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20260218_FITT_Pemanggilan RUPS_32027761_lamp2.pdf

RUPS notice Text extracted FITT

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Page 1
                                  INVITATION OF
                 EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
                        PT HOTEL FITRA INTERNATIONAL Tbk

The Board of Directors of PT Hotel Fitra International Tbk (hereinafter referred to as the “Company”), hereby
invites the Shareholders of the Company to attend the Extraordinary General Meeting of Shareholders (the
“Meeting”), which will be held on:

 Day/Date           :   Thursday, 12 March 2026
 Time               :   10.00 Western Indonesia Time (WIB) - until completion
 Place              :   Noble House 28th Floor, Mega Kuningan Area, Jl. DR. Ide Anak Agung Gde Agung
                        No. 2 Kav. E4.2, RT.5/RW.2, Kuningan Timur Sub-district, Setiabudi District, South
                        Jakarta Administrative City, Jakarta 12950

With the following Meeting Agenda:
1. Approval of the Change of the Company’s Name;
2. Approval of the Change of the Company’s Domicile and Registered Office Address;
3. Approval of the Amendment to the Company’s Purpose, Objectives, and Business Activities;
4. Approval of the Restatement of the Company’s Articles of Association;
5. Approval of the Transfer of the Company’s Assets Exceeding 50% of the Company’s Net Assets and a
    Material Transaction pursuant to Financial Services Authority Regulation No. 17/POJK.04/2020 on
    Material Transactions and Changes of Business Activities;
6. Changes in the Composition of the Company’s Management and Supervisory Boards.

Explanation of the Meeting Agenda:
1. The 1st Meeting Agenda, is proposed in order to comply with the provisions of the Company’s Articles
    of Association, and Law No. 40 of 2007 on Limited Liability Companies (the “Company Law”), which
    stipulate that amendments to the articles of association must be approved by the General Meeting of
    Shareholders (“GMS”).
2. The 2nd Meeting Agenda, is proposed in order to comply with the provisions of the Company’s Articles
    of Association and the Company Law, which stipulate that amendments to the articles of association
    must be approved by the GMS.
3. The 3rd Meeting Agenda, is proposed pursuant to Financial Services Authority Regulation No.
    17/POJK.04/2020 on Material Transactions and Changes of Business Activities (“POJK 17/2020”),
    which requires that changes in business activities must obtain prior approval from the GMS, and in
    accordance with the Company’s Articles of Association and the Company Law, which stipulate that
    amendments to the articles of association must be approved by the GMS. This agenda item will also
    discuss the feasibility study regarding the proposed change in the Company’s business activities,
    reviewed from various aspects to provide an overview of the feasibility of such change, in compliance
    with POJK 17/2020.
4. The 4th Meeting Agenda, is proposed in order to comply with the provisions of the Company’s Articles
    of Association and the Company Law, which stipulate that amendments to the articles of association
    must be approved by the GMS.




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5.   The 5th Meeting Agenda, is proposed pursuant to POJK 17/2020 in relation to the Company’s plan to
     sell or transfer (divest) all of its share ownership in its subsidiaries, PT Bumi Majalengka Permai and PT
     Fitra Amanah Wisata. The proposed transaction constitutes a material transaction requiring GMS
     approval as referred to in POJK 17/2020, as the transaction value exceeds 50% (fifty percent) of the
     Company’s equity. In connection with this Meeting Agenda, the Company has disclosed and submitted
     the required Information Disclosure simultaneously with the Meeting Announcement on 3 February
     2026.
6.   The 6th Meeting Agenda, is proposed in order to comply with the provisions of the Company’s Articles
     of Association, the Company Law, and Financial Services Authority Regulation No. 33/POJK.04/2014
     on the Board of Directors and Board of Commissioners of Issuers or Public Companies, which require
     that any change in the composition of the members of the Board of Directors and/or the Board of
     Commissioners must be approved by the GMS.

Notes:
1. The Company will not send separate invitations to the Shareholders. This Invitation constitutes an official
    invitation to attend the Meeting. This Invitation is published on the website of PT Kustodian Sentral Efek
    Indonesia (“KSEI”) through the Electronic General Meeting System KSEI application (“eASY.KSEI”), the
    website of PT Bursa Efek Indonesia (“IDX”), and the Company’s website www.fitratbk.co.id;
2. Shareholders entitled to attend the Meeting are those whose names are registered in the Company’s
    Register of Shareholders and/or shareholders whose shares are deposited in KSEI’s Collective Custody
    as of the close of trading of the Company’s shares on the Indonesia Stock Exchange on 13 February
    2026 at 16.00 WIB (the “Eligible Shareholders”);
3. The Meeting will be conducted both physically and electronically through the eASY.KSEI application
    provided by KSEI, in accordance with Financial Services Authority Regulation No. 14 of 2025 on the
    Electronic Implementation of General Meetings of Shareholders, General Meetings of Bondholders, and
    General Meetings of Sukuk Holders (“POJK 14/2025”);
4. In connection with the electronic implementation of the Meeting through eASY.KSEI, Shareholders may
    participate in the Meeting by:
    a. attending electronically through the eASY.KSEI application;
    b. attending physically; or
    c. being represented by proxy using the proxy form available on the Company’s website
        www.fitratbk.co.id;
5. The Company encourages Eligible Shareholders to attend the Meeting or to grant a power of attorney
    to the Company’s Securities Administration Bureau (“BAE”), PT Bima Registra, through the eASY.KSEI
    facility accessible at https://akses.ksei.co.id/, provided by KSEI as an electronic proxy mechanism in the
    Meeting process;
6. Shareholders who attend the Meeting outside the eASY.KSEI mechanism may download and complete
    the proxy form available on the Company’s website www.fitratbk.co.id, and submit it by email with the
    subject “Proxy for FITT GMS” to rups@bimaregistra.co.id. The original proxy form must be submitted
    directly or by registered mail to the Company’s BAE at Satrio Tower, 9th Floor, Jl. Prof. Dr. Satrio Block
    C4, Setiabudi, South Jakarta, no later than 1 (one) business day prior to the Meeting date;
7. Local individual shareholders whose shares are deposited in KSEI’s Collective Custody may attend and
    exercise their voting rights electronically (“E-Voting”) through the eASY.KSEI system managed by KSEI;
8. Shareholders or their proxies attending the Meeting electronically through eASY.KSEI are subject to the
    following conditions:




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      a. Shareholders may declare their electronic attendance no later than 1 (one) business day prior to the
         Meeting date at 12.00 WIB (the “Attendance Declaration Deadline”), and may cast their votes
         through eASY.KSEI from the date of this Invitation until the opening of each respective Meeting
         agenda item;
      b. Shareholders and/or their representatives who have not declared attendance by the Attendance
         Declaration Deadline, or who have declared attendance but have not cast at least one vote, as well
         as Individual Representatives, Independent Parties, or KSEI Participants/Intermediaries (Custodian
         Banks or Securities Companies) who have received proxies but whose shareholders have not cast
         at least one vote, must register through eASY.KSEI on the Meeting date no later than 08.00 WIB;
      c. Any delay or failure in the electronic registration process for any reason will result in the Shareholder
         or proxy being unable to attend the Meeting electronically, and their share ownership will not be
         counted toward the quorum of attendance;
9.    Shareholders or their proxies attending the Meeting physically must submit the required documents to
      the registration officer before entering the Meeting room:
      a. for individual shareholders: a copy of their Identity Card (KTP) or other valid identification;
      b. for corporate shareholders: a copy of the latest articles of association (including the relevant
         approval/acknowledgment from the Minister of Law) and the latest deed of appointment of the Board
         of Directors and Board of Commissioners (including the relevant acknowledgment); and
      c. for shareholders whose shares are deposited in KSEI’s Collective Custody: a Written Confirmation
         for the Meeting (KTUR), obtainable from the securities company or custodian bank where the
         shareholder maintains its securities account;
      d. If a shareholder or their proxies have stated or registered their attendance electronically, but then
         physically attend the Meeting, the Company will cancel the electronic attendance of the shareholder
         or their proxies via the eASY.KSEI application;
      e. Shareholders are advised that physical attendance is limited to a maximum of 35 (thirty-five) people.
         Shareholders who arrive early will be entitled to entry until the quota is reached.
10.   The Notary, assisted by the Company’s BAE, will verify and count the votes for each Meeting agenda
      item, including votes cast electronically through eASY.KSEI;
11.   Each share entitles its holder to cast 1 (one) vote. If a Shareholder holds more than 1 (one) share, the
      vote cast shall apply to all shares owned by such Shareholder;
12.   Shareholders or their proxies may observe the Meeting through a Zoom webinar by accessing the
      eASY.KSEI menu and the GMS Broadcast submenu on the AKSes KSEI website, subject to the following
      conditions:
      a. the Shareholder or proxy must be registered in eASY.KSEI;
      b. the GMS Broadcast is limited to 500 (five hundred) participants on a first come, first served basis.
         Shareholders or proxies who are unable to access the broadcast will still be deemed validly present
         electronically, and their share ownership and votes will be counted, provided they are properly
         registered in eASY.KSEI;
      c. Shareholders or proxies who only observe the Meeting through the broadcast but are not
         electronically registered in eASY.KSEI shall not be deemed present and will not be counted toward
         the quorum;
      d. for optimal use of eASY.KSEI and/or the GMS Broadcast, the Mozilla Firefox browser is
         recommended;
13.   Guidelines for registration, usage, and further information regarding eASY.KSEI are available at
      easy.ksei.co.id and akses.ksei.co.id;




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14. Meeting materials are available from the date of this Invitation and may be downloaded from the
    Company’s website www.fitratbk.co.id. The Company will not provide printed copies of the Meeting
    materials at the Meeting venue;
15. For the orderly conduct of the Meeting, Shareholders or their proxies are requested to register no later
    than 30 (thirty) minutes prior to the commencement of the Meeting. Shareholders or proxies arriving
    after the registration is closed will not be permitted to attend the Meeting;
16. Any matters not stipulated in this Invitation shall be further determined and regulated in the Meeting
    rules, which will be available in eASY.KSEI and on the Company’s website www.fitratbk.co.id.




                                      Majalengka, 18 February 2026
                                           Board of Directors
                                     PT Hotel Fitra International Tbk




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Published18 Feb 2026
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Names mentioned 11 people and organisations named in the text · linked when the evidence is strong

linked org HOTEL FITRA INTERNATIONAL Tbk p.1 ×6
possible org PT Bursa Efek Indonesia p.2
unresolved person DR. Ide Anak Agung Gde Agung p.1
unresolved org Financial Services Authority p.1 ×4
unresolved org PT Bumi Majalengka Permai p.2
unresolved org PT Fitra Amanah Wisata. p.2
unresolved org PT Kustodian Sentral Efek Indonesia p.2
unresolved org Indonesia Stock Exchange p.2
unresolved org PT Bima Registra p.2
unresolved person Prof. Dr. Satrio Block C p.2
unresolved org Minister of Law p.3

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