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20260330_PGEO_Pemanggilan RUPS_32055794_lamp2.pdf
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The Board of Directors of PT Pertamina Geothermal Energy Tbk (hereinafter referred to as the “Company”),
headquartered in Jakarta, hereby invites the Company’s Shareholders to attend the Annual General Meeting of
Shareholders for the 2025 Financial Year (hereinafter referred to as the “Meeting”), to be held on:
Day / Date : Tuesday, April 21, 2026
Time : 13.30 WIB – finished
Venue :
● Physically : Aryanusa Ballroom, Danareksa Tower,
Jl. Medan Merdeka Selatan No. 14, Gambir,
Central Jakarta, 10110
● Electronically : Access the KSEI Electronic General Meeting System
(“eASY.KSEI”) via the link https://akses.ksei.co.id/, which
provided by PT Kustodian Sentral Efek Indonesia (“KSEI”).
Agenda of the Meeting
1. Approval and Ratification of the Annual Report including the Company's Consolidated Financial Report and
the Supervisory Report of the Board of Commissioners for the financial year ended 31 December 2025,
including the granting of full release and discharge (volledig acquit et de charge) to the Board of Directors and
the Board of Commissioners of the Company.
2. Approval of the appropriation of the Company’s net profit for the financial year 2025.
3. Approval of the determination of remuneration, allowances, and other benefits for the financial year 2026, as
well as performance bonuses (tantiem) for the financial year 2025 for the Board of Directors and the Board of
Commissioners of the Company.
4. Approval of the Appointment of a Public Accountant Firm to conduct the audit of the Company’s Financial
Statement for the Financial Year 2026.
5. Report on the realization of the use of proceeds from the Company’s Initial Public Offering (IPO).
6. Approval of changes to the use of proceeds from the Company’s IPO.
7. Report on the implementation of the Management and Employee Stock Option Program (MESOP) and
approval to grant authority to the Board of Commissioners to increase the Company’s issued and paid-up
capital in connection with the implementation of the MESOP.
8. Approval of Amendments to the Company's Articles of Association.
9. Approval of Changes in the Company's Management.
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Brief Explanation of Meeting Agenda
Agenda 1 : Approval and Ratification of the Annual Report including the Company's Consolidated Financial
Report and the Supervisory Report of the Board of Commissioners for the financial year ended 31
December 2025, including the granting of full release and discharge (volledig acquit et de charge) to
the Board of Directors and the Board of Commissioners of the Company.
Pursuant to Article 66 paragraph (1) and Article 69 paragraph (1) of Law No. 40 of 2007 on Limited
Liability Companies (“Company Law”); and Article 9 paragraph (4) letters a and b of the Company’s
Articles of Association, the Annual Report requires the approval of the General Meeting of
Shareholders (GMS), including the Supervisory Board’s Report and the Financial Statements, which
require the ratification of the GMS.
Agenda 2 : Approval of the appropriation of the Company’s net profit for the financial year 2025.
Pursuant to Articles 70 and 71 paragraph (1) of the Company Law; and Article 9 paragraph (4) letter
c jo. Article 22 of the Company’s Articles of Association, which stipulate that the determination of
the use of net profit is decided at the General Meeting of Shareholders.
Agenda 3 : Approval of the determination of remuneration, allowances, and other benefits for the financial year
2026, as well as performance bonuses (tantiem) for the financial year 2025 for the Board of
Directors and the Board of Commissioners of the Company.
Pursuant to Articles 96 and 113 of the Company Law; Minister of State-Owned Enterprises
Regulation No. PER-04/MBU/2014 on Guidelines for Determining the Compensation of the Board of
Directors, Board of Commissioners, and Supervisory Board of State-Owned Enterprises, as last
amended by Minister of State-Owned Enterprises Regulation No. PER-13/MBU/09/2021; and
Article 14 paragraph (16) and Article 18 paragraph (4) letter C.XIII of the Company’s Articles of
Association, which state that (i) the amount of salaries and allowances for members of the Board of
Directors is determined by a resolution of the General Meeting of Shareholders and may be
delegated to the Board of Commissioners, and (ii) the granting of salaries, honoraria, and
allowances for the Board of Commissioners is determined by the General Meeting of Shareholders.
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Agenda 4 : Approval of the Appointment of a Public Accountant Firm to conduct the audit of the Company’s
Financial Statement for the Financial Year 2026.
Pursuant to Article 59 of Financial Services Authority Regulation No. 15/POJK.04/2020 on the
Planning and Conduct of General Meetings of Shareholders of Public Companies ("POJK 15/2020");
Article 3 of Financial Services Authority Regulation No. 9 of 2023 concerning the Use of Public
Accountants and Public Accounting Firms in Financial Services Activities ("POJK 9/2023"); and
Article 9 paragraph (4) letter d of the Company’s Articles of Association states that the appointment
of a registered Public Accounting Firm for to audit the Financial Statements requires the approval of
the General Meeting of Shareholders.
Agenda 5 : Report on the realization of the use of proceeds from the Company’s Initial Public Offering (IPO).
Pursuant to Articles 6 and 7 of Financial Services Authority Regulation No. 30/POJK.04/2015
regarding the Report on the Realisation of the Use of Proceeds from a Public Offering.
Agenda 6 : Approval of changes to the use of proceeds from the Company’s IPO.
Pursuant to Article 9 of Financial Services Authority Regulation No. 30/POJK.04/2015 on Report on
the Realisation of the Use of Proceeds from a Public Offering, any change in the use of proceeds
from a Public Offering must first be approved by the General Meeting of Shareholders.
Agenda 7 : Report on the implementation of the Management and Employee Stock Option Program (MESOP)
and approval to grant authority to the Board of Commissioners to increase the Company’s issued
and paid-up capital in connection with the implementation of the MESOP.
Pursuant to POJK No. 38/POJK.04/2014, regarding Capital Increases in Public Companies Without
Preemptive Rights; Circular Letter of the Board of Directors of PT Bursa Efek Indonesia No.
SE-00002/BEI/03-2020 regarding Procedures for Implementing Share Ownership Programs dated
March 2, 2020; Announcement of PT Bursa Efek Indonesia No. Peng-P-00475/BEI.PP3/05-2023
regarding the Listing of Equity Securities and Pre-Listing of Shares of PT Pertamina Geothermal
Energy Tbk dated May 23, 2023; Company Letter No. 062/PGE500/2026-S0 regarding Disclosure of
Information in Connection with the Planned Implementation of the Management and Employee
Stock Option Program (MESOP) (Fifth Exercise), Phase II (Fourth Exercise), and Phase III (Second
Exercise) of PT Pertamina Geothermal Energy Tbk dated February 13, 2026; and Statement Letter of
PT Datindo Entrycom No. DE/X/2025-2887 as the Company’s Securities Administration Bureau
regarding the Issuance of New Shares Resulting from the Exercise of MESOP Options I, II, and III as
of October 3, 2025.
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Agenda 8 : Approval of Amendments to the Company’s Articles of Association.
Pursuant to Article 19 of the Company Law regarding amendments to the articles of association
approved by the General Meeting of Shareholders; and Article 12 of the Company’s Articles of
Association regarding Amendments to the Articles of Association, which stipulates that
amendments to the Articles of Association require approval at the General Meeting of Shareholders,
and the provisions of Financial Services Authority Regulation No. 17/POJK.04/2020 on Material
Transactions and Changes in Business Activities, under which the Company is required to obtain
the General Meeting of Shareholders’ approval for Changes in Business Activities, including the
presentation of a Feasibility Study.
Agenda 9 : Approval of Changes in the Company’s Management
Pursuant to Articles 14 and 18 of the Company’s Articles of Association; Article 3 jo. Article 22 of
Financial Services Authority Regulation No. 33/POJK.04/2014 on the Board of Directors and Board
of Commissioners of Issuers or Public Companies, the Board of Directors and/or Board of
Commissioners are appointed and removed by the General Meeting of Shareholders.
Note
1. The Company is not sending separate invitations to the Shareholders, as this Invitation constitutes an
official invitation in accordance with the provisions of Article 17 paragraph (1) in conjunction with Article 52
paragraph (1) of OJK Regulation No. 15/POJK.04/2020 on the Planning and Conduct of General Meetings of
Shareholders of Public Companies (hereinafter referred to as “POJK GMS”), Article 6 of POJK No. 14 of
2025 regarding the Conduct of General Meetings of Shareholders, General Meetings of Bondholders, and
General Meetings of Sukuk Holders Electronically (hereinafter referred to as “POJK e-GMS”), and Articles
10 paragraph (2) and (5) of the Company’s Articles of Association. This invitation is also available on the
Company’s website (www.pge.pertamina.com), the website of PT Bursa Efek Indonesia (http://idx.co.id),
and the eASY.KSEI application (https://akses.ksei.co.id).
2. Every Shareholder entitled to attend the Meeting is a Shareholder of the Company whose name is recorded
in the Company’s Shareholder Register or who holds a securities account balance in the Collective Custody
of PT Kustodian Sentral Efek Indonesia (hereinafter referred to as “KSEI”) at the close of trading on the
Stock Exchange 1 (one) business day prior to the Invitation of the Meeting, namely on Friday, March 27,
2026, at 16.00 WIB.
3. The Company provides Meeting materials that can be downloaded from the Company’s website as of the
date of this Invitation.
4. Shareholders may participate in the Meeting through the following mechanisms:
a. Attend the Meeting physicially;
b. Attending the Meeting electronically via the eASY.KSEI application (https://akses.ksei.co.id/);
5. Shareholders who may attend electronically, as mentioned in point 4 letter (b), are local individual
shareholders whose shares are held in KSEI’s collective custody.
6. The deadline for submitting a declaration of attendance or proxy and vote via the eASY.KSEI application is
12.00 WIB on 1 (one) business day prior to the Meeting date, namely April 20, 2026.
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7. Shareholders or their proxies attending the Meeting in person are required to sign the attendance list by
presenting their original Resident Identity Card (KTP) or other form of identification before entering the
room.
8. For shareholders attending electronically, their attendance and voting choices are submitted via the
eASY.KSEI application. Shareholders whose shares are held in KSEI’s collective custody may also grant
proxy to the Company’s Securities Administration Bureau, PT Datindo Entrycom, via the KSEI Electronic
General Meeting System (eASY.KSEI) at the link https://akses.ksei.co.id/ as the mechanism for granting
electronic proxy in the conduct of the Meeting.
9. Shareholders who grant a proxy to attend the Meeting in person may download the proxy form available on
the Company’s website and must submit a photocopy of the proxy grantor’s National Identity Card (KTP) or
other form of identification and present the original National Identity Card (KTP) of the proxy holder to the
Meeting Officer before entering the room. Shareholders that are legal entities are requested to bring a
photocopy of the Company’s latest Articles of Association and the latest list of directors.
10. Shareholders who are unable to attend the Meeting may be represented by a proxy, provided that members
of the Board of Directors, the Board of Commissioners, and employees of the Company may not act as
proxies for the Company’s Shareholders at this Meeting.
11. Before deciding to participate in the Meeting, Shareholders are required to read the provisions set forth in
this Invitation of Meeting as well as other provisions regarding the conduct of the Meeting in accordance
with the authority established by the Company. Other provisions may be viewed in the attached documents
under the “Meeting Info” feature on the eASY.KSEI application and/or in the Invitation of Meeting available
on the Company’s website. The Company reserves the right to establish additional requirements regarding
the participation of Shareholders or their proxies attending the Meeting in person.
12. To facilitate the orderly conduct of the Meeting, Shareholders or their proxies attending the Meeting in
person are expected to arrive at the venue no later than 30 minutes before the Meeting begins.
Shareholders or their proxies who arrive after registration has closed will not be permitted to attend the
Meeting.
13. Shareholders are expected to first read the Meeting Rules of Conduct and the eASY.KSEI Guide, which
have been available on the Company’s website (www.pge.pertamina.com) since the date of this Invitation.
14. The Company may issue a further announcement in the event of any changes and/or additions to the
information regarding the procedures for conducting the Meeting, in accordance with applicable laws and
regulations.
Jakarta, March 30, 2026
PT Pertamina Geothermal Energy Tbk
The Board of Directors
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PT Kustodian Sentral Efek Indonesia
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Minister of State-Owned Enterprises Regulation No. PER-
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PT Datindo Entrycom No. DE
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