tanggal efektif merger. the effective date of the merger.
Merek diestimasi nilai wajarnya dengan Brand fair value was estimated using key
menggunakan asumsi kunci seperti umur manfaat assumptions such as useful life (ranging from 3 to
(berkisar antara 3 sampai dengan 20 tahun) dan 20 years) and 12.6% discount rate.
tingkat diskonto sebesar 12,6%.
Page 473
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/138 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
39. KOMBINASI BISNIS (lanjutan) 39. BUSINESS COMBINATION (continued)
Sehubungan dengan penggabungan usaha ini, In relation to the merger, the Company has
Perusahaan telah mengajukan permohonan submitted a request for approval from DGT for
persetujuan penggabungan usaha kepada DJP using the tax net book value of SMART’ assets
dengan menggunakan nilai buku pajak atas aset transferred to the Company and consequently, the
SMART yang dialihkan ke Perusahaan dan sebagai provisional calculation of deferred tax assets (or
akibatnya, perhitungan sementara aset (atau liabilities) and goodwill reflects this position. Until
liabilitas) pajak tangguhan dan goodwill the approval from the income tax office is obtained
mencerminkan posisi tersebut. Sampai dengan the provisional calculation of goodwill and related
persetujuan dari kantor pajak diperoleh, perhitungan deferred tax assets (or liabilities) of Rp 6,430,008
sementara goodwill dan aset (atau liabilitas) pajak and Rp 3,427,759, respectively, will continue to be
tangguhan terkait masing-masing sebesar monitored by management and revised as
Rp 6.430.008 dan Rp 3.427.759, akan terus necessary.
dimonitor oleh manajemen dan direvisi seperlunya.
Pehitungan sementara goodwill yang timbul dari The provisional calculation of goodwill arising from
penggabungan usaha tersebut diatribusikan pada the business combination is attributable to the
skala ekonomis yang diharapkan akan diperoleh economies of scale expected from combining the
dengan menggabungkan operasi Perusahaan dan operations of the Company and SMART. None of
SMART. Tidak ada perhitungan sementara goodwill the provisional goodwill expected to be deductible
yang diharapkan dapat menjadi pengurang pajak for income tax purposes.
penghasilan.
Laporan keuangan konsolidasian Perusahaan pada The consolidated financial statements of the
tanggal 31 Desember 2025 telah disusun untuk Company as at 31 December 2025 have been
mencerminkan penggabungan usaha entitas yang prepared to reflect the merger of the respective
bersangkutan tersebut dengan dampak pajak entities with the tax impact based on the tax net
menggunakan nilai buku pajak atas aset SMART. book value of SMART’s assets
Pendapatan yang termasuk dalam laporan laba rugi The revenue included in the profit or loss since
komprehensif sejak 16 April 2025, tanggal efektif 16 April 2025, merger effective date up to the
merger sampai dengan 31 Desember 2025 yang 31 December 2025 contributed by SMART was
dikontribusikan oleh SMART adalah sebesar Rp 6,740,414. SMART contributed to a loss of
Rp 6.740.414. SMART memberikan kontribusi rugi Rp 1,189,006 over the same period.
sebesar Rp 1.189.006 pada periode yang sama.
Jika SMART dikonsolidasikan sejak 1 Januari 2025, Had SMART been consolidated from
maka laporan keuangan konsolidasian akan 1 January 2025, the consolidated statements would
menunjukan pendapatan proforma sebesar have shown proforma revenue of Rp 45,011,796
Rp 45.011.796 dan rugi proforma dari kegiatan and a proforma loss from normal operation for the
usaha normal periode berjalan sebesar period of Rp 8,745,889.
Rp 8.745.889.
Terdapat pergerakan atas perhitungan sementara There was a movement in the provisional goodwill
goodwill sebesar Rp 283.112 pada amounting to Rp 283,112 as of 31 December 2025.
31 Desember 2025.
Manajemen berkeyakinan transaksi kombinasi bisnis Management believes that the business
yang dilakukan telah sesuai dengan peraturan OJK. combination transaction is conducted in
accordance with the OJK’s regulations.
Page 474
PT XLSMART TELECOM SEJAHTERA Tbk (dahulu/formerly PT XL AXIATA Tbk)
DAN ENTITAS ANAK/AND SUBSIDIARIES
Halaman - 5/139 - Page
CATATAN ATAS LAPORAN KEUANGAN NOTES TO THE CONSOLIDATED
KONSOLIDASIAN FINANCIAL STATEMENTS
UNTUK TAHUN YANG BERAKHIR FOR THE YEARS ENDED
31 DESEMBER 2025 DAN 2024 31 DECEMBER 2025 AND 2024
(Dinyatakan dalam jutaan Rupiah, (Expressed in millions of Rupiah,
kecuali dinyatakan lain) unless otherwise stated)
40. INFORMASI TAMBAHAN UNTUK LAPORAN 40. SUPPLEMENTARY INFORMATION FOR
ARUS KAS KONSOLIDASIAN STATEMENTS OF CASH FLOWS
Kegiatan signifikan yang tidak memengaruhi arus Significant activities not affecting cash flows are as
kas adalah sebagai berikut: follow:
2025 2024
Pembelian aset tetap dan Purchase of fixed assets
aset takberwujud dan and intangible asset
pengakuan aset terkait and recognition of assets
transaksi jual dan related to sale and leaseback
sewa-balik melalui utang 18,960,041 22,215,769 transaction through liabilities
2025
Pinjaman Bunga yang
Liabilitas jangka Utang masih harus
sewa/ panjang/ obligasi/ dibayar/
Lease Long-term Sukuk Bonds Accrued Lainnya*/ Jumlah/
liabilities loan ijarah Payable interest Others* Total
Saldo Balance as at
1 Januari 2025 33,594,638 8,846,978 1,966,686 1,679,712 68,464 4,855,009 51,011,487 1 January 2025
Arus kas (7,901,568) 5,491,651 (714,915) (754,225) (1,453,833) (3,730,224) (9,063,114) Cash flows
Tambahan - Addition - lease
liabilitas sewa 10,980,091 - - - - - 10,980,091 liabilities
Dampak kombinasi - impact from business
bisnis - 7,162,840 - - - 7,162,840 combination
Biaya bunga 2,492,025 - - 1,450,566 - 3,942,591 Interest expense
Transaksi non kas Other non-cash
lainnya - (20,598) 1,808 1,893 44,292 - 27,395 transaction
Saldo Balance as at
31 Desember 2025 39,165,186 21,480,871 1,253,579 927,380 109,489 1,124,785 64,061,290 31 December 2025
2024
Pinjaman Bunga yang
Liabilitas jangka Utang masih harus
sewa/ panjang/ obligasi/ dibayar/
Lease Long-term Sukuk Bonds Accrued Lainnya*/ Jumlah/
liabilities loan ijarah Payable interest Others* Total
Saldo 35,813,446 6,024,900 2,362,387 1,717,301 76,483 5,501,355 51,495,872 Balance as at
1 Januari 2024 1 January 2024
Arus kas (6,922,630) 2,811,843 (398,000) (40,000) (859,079)** (646,346) (6,054,212) Cash flows
Tambahan - Addition - lease
liabilitas sewa 2,488,091 - - - - - 2,488,091 liabilities
Biaya bunga 2,215,731 - - - 850,358 - 3,066,089 Interest expense
Transaksi non kas Other non-cash
lainnya - 10,235 2,299 2,411 702 - 15,647 transaction
Saldo Balance as at
31 Desember 2024 33,594,638 8,846,978 1,966,686 1,679,712 68,464 4,855,009 51,011,487 31 December 2024
* Terdiri dari penerimaan dari penerbitan saham, penjualan dan sewa balik, pembayaran dividen, pembelian kembali saham treasuri dan biaya
penerbitan saham baru/Consists of proceed from share issuance, sale and leaseback transaction, cash dividends paid, buyback treasury shares and
share issuance cost.
** Terdiri dari pembayaran imbal hasil ijarah dan bunga atas pinjaman jangka panjang dan obligasi/Consists of payment of ijarah return and interest from
long-term loans and bonds payable.
Page 475
Page 476
2025 Integrated Annual Report PT XLSMART Telecom Sejahtera Tbk XLSMART Tower Jl. HR Rasuna Said X5. Kav.11 – 12, Kuningan Timur, Setiabudi, Jakarta Selatan Jakarta 12950 - Indonesia Tel. (62-21) 576 1881 Fax. (62-21) 576 1880 www.xlaxiata.co.id
Names mentioned 141 people and organisations named in the text · linked when the evidence is strong
unresolved
org
PT XLSMART
p.6
unresolved
org
Telecom Sejahtera Tbk
p.6
unresolved
org
Rianto & Rekan
p.6 ×2
unresolved
org
Rintis & Rekan
p.6
unresolved
org
Ministry of Manpower. Awards & Recognition
p.15
unresolved
person
Julianto Already
p.25
unresolved
person
Willem
p.25
unresolved
person
Timmermans
· President Commissioner
p.27 ×2
unresolved
org
Bank Indonesia
p.34 ×2
unresolved
org
Bank Indonesia’s
p.34
unresolved
person
Shurish
p.35
unresolved
person
Sanjay K. G. A. Vaghasia
p.35
unresolved
org
PT Graha Metropolitan Lestari
p.47 ×2
unresolved
org
PT Excelcomindo Pratama
p.47 ×3
unresolved
org
Indocel Holding Sdn. Bhd.
p.47
unresolved
org
TM International Sdn. Bhd.
p.48
unresolved
org
Axiata | 2016
Investments
p.48
unresolved
org
PT XL Planet
p.48
unresolved
org
Ministry of Communication
p.48 ×3
unresolved
org
Teleglobal Investment B.V.
p.48
unresolved
org
PT Axis Telekom Indonesia
p.48
unresolved
org
Ministry of Communication and Information
p.49
unresolved
org
Ministry of Industry.
p.49
unresolved
org
NTT Ltd.
p.49
unresolved
org
Minister of Health
p.49
unresolved
person
Prof. Ari Kuncoro
p.49 ×2
unresolved
person
Dr. Astuti Giantini.
p.49
unresolved
org
PT Hipernet Indodata
p.50
unresolved
org
Telecommunication Sdn. Bhd.
p.50
unresolved
org
PT Link Net Tbk’s
p.50
unresolved
org
Ministry of The Room
p.51
unresolved
org
PT Ide Inovatif Bangsa
p.52 ×2
unresolved
org
PT Mobil Anak Bangsa
p.52
unresolved
org
PT Smart Telecom. This
p.53
unresolved
org
PT Huawei Tech Investment
p.53 ×2
unresolved
org
PT ZTE Indonesia
p.53
unresolved
org
PTXLSMART XLSMARTTelecom TelecomSejahtera SejahteraTbk Tbk
p.58 ×2
unresolved
org
Sejahtera Tbk
p.69
unresolved
person
Public Accountant Lok Budianto
p.69
unresolved
org
PT Ericsson
p.76
unresolved
org
PT ZTE
p.76
unresolved
org
Axiata Investment (Indonesia
p.79
unresolved
org
PT ADA Asia Indonesia
p.79 ×2
unresolved
org
PT Asuransi Sinar Mas
p.79
unresolved
org
Apigate Sdn. Bhd.
p.79 ×2
unresolved
org
Axiata Business Service Sdn. Bhd.
p.79
unresolved
org
PT Axiata Digital Analytics Indonesia
p.79 ×2
unresolved
org
PT Edotco Infrastruktur Indonesia
p.79 ×2
unresolved
org
PT Eka Mas Republik
p.79
unresolved
org
PT Eka Nusantara Gemilang
p.79
unresolved
org
PT Pelita Reliance International
p.79
unresolved
org
PT Princeton Digital Group Data
p.79
unresolved
org
PT Sinarmas Agro Resources
p.80
unresolved
org
Technology Tbk
p.80
unresolved
org
PT Asuransi Simas Jiwa
p.80
unresolved
org
PT Asuransi Simas Insurtech
p.80
unresolved
org
PT Ekamas International Hospital
p.80
unresolved
org
PT Data Opal Terpadu
p.80
unresolved
org
PT Sinarmas Sekuritas
p.80
unresolved
org
PT Sinar Kencana Inti Perkasa
p.80
unresolved
org
PT Sinarmas Sentra Cipta
p.80
unresolved
org
PT Tapian Nadenggan
p.80
unresolved
org
PT Tumbuh Bersama Nano
p.80
unresolved
org
PT SMPlus Data Persada
p.80
unresolved
org
PT Smartfren
p.80
unresolved
org
Telecom Tbk
p.80
unresolved
org
Minister of Communication
p.81 ×2
unresolved
org
Directorate General of Digital Infrastructure
p.81
unresolved
org
Ministry of Communication Based Business Licensing
p.81
unresolved
org
Ministry of Communication and Digital
p.100
unresolved
org
Ministry of Finance
p.100
unresolved
org
Ministry of Manpower. In
p.117
unresolved
org
Financial Services Authority
p.122 ×3
unresolved
org
Indonesia Stock Exchange
p.122 ×2
unresolved
org
Minister of Law Regulation
p.124
unresolved
org
PT Kustodian Sentral Efek Indonesia
p.124
unresolved
person
Taufani
p.342
unresolved
org
Menteri Hukum dan Hak
p.342
unresolved
org
Minister of Law and Human Rights
p.342
unresolved
—
Frans
· Director
p.343
unresolved
—
Willien Lucas Timmermans
· Ketua
p.344
unresolved
org
Pengawas Pasar Modal dan Lembaga
p.346
unresolved
org
BAPEPAM-LK
p.346 ×4
unresolved
org
Axiata Business Services Sdn. Bhd.
p.427
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