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20231121_DOID_Pemanggilan RUPS_31531225_lamp1.pdf

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Page 1
                               INVITATION TO
            THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
                        PT DELTA DUNIA MAKMUR TBK

The Board of Directors of PT Delta Dunia Makmur Tbk (the “Company”) hereby extends an invitation to the
Company’s shareholders to attend the Extraordinary General Meeting of Shareholders (the “Meeting”) of the
Company, electronically or physically with limited capacity, which will be convened on:

 Day/Date                         :   Wednesday, December 13, 2023
 Time                             :   2.00 PM Western Indonesian Time - finish
 Venue                            :   Financial Hall, Graha CIMB Niaga Lt. 2,
                                      Jl. Jend. Sudirman Kav. 58, Jakarta 12190
 Electronic Attendance            :   Through the Electronic General Meeting System facility
                                      (“eASY.KSEI”)

The Meeting Agenda:
1. Changes in the composition of the Company’s Board of Directors.
2. Approval to implement the Management and Employee Stock Ownership Program (MESOP Program)
   that derived from the transfer of Treasury Shares.
3. Approval for the capital reduction by cancelling the Treasury Shares.

Explanations of the Meeting Agenda:
1. The first Meeting Agenda is proposed in order to comply with the provisions of the Company's articles of
   association and FSA Regulation No. 33/POJK.04/2014.

2. The second Meeting Agenda is proposed in the context of the Company's plan to transfer a portion of its
   Treasury Shares by implementing the Management and Employee Stock Ownership Program (MESOP
   Program). This proposed agenda refers to the Article 14 and Article 17 point (c) of the FSA Regulation
   No. 30/POJK.04/2013. Further information regarding the proposed Meeting Agenda hereof can be seen
   in the Disclosure of Information published simultaneously with this Meeting Invitation.

3. The third Meeting Agenda is proposed in the context of the Company's plan to reduce the capital by
   cancelling a portion of its Treasury Shares with a maximum amount of 862,117,300 (eight hundred sixty-
   two million one hundred seventeen thousand and three hundred) shares, representing a maximum of
   10% of the Company's total issued and paid-up capital. This proposed agenda refers to the Article 14
   and Article 17 point (b) of the FSA Regulation No. 30/POJK.04/2013.

NOTES:
I. General Provisions:
   1. The Company will not send a separate invitation to the shareholders and this invitation notice shall
      serve as an official invitation to the Company’s shareholders. This invitation can also be viewed on
      the Company's website (“www.deltadunia.com”), the Indonesia Stock Exchange website, and the
      eASY.KSEI application.
   2. The shareholders who are entitled to attend or be represented in the Meeting are the shareholders
      whose names are recorded in the Shareholders’ Registry as well as the holders of securities
      account in the Collective Depository of the Indonesia Central Securities Depository (“KSEI”) on
      Monday, November 20, 2023 until 4.00 pm Western Indonesian Time.
   3. The Meeting materials are available at the Company’s website from the date of this Invitation to the
      date of the Meeting.
Page 2
    4. Members of the Board of Commissioners, Board of Directors or employees of the Company may act
       as proxies of the shareholders in the Meeting, but they are not entitled to cast vote. If a proxy is
       provided electronically, members of the Board of Commissioners, Board of Directors and employees
       of the Company may not act as proxies of the shareholders as stipulated in the FSA Regulation No.
       15/POJK.04/2020.
    5. The Meeting will be held with the following mechanism:
       a. by physical attendance with limited capacity; or
       b. by electronic attendance through an eASY.KSEI application.

II. Mechanism of Physical Meeting Attendance:
    1. The Company limits the number of participants attending the Meeting based on the first come, first
       serve basis according to the capacity of the venue.
    2. Required documents for physical Meeting:
       a. Shareholders are required to submit a photocopy of Identity Card (Kartu Tanda Penduduk/“ID
           Card”) or other valid proof of identity to the registry official before entering the Meeting room.
       b. The corporate shareholders are required to submit to the registry official, photocopies of their
           latest articles of association and the notarial deed showing their current management
           composition.
       c. Shareholders who are represented by their own proxies to attend the physical Meeting are
           required to submit a valid power of attorney with sufficient stamp duty and a photocopy of ID
           Cards of both the authorizer and the attorney.

III. Mechanism of Electronic Meeting Attendance:
     1. For shareholders who prefer to attend the Meeting electronically, KSEI has currently provided an e-
        GMS platform via the eASY.KSEI application and a zoom webinar via Tayangan RUPS module at
        the AKSes.KSEI facility.
     2. Considering a limited capacity, therefore the shareholders are advised to register and attend the
        Meeting electronically through the eASY.KSEI application at https://akses.ksei.co.id.
     3. Guidelines for registration and description regarding the eASY.KSEI application (e-Proxy and
        e-Voting) can be found at https://akses.ksei.co.id and/or at the Company’s website.

IV. Granting Power of Attorney to the Independent Representative:
    1. The Company has appointed its Securities Administration Bureau, PT Datindo Entrycom
       (“Datindo”) as an independent party who will represent shareholders to attend and cast votes at the
       Meeting.
    2. Shareholders who are unable to attend the Meeting are encouraged to give power of attorney of
       their attendance ("e-Proxy") and their votes electronically (“e-Voting”) to Datindo. The facility of e-
       Proxy and e-Voting can be accessed on the eASY.KSEI application at https://akses.ksei.co.id from
       the date of this Meeting Invitation until Tuesday, December 12, 2023 at 12.00 noon Western
       Indonesian Time.
    3. In the event that a shareholder is unable to attend the Meeting, but they do not have an access to
       the eASY.KSEI system, they can still provide power of attorney to Datindo in writing, by filling out the
       Power of Attorney Form which is available on the Company's website. The power of attorney form
       shall be signed on a stamp duty of Rp. 10,000,- and accompanied by a photocopy of ID Cards of
       both the authorizer and the attorney. Meanwhile for the corporate shareholders, in addition to ID
       Cards, the submission must be accompanied with photocopies of their latest articles of association
       and notarial deed showing their current management composition at the Meeting. The power of
       attorney which is signed in overseas shall be firstly legalized by a local Public Notary and Indonesian
       Embassy/Consulate office.
    4. Shareholders who give their power of attorney in writing are expected to include their votes on each
       Meeting agenda in the power of attorney form.
    5. The original power of attorney and all documents as stipulated in item IV.3 above must have been
       received by the Company's Securities Administration Bureau office, PT Datindo Entrycom, Jl.
       Hayam Wuruk No. 28, Jakarta 10120, Tel: (021) 3508077, Fax: (021) 3508078, email:
       corpsec@deltadunia.com; irteam@deltadunia.com; and dm@datindo.com, no later than 3
       working days prior to the Meeting, which is on December 8, 2023.
Page 3
V. The Provisions of Safety and Health Protocol:
   Shareholders, their proxies and other participants who will physically attend and participate in the
   Meeting are still required to comply with the provisions of health and safety protocol stipulated as
   follows:
   1. The Company limits the number of physical attendees at the Meeting on the first come, first serve
        basis according to the capacity of the venue.
   2. Meeting participants must have received the Covid-19 vaccine up to the third dose (booster).
   3. Meeting participants must wear medical masks in the Meeting room.
   4. Meeting participants with health problems such as fever, cough/cold, flu, sore throat, or other
        symptoms are not allowed to enter the Meeting room.
   5. The Company has the right and authority to forbid the shareholders, their proxies or other
        participants from entering the Meeting room if they do not meet the requirements of health and
        protocols as described above.
   6. To ensure an orderly, smooth, and timely Meeting, the shareholders or their proxies are respectfully
        advised to be present at the Meeting venue no later than 60 (sixty) minutes before the Meeting
        commences.

    Should there be any changes and/or additional information regarding the procedures for holding the
    Meeting in connection with the latest conditions and developments that have not been conveyed in this
    Invitation, they will be further announced on the Company's website www.deltadunia.com.

                                         Jakarta, November 21, 2023
                                      The Company’s Board of Directors

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