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20230901_UNVR_Ringkasan Risalah//Risalah RUPS_31395673_lamp1.pdf
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THE SUMMARY OF MINUTES OF
THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
PT UNILEVER INDONESIA Tbk
To comply with the provisions of article 49 paragraph (1) Jo Article 51 paragraph (2) of
regulation of the Financial Services Authority number 15/POJK.04/2020 regarding The Plan
and the Implementation of the General Meeting of Shareholders of Public Company ("POJK
15/2020"), PT Unilever Indonesia Tbk, the company established under the legislation of the
Republic of Indonesia, domiciled in Tangerang District and its headquarter at Grha Unilever,
Green Office Park Kav 3, Jalan BSD Boulevard Barat, BSD City, Tangerang, Banten, 15345
("the Company") hereby announce The Summary of Minutes of The Extraordinary General
Meeting of Shareholders ("Meeting").
Summary of minutes of this Meeting contains information in accordance with the provisions
of article 51 paragraph (1) of POJK 15/2020 as follows:
A. Meeting date, venue of Meeting, time of Meeting and agenda item of the Meeting
The date of the Meeting: Wednesday 30th August 2023 and the venue was at Grha Unilever,
Green Office Park Kav. 3, Jalan BSD Boulevard West, BSD City, Tangerang, Banten 15345.
Meeting time: 10.37 AM WIB to 11.15 WIB
Meeting Agenda:
1. Approval on the proposed change in the composition of the Board of Directors of the
Company;
2. Approval on the changed in determination of remuneration of the Board of
Commissioners of the Company for the accounting year ended on 31 December 2023
B. Attendance of the Members of Board of Directors and Members of Board of
Commissioners of the Company
Physical attendance:
The Board of Commissioners:
Independent Commissioner : Mr. Alexander Rusli;
Independent Commissioner : Mrs. Alissa Wahid;
Independent Commissioner : Mrs. Debora Herawati Sadrach;
Independent Commissioner : Mr. Fauzi Ichsan; and
Independent Commissioner : Mr. Ignasius Jonan
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The Board of Directors:
President Director : Mrs. Ira Noviarti
Director : Mr. Ainul Yaqin;
Director : Mrs. Amaryllis Esti Wijono;
Director : Mrs. Anindya Garini Hira Murti Triadi
Director : Mrs. Enny Hartati;
Director : Mrs. Hernie Raharja;
Director : Mr. Sandeep Kohli;
Director : Mr. Shiv Sahgal;
Director : Mr. Alper Kulak;
Director : Mr. Vivek Agarwal; and
Director : Mr. Willy Saelan.
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The Board of Commissioners:
President Commissioner : Mr. Sanjiv Mehta;
C. The amount of share with a valid voting right which present or represented during
the Meeting and the percentage from the entire share issued by the Company which
is in the amount of 38,150,000,000 shares are as follow:
Number of shares Percentage
35,148,047,057 92.1311849%
D. The opportunity to raise question and/or opinion on the agenda of the Meeting and
the number of shareholders raised questions and/or gave opinions regarding the
entire agenda of the Meeting
At the end of the discussion of the Meeting, the Chairman of the Meeting has provided
the opportunity for shareholders or their proxies who are present in the Meeting both
physically and electronically to raise questions and/or provide opinions. During the
Meeting there were 3 shareholders or their proxy who raised any question and/or
opinion.
E. Voting mechanism
In accordance with the provisions of Article 15 paragraph 8 of the Articles of Association
of the Company, the decision submitted for all agenda of the Meeting must be taken
based on deliberation for consensus. If no consensus can be reached, then the decision
of the Meeting must be taken 1/2 (one-half) part of the number of validly issued votes in
the Meeting. Decisions for all agenda items of the Meeting are taken based on closed
voting and unbundling. The proposed resolutions for all of Agenda of the Meeting had
been validly approved through a voting mechanism, with the result as set out in part F
below.
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F. Voting Result of the Meeting.
The votes cast in the voting for decision of all Agenda of the Meeting have been
calculated and validated by an independent party, namely Mr. Syarifudin, S.H., a Notary,
with a percentage of the number of shares whose holders are present or represented at
the Meeting shown in the table as follows:
Agenda Consenting Dissenting Abstain
The resignation of Mr. 35.136.921.592 522.900 shares 10.602.565
Alper Kulak as the shares representing shares
Company’s Director representing 0.001488% representing
99.968347% 0.030165%
Change in 34,997,822,721 138,261,421 11.962.915
determination of shares shares shares
remuneration of the representing representing representing
members of the Board 99.572596% 0.393369% 0.034036%
of Commissioners of the
Company
G. Resolutions of the Meeting
G.1 First Agenda of the Meeting
The first item of the agenda of the Meeting are as follows:
1. to approve the resignation of Mr. Alper Kulak from his position of Director of the
Company, effective from since the closing date of the meeting, and to release and
discharge to her for all activities pertaining all affairs and implementations on
authority while having the position of Director of the Company, respectively,
provided their activities are reflected in the Company’s books;
2. It is confirmed that the Structure of the Board of Directors:
- effective since the closing of the Meeting until the closing of the Annual General
Meeting of Shareholders that will be held on Year 2026, without limiting the
Rights of the General Shareholders Meeting to terminate at any point in time, as
follows:
• President Director: Mrs. Ira Noviarti;
• Director: Mr. Ainul Yaqin;
• Director: Mrs. Amaryllis Esti Wijono;
• Director: Mrs. Anindya Garini Hira Murti;
• Director: Mrs. Enny Hartati;
• Director: Mrs. Hernie Raharja;
• Director: Mr. Shiv Sahgal;
• Director: Mr. Sandeep Kohli;
• Director: Mr. Vivek Agarwal;
• Director: Mr. Willy Saelan; and
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• Director: Mrs. Nurdiana Darus
G.2 Second Agenda of The Meeting
The second item of the agenda of the Meeting are as follows:
1. Approved change in the remuneration for the Members of the Board of
Commissioners in the amount of 20% (twenty percent) from the sum of remuneration
on 31st December 2022 effective from 1 July 2023, and giving the full power of
attorney to the Company President of Commissioner to determine in detail on
allocation of the division for each member of the Company’s Board of
Commissioners.
2. Giving the power of attorney to the Company Directors and/or to Mr. Enrico
Sihotang, private, both together or individually to:
a. Declare part or all of the decisions taken for the Agenda of the Meeting before
the Notary in bahasa Indonesia and/or in English;
b. Notify the composition of the Company’s Board of Directors decided in the
Meeting to the Ministry of Law and Human Rights of the Republic of Indonesia
and to register in accordance with applicable laws and regulations enforced, as
well as making changes and/or additions if required by other authorized parties;
and
c. Conducting any necessary matters for the above purposes, without any
exceptions.
3. This power of attorney is granted with the following questions:
a. This power is granted with the right to delegate power to other parties;
b. This power of attorney is valid since the close of this Meeting; and
c. This Meeting agrees to authorize all actions implemented by the “authorized
party”, based under this power of attorney.
Hereby the Summary of Minutes has been prepared pursuant to the provision of Article 49
paragraph (1) jo Article 51 paragraph (2) of POJK No. 15/2020.
Tangerang, 1st September 2023
The Board of Directors of the Company
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