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20260407_TUGU_Pemanggilan RUPS_32068577_lamp2.pdf
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Page 1
INVITATION
April 7, 2026
INVITATION
ANNUAL GENERAL MEETING OF SHAREHOLDERS
PT Asuransi Tugu Pratama Indonesia Tbk.
PT Asuransi Tugu Pratama Indonesia Tbk (“the Company"), hereby invites the Company's
Shareholders to attend the Annual General Meeting of Shareholders for the 2025
Financial Year (“the Meeting”) which will be held on:
Day/Date : Wednesday, April 29, 2026
Time : 14.00 PM – finish (Western Indonesia Time Zone)
Venue : South Jakarta and through the KSEI Electronic General Meeting System
facility (“eASY.KSEI”) at the link https://akses.ksei.co.id provided by PT
Kustodian Sentral Efek Indonesia (“KSEI”)
Referring to Financial Services Authority Regulation Number 15/POJK.04/2020
concerning the Planning and Implementation of General Meetings of Shareholders of
Public Companies (“POJK No. 15/2020”) and Financial Services Authority Regulation
Number 14/POJK.04/2025 concerning the Implementation of General Meetings of
Shareholders, General Meetings of Bondholders, and General Meetings of Sukuk
Holders Electronically (“POJK No. 14/2025”), the Meeting will be held in South Jakarta
and through the eASY.KSEI facility with the following agenda items:
1. Approval of the Company's Annual Report for the 2025 Financial Year accompanied
by the Granting of Full Release and Exemption from Liability (volledig acquit et de-
charge) to the Board of Directors and Board of Commissioners.
Explanation:
According to Article 66 and Article 69 paragraph (1) of Law No. 40 of 2007
concerning Limited Liability Companies (“Limited Liability Companies Law”), it is
stated that:
1) The Board of Directors shall submit an Annual Report to the General Meeting of
Shareholders (GMS) after being reviewed by the Board of Commissioners, and
the Board of Commissioners shall submit a report on the Board of
Commissioners' supervision of the Board of Directors' performance for the
fiscal year ending January - December 2025 no later than 6 (six) months after
the end of the Company's fiscal year; and
2) Approval of the Annual Report, including ratification of the Financial
Statements and the report on the Board of Commissioners' supervisory duties,
shall be carried out by the GMS.
2. Determination of the Use of the Company's Net Profit for the 2025 Financial Year.
Explanation:
Based on Article 11, paragraph 7, letter b of the Company's Articles of Association,
it is stated that at the AGM, the Board of Directors shall submit a proposal for the
use of the Company's profits if the Company has a positive retained earnings.
Article 71 of the Limited Liability Company Law also states that the use of net profit
PT Asuransi Tugu Pratama Indonesia Tbk Head Office: t. +6221 529 61777 (hunting)
a member of PERTAMINA Wisma Tugu I f. +6221 529 61555 • +6221 529 62555
Jl. H.R. Rasuna Said Kav. C 8-9 e. enquiry@tugu.com • claim@tugu.com
Jakarta 12920, Indonesia www.tugu.com
Page 2
INVITATION
April 7, 2026
including the determination of the amount of reserves, is determined by the AGM.
Further details regarding the Company's Net Profit for the 2025 Financial Year can
be seen in the Financial Report in the Company's 2025 Annual Report (audited)
which can be downloaded via the link https://www.tugu.com/en/investor-
relations/annual-report.
3. Appointment of a Public Accounting Firm (KAP) to Audit the Financial Report for the
2026 Financial Year.
Explanation:
Based on the Limited Liability Companies Law, Financial Services Authority
Regulation Number 9 of 2023 concerning the Use of Public Accountant Services in
Financial Services Activities, and the Company's Articles of Association, the
appointment and dismissal of public accountants who will provide audit services for
annual historical financial information must be decided in a GMS by considering
the proposals of the Board of Commissioners.
In the event that the GMS cannot decide on the appointment of a public
accountant, the GMS may delegate the authority to appoint a Public Accounting
Firm (KAP) to conduct an audit of the 2026 financial statements to the Board of
Commissioners, accompanied by an explanation regarding:
1) The reasons for delegation of authority; and
2) The criteria or limitations for appointing public accountants.
4. Determination of Performance Awards (Tantiem/Performance Incentives/Special
Incentives) for the 2025 Financial Year to the Board of Directors and Determination
of Remuneration for 2026 to the Board of Directors, Board of Commissioners, and
Sharia Supervisory Board (SSB).
Explanation:
Based on the provision of the Limited Liability Companies Law, Financial Services
Authority Regulation Number 73/POJK.06/2016 concerning Good Governance for
Insurance Companies (“POJK No. 73/2016”), and the Company’s Articles of
Association, the remuneration, allowances and other facilities (if any) for members
of the Board of Directors, Board of Commissioners, and SSB are determined by the
GMS.
5. Accountability Report on the Realization of the Use of Proceeds from the Public
Offering and Changes to the Allocation of Use of Remaining Proceeds from the
Company's Initial Public Offering and Approval of Changes to the Allocation of Use
of Remaining Proceeds from the Company's Initial Public Offering.
Explanation:
Referring to Financial Services Authority Regulation Number 30/POJK.04/2015
concerning the Report on the Realization of the Use of Proceeds from Public
Offerings, which stipulates that:
PT Asuransi Tugu Pratama Indonesia Tbk Head Office: t. +6221 529 61777 (hunting)
a member of PERTAMINA Wisma Tugu I f. +6221 529 61555 • +6221 529 62555
Jl. H.R. Rasuna Said Kav. C 8-9 e. enquiry@tugu.com • claim@tugu.com
Jakarta 12920, Indonesia www.tugu.com
Page 3
INVITATION
April 7, 2026
1. Public Companies are required to account for the realization of the use of funds
from the Public Offering in each Annual GMS until all funds from the Public
Offering have been realized;
2. The realization of the use of proceeds from the Public Offering must be included
as an agenda item in the Annual GMS; and
3. Submitting the plan and reasons for changes to the use of proceeds from the
Public Offering along with notification of the GMS agenda to the Financial
Services Authority and obtaining prior approval from the GMS.
6. Approval for the Implementation of the Separation of the Sharia Unit Through the
Portfolio Transfer Mechanism to a Sharia Insurance Company that Has Obtained a
Business License and the Return of the Sharia Business Unit License while Still
Referring to the Directions from the Financial Services Authority and Applicable
Laws and Regulations
Explanation:
Referring to the Financial Services Authority Regulation No. 11 of 2023 concerning
the Separation of Sharia Units of Insurance Companies and Reinsurance
Companies, to implement the provisions of Article 87 paragraph (1) of Law Number
40 of 2014 concerning Insurance as amended by Law Number 4 of 2023
concerning the Development and Strengthening of the Financial Sector, which
stipulates that if an Insurance Company has a sharia unit, it is required to separate
the sharia unit into a Sharia Insurance Company.
In relation to this obligation, based on the provisions of the Company Law, the
implementation of the separation and the return of the sharia business license
mentioned above constitutes a strategic corporate action that requires approval
from the General Meeting of Shareholders (GMS).
7. Approval of the Changes in the Management Composition of the Company.
Explanation:
Based on the provision of the Limited Liability Companies Law and Financial
Services Authority Regulation No. 33/POJK.04/2014 concerning the Board of
Directors and Board of Commissioners of Issuers or Public Companies, members of
the Board of Directors and Board of Commissioners are appointed and dismissed
by the GMS.
In this agenda, the Company will seek shareholder approval regarding changes to
the management of the Company's Board of Directors and/or Board of
Commissioners, as well as the Sharia Supervisory Board (SSB).
PT Asuransi Tugu Pratama Indonesia Tbk Head Office: t. +6221 529 61777 (hunting)
a member of PERTAMINA Wisma Tugu I f. +6221 529 61555 • +6221 529 62555
Jl. H.R. Rasuna Said Kav. C 8-9 e. enquiry@tugu.com • claim@tugu.com
Jakarta 12920, Indonesia www.tugu.com
Page 4
INVITATION
April 7, 2026
8. Approval of Amendments to the Company's Articles of Association.
Explanation:
Referring to Law No. 40 of 2007 concerning Limited Liability Companies and the
Company's Articles of Association, any adjustments to the Company's Articles of
Association must be determined in a GMS. In this regard, the Company intends to
change the terms of office of the members of the Board of Directors and the Board
of Commissioners in the Articles of Association.
Notes:
1. This Meeting Invitation is an official invitation to the Meeting to the Company's
Shareholders, so that the Company's Board of Directors does not send
separate invitations for the Company's Shareholders.
2. The Company's Shareholders who are entitled to attend or be represented and
vote at the Meeting are the Company's Shareholders whose names are
registered in the Company's Shareholders Register on Monday, April 6, 2026,
or the holders of securities account balances in the Collective Custody of PT
Kustodian Sentral Efek Indonesia (KSEI) at the close of trading of the
Company's shares on the Indonesia Stock Exchange (IDX) on Monday, April 6,
2026.
3. Shareholders register their attendance electronically through the eASY.KSEI
facility or grant power of attorney to the Company's Securities Administration
Bureau ("BAE"), namely PT Datindo Entrycom, through the eASY.KSEI facility
with the following procedures:
a. Shareholders must first be registered in the KSEI Securities Ownership
Reference facility (“AKSes KSEI”) at the link https://akses.ksei.co.id
provided by KSEI.
b. For registered Shareholders, power of attorney can be given in the
eASY.KSEI facility via the website https://easy.ksei.co.id.
c. In the event that Shareholders are unable to access the eASY.KSEI facility,
Shareholders may download the Power of Attorney on the Company's
website www.tugu.com to provide power of attorney and vote at the
Meeting. The power of attorney must be sent to the Company's Securities
Administration Bureau (BAE), namely PT Datindo Entrycom, Jl. Hayam
Wuruk No. 28, Jakarta 10120, Telp. (021) 3508077, no later than 3 (three)
working days before the date of the Meeting, namely on Friday, April 24,
2026 at 15.00 PM (Western Indonesia Time Zone).
d. Shareholders may declare their power of attorney and vote, change the
appointment of the Attorney and/or vote choice for the Meeting Agenda, or
revoke their power of attorney, from the date of the Meeting Invitation until
no later than 1 (one) working day before the date of the Meeting, namely
Tuesday, April 28, 2026 at 12.00 PM (Western Indonesia Time Zone).
PT Asuransi Tugu Pratama Indonesia Tbk Head Office: t. +6221 529 61777 (hunting)
a member of PERTAMINA Wisma Tugu I f. +6221 529 61555 • +6221 529 62555
Jl. H.R. Rasuna Said Kav. C 8-9 e. enquiry@tugu.com • claim@tugu.com
Jakarta 12920, Indonesia www.tugu.com
Page 5
INVITATION
April 7, 2026
4. Shareholders' attendance electronically through the eASY.KSEI facility should
pay attention to the following matters:
a. The following Shareholders must register their attendance electronically via
the eASY.KSEI facility on the date of the Meeting from 10:00 to 13:45 PM
(Western Indonesia Time Zone):
1) Local individual shareholders who have not provided a declaration of
attendance or power of attorney in the eASY.KSEI facility by the
specified deadline and wish to attend the Meeting electronically.
2) Local individual shareholders who have provided a declaration of
attendance, but have not yet determined their minimum voting choice
for 1 (one) Meeting Agenda in the eASY.KSEI facility by the specified
deadline and wish to attend the Meeting electronically.
3) The Power of Attorney from a Shareholder who has given power of
attorney to an independent representative or individual representative,
but has not yet determined the minimum voting choice for 1 (one)
Meeting Agenda in the eASY.KSEI facility by the specified time limit.
4) The Power of Attorney from the Shareholder who has given power of
attorney to the participant/intermediary (custodian bank or securities
company) and has determined the voting choice in the eASY.KSEI
facility until the specified time limit.
b. Shareholders who have provided a declaration of attendance or power of
attorney to an independent representative or individual representative and
have determined their voting choice for the Meeting Agenda in eASY.KSEI
by the specified time limit, then the person concerned/their Attorney does
not need to register their attendance electronically in the eASY.KSEI
facility.
c. Delays or failures in the electronic registration process for any reason will
result in Shareholders or their Authorized Persons being unable to attend
the Meeting electronically, and their share ownership will not be counted as
a quorum for attendance.
5. Registration guide, registration, usage and further explanation regarding the
eASY.KSEI and AKSes KSEI facilities can be seen on the KSEI website with
the links https://akses.ksei.co.id and https://easy.ksei.co.id as well as the
Meeting Rules of Procedure on the Company's website www.tugu.com.
6. The Notary, assisted by the Company's BAE, will conduct an examination and
vote count in making decisions at the Meeting on the Meeting Agenda,
including those based on votes submitted by Shareholders either through the
eASY.KSEI facility or submitted at the Meeting.
7. The materials to be discussed at the Meeting are available and can be obtained
on the Company's website www.tugu.com from the date of the Invitation until
the date of the Meeting.
8. The Company may re-announce if there are changes and/or additional
information regarding the procedures for holding the Meeting with reference to
the applicable statutory provisions.
PT Asuransi Tugu Pratama Indonesia Tbk Head Office: t. +6221 529 61777 (hunting)
a member of PERTAMINA Wisma Tugu I f. +6221 529 61555 • +6221 529 62555
Jl. H.R. Rasuna Said Kav. C 8-9 e. enquiry@tugu.com • claim@tugu.com
Jakarta 12920, Indonesia www.tugu.com
Page 6
INVITATION
April 7, 2026
9. The Company will implement a Code of Ethics/Rules of Conduct in the
implementation of the Meeting, which can be downloaded via the Company's
website www.tugu.com.
We hereby convey this Meeting Invitation for your attention, and thank you for your
attention.
Jakarta, April 7, 2026
PT Asuransi Tugu Pratama Indonesia Tbk
Board of Directors
PT Asuransi Tugu Pratama Indonesia Tbk Head Office: t. +6221 529 61777 (hunting)
a member of PERTAMINA Wisma Tugu I f. +6221 529 61555 • +6221 529 62555
Jl. H.R. Rasuna Said Kav. C 8-9 e. enquiry@tugu.com • claim@tugu.com
Jakarta 12920, Indonesia www.tugu.com
Names mentioned 5 people and organisations named in the text · linked when the evidence is strong
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PT Kustodian Sentral Efek Indonesia
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Financial Services Authority
p.1 ×9
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Indonesia Stock Exchange
p.4
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PT Datindo Entrycom
p.4 ×2
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