20260130_PRTL_Laporan Informasi dan Fakta Material_32023043_lamp4.pdf

B. As stated in the Consolidated Financial Statements of the Company for the financial year
ended December 31, 2024, the Company has derived net profit approximately in the
amount of IDR 3,383,924,000,000. The Company intends to seek and obtain approval of
the appropriation of the Company's profits for the financial year ended December 31,
2024,

Cc. The Company intends to seek and obtain an approval to determine the remuneration and
allowance for members of the Board of Directors and remuneration or honorarium and
allowance for Board of Commissioners of the Company for the financial year of 2025 and
tantieme for Board of Directors and Board of Commissioners of the Company for the
financial year of 2024,

D. The Company intends to seek and obtain an approval to appoint Registered Public
Accountant and Public Accounting Firm to audit the Company's Consolidated Financial
Statements for the financial year ended December 31, 2025,

E. The Company intends to seek and obtain an approval of the resignation of Mr. Stephen
Duftus Weiss from his position as the Vice President Director of the Company: and

F. The Company intends to seek and obtain a grant of powers and authority to the Board cf
Directors to pay interim dividend for the financial year ended December 31, 2025.

Thus hereinafter, the Shareholders hereby unanimousiy APPROVE and RESOLVE to adopt the
following Resolutions in lieu of a meeting pursuant to Article 10 paragraph (11) of the Company's
prevailing articles of association:

1. Approvai and ratification of (i) the Annual Report of the Company for the financial year
ended December 31, 2024, including the Company's yearly activity report and the
supervisory report of the Board of Commissioners for the financial year ended December
31, 2024, and (ii) the Consolidated Financial Statements of the Company for the financial
year ended December 31, 2024, including of the Balance Sheet and Profit/Loss Statements
of the Company for the financial year ended December 31, 2024, along with the granting
of full release and discharge of responsibilities to the Board of Commissioners and the
Board of Directors of the Company for their supervision and actions during the financial
year ended December 31, 2024 (acguit et de charge),

2. Approval on the appropriation of the Company's profits for the financial year 2024 as
follows:

a. Approximately in the amount of IDR727,000,000,150 from the Company's net profit of
the financial year ended December 31, 2024 will be distributed as cash dividends to
the Shareholders. Whereas, in accordance with the Resolutions in Lieu of a General
Meeting of Shareholders of the Company dated January 22, 2025, the Company has
distributed interim cash dividend t of the financial year ended December 31, 2024 to
the Shareholders approximately in the amount of IDR230,220,400,076. As such, the
remaining amount of the cash dividend for the financial year ended December 31,

—d

2024 is approximately in the amount of IDR506,779,600,074, will be distributed to the
Shareholders, with the following details:

fi) SMN wili receive cash dividend in the amount of IDR506,779,599,924: and

(il) FAS will receive cash dividend in the amount of IDR150.

An amount of IDR100,000,000 (one hundred million Rupiah) will be appropriated as
reserve funds, with the remaining Company profits being allocated as retained
earnings, and

The remainder of the net income will be recorded as retained earnings, which will be
used to increase working capital of the Company.

3. Approval on the granting of authority to the controlling shareholder of the Company, namely
PT Sapta Adhikari Investama to determine salaries and allowances for members of the
Board of Directors and salaries or honorariums and allowances for members of the Board
of Commissioners of the Company for the financial year of 2025 (two thousand and twenty
five) and tantieme for members of the Board of Directors and Board of Commissioners for
the financial year of 2024 (two thousand and twenty four), by taking into account the
proposals from the Board of Commissioners and the Remuneration and Nomination
Committee of the Company:

4.

Approval on the appointment of Widya Arijanti and Public Accounting Firm
Purwantono, Sungkoro & Surja (a member firm of Ernst & Young Global Limited), each
registered with Financial Services Authority ("OJK") as Public Accountant and Public

Accounting Firm, to audit the Consolidated Financial Statements of the Company for

the financial year ended December 31, 2025, or to appoint other Public Accountant

within the same Public Accounting Firm, in the event of the said Public Accountant
and/or Public Accounting firm is permanently unable to audit the Consolidated

Financial Statements of the Company for the financial year ended December 31, 2025:

Approvai on the granting of power and authority to the Company's Board of

Commissioners to:

(i) determine honorarium and other terms in connection with the appointment of
Public Accountant and/or Public Accounting Firm as referred to in number 1
above, taking into account the recommendation from the Audit Committee of the
Company:

(ii) appoint replacement Public Accountant and/or Public Accounting Firm (including
determine honorarium and other terms), taking into account input and
recommendation from the Audit Committee of the Company, in the event that: (i)
the appointment of the Public Accountant and/or Public Accounting Firm as
referred to in number 1 cannot be completed: or (ii) the Public Accountant and/or
Public Accounting Firm as referred to in number 1 are unable to carry out or
complete the audit of the Company's Consolidated Financial Statements for the
financial year ended December 31, 2025, with the following criteria and limitations:
a) obtain an international reputation,

b) registered on the OJK: and

c) fulfil other terms and conditions that are deemed appropriate by the
Company's Board of Commissioners, by taking into account suggestion and
consideration from the Audit Committee of the Company.

5. Approval on the resignation of Mr. Stephen Duffus Weiss from his position as the Vice
President Director of the Company, and therefore, the composition of the members of the
Board of Directors and the Board of Commissioners of the Company following the effective
date of this Resolutions until the closing of the Annual General Meeting of Shareholders in
year 2029 shall be as follows:

Board of Directors

President Director 1 Ferdinandus Aming Santoso
Director 1 Eko Santoso Hadiprodjo
Director 1 Indra Gunawan

Director 1 Anita Anwar

Director :  Juliawati Gunawan Halim
Board of Commissioners

President Commissioner 1 Ario Wibisono
Commissioner 1 Kenny Harjo

Independent Commissioner 1 John Aristianto Prasetio
Independent Commissioner :  Kusmayanto Kadiman

6. a. Approval on the granting of power and full authority to the Company's Board of
Directors (subject to the approval from the Board of Commissioners), to the extent that
the Company's financial condition allows, and subject to the prevailing laws and
regulations, to determine and distribute the interim dividend for the financial year
ended December 31, 2025, provided that, such interim dividend distribution shall be
made in accordance with Article 72 of Law No. 40 of 2007 regarding Limited Liability
Companies, including but not limited to determine the form, amount and payment
method of such interim dividend: and

b. Granting of power and authority as mentioned in point 6(a) above is valid commencing
from the date of this Resolutions.

FURTHER RESOLVED, to appoint and authorize the Board of Directors of the Company or Mrs.
Monalisa Irawan and/or Mrs. Maya Marcella, jointly or severally, with right of substitution, to
represent the Company and the Shareholders to appear before a Notary and other relevant
authorities (if and as necessary) to restate all or part of these Resolutions in a form of a Notarial
Deed in Bahasa Indonesia and to handle and submit all documents and related application to any
government agencies or authorities, including but not limited to the Ministry of Law and Human
Rights for approval and/or notification, the Indonesian Stock Exchange and/or the Financial
Services Authority as deemed necessary or as the case may be reguired, being Company is an
issuer Under the applicable capital market law, and to do any and all act necessary or reguired
with due and observance of the applicable laws and regulations in order to carry out and/or give
effect to the above Resolutions, without any exceptions.

The validity, legality and enforceability of each of the above Resolutions are severable. If any
resolutions as set out in this Resolution shall be deemed invalid, unlawful or unenforceable in any
respect under any applicable iaw, the remaining resolutions in this Resolution shall not be affected
Or impaired in any way.

This Resolution may be executed in counterparts each of which shall be treated as an original
document and the signed Resolution which is being signed separately by each of the
Shareholders of the Company shall be constituted as forming part of the same and one
inseparable instrument.

This Resolution is effective on the date which the last counterpart is executed by the Shareholders
of the Company.

IN WITNESS WHEREOF, these Resolutions have been made and signed by the Shareholders
of the Company.

(Signature Page Follows)

The Shareholders of
PT Profesional Telekomunikasi Indonesia

The holder of 3,322,620, 186 shares representing 99.99974 of the total issued and paid up capital of the Company
For and on behalf
PT Sarana Menara Nusantara, Tbk

B
| “TEMpEL

77AMX267971450
- 4

Indra Gunawan Eko,Santos6 Hadiprodjo
Director Dirfctor
Date: Date:

The holder of 1 share representing 0.00034 of the total issued and paid-up capital of the Company

TEMPEL
BAMX267977449

Ferdinandus Aming Santoso
Date: