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20260804_FILM_Informasi Transaksi Afiliasi_32117655_lamp2.pdf
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Page 1
DISCLOSURE OF INFORMATION TO THE COMPANY’S SHAREHOLDERS
IN ORDER TO COMPLY WITH FINANCIAL SERVICES AUTHORITY REGULATION NO.
42/POJK.04/2020 CONCERNING AFFILIATED TRANSACTIONS AND CONFLICT OF INTEREST
TRANSACTIONS (“POJK 42/2020”)
If you have any difficulty in understanding this Disclosure of Information or are in doubt in making a decision, you should
consult a legal consultant, public accountant, investment advisor, or other professional advisor.
PT MD ENTERTAINMENT Tbk
(“Company”)
Domiciled in South Jakarta
Main Business Activities:
Film Production
Head Office:
MD Place, Tower I
Jl. Setiabudi Selatan No. 7, Setiabudi, Jakarta Selatan 12910
Phone: +62-21 29855777
Email: corporatesecretary@mdentertainment.com
Website: www.mdentertainment.com
The Board of Directors and Board of Commissioners of the Company state that the Transaction
described in this Disclosure of Information is not a Material Transaction as referred to in POJK No.
17/POJK.04/2020 concerning Material Transactions and Changes in Business Activities, and is an
exempted Affiliated Transaction and, to the extent it contains an element of conflict of interest, an
exempted Conflict of Interest Transaction as referred to in POJK 42/2020.
The Board of Directors and Board of Commissioners of the Company, individually and collectively,
are fully responsible for the completeness and accuracy of the information disclosed in this
Disclosure of Information, and having conducted a careful examination, confirm that the information
contained herein is true and that there are no important and relevant material facts that are not
disclosed or omitted so as to render the information in this Disclosure of Information incorrect and/or
misleading.
This Disclosure of Information was published in Jakarta on August 4, 2026
Page 2
DEFINITIONS
Affiliation as referred to in Article 1 number 1 of Law No. 8 of 1995
Affiliation :
on Capital Markets.
Conflict of Interest : as referred to in Article 1 number 4 of POJK 42/2020.
KJPP MWH : Public Appraisal Services Office Munir, Wisnu, Heru & Rekan.
MDII : PT MD Investama Indonesia.
Company / FILM : PT MD Entertainment Tbk.
POJK No. 17/POJK.04/2020 concerning Material Transactions and
POJK 17/2020 :
Changes in Business Activities.
POJK No. 42/POJK.04/2020 concerning Affiliated Transactions and
POJK 42/2020 :
Conflict of Interest Transactions.
The divestment of all of the Company’s shares in WTS as described
Transaction :
in this Disclosure of Information.
WTS : PT White Tiger Studios.
Page 3
I. INTRODUCTION
This Disclosure of Information is submitted to the Company’s shareholders in connection with the
divestment of all of the Company’s shares in WTS carried out on July 30, 2026 (the “Transaction”). The
details and value of the Transaction are described in Section II of this Disclosure of Information.
The Transaction is an Affiliated Transaction under POJK 42/2020 because MDII as the buyer is under
common control with the Company, and the Controller who is also the President Director of the
Company also serves as the President Commissioner of WTS. To the extent the Transaction involves a
difference between the Company’s economic interest and the personal economic interest of the
Controller, it is also subject to the Conflict of Interest Transaction provisions of POJK 42/2020.
In accordance with POJK 42/2020, because the Transaction value does not exceed either 0.5% of the
Company’s paid-up capital or IDR5,000,000,000 (whichever is lower), the Transaction is exempted from
the obligations to use an appraiser and to obtain Independent Shareholders’ approval in a GMS. To
support fairness, MDII has appointed KJPP MWH to assess the value of 100% of WTS shares.
II. DESCRIPTION OF THE TRANSACTION
1. Date and Basis of the Transaction
The Transaction was carried out on July 30, 2026 based on Deeds of Sale and Purchase of Shares No.
16 and No. 17 dated July 30, 2026, drawn up before Dr. Tri Firdaus Akbarsyah, S.H., M.H., Notary in
South Jakarta, and based on the approval of the Extraordinary General Meeting of Shareholders of
WTS as set out in Deed of Minutes No. 15 dated July 30, 2026.
2. Object of the Transaction
In order to optimize its investment portfolio and simplify the group’s business structure, the
Company transferred all of its 7,700 (seven thousand seven hundred) shares, representing 70% of its
ownership in WTS, comprising 7,690 shares to MDII and 10 shares to Mr. Varun Mehta. Accordingly,
following the Transaction the Company no longer holds any shareholding in WTS and WTS is no
longer a subsidiary of the Company.
3. Transaction Value
The Company’s Transaction value is IDR361,853,800 (IDR361,383,860 for 7,690 shares to MDII and
IDR469,940 for 10 shares to Mr. Varun Mehta). Considering the Company’s Consolidated Financial
Statements as of December 31, 2025, audited by Public Accounting Firm Jonnardi, Jamaludin,
Sukimto & Rekan in its Report No. 00026/2.1524/AU.1/05/1350-1/1/III/2026 dated March 30, 2026
with an unmodified opinion, which recorded the Company’s equity of IDR3,184,154,719,646, the
Transaction value equals only 0.011% of the Company’s equity, so the Transaction does not reach a
material value as referred to in POJK 17/2020. The Transaction value also does not exceed either
0.5% of the Company’s paid-up capital (IDR5,443,783,379) or IDR5,000,000,000, thereby meeting
the exemption criteria under Article 6 paragraph (1) letter c and Article 12 paragraph (1) of POJK
42/2020.
4. Parties to the Transaction
a. PT MD Entertainment Tbk (Company / Seller)
The Company, domiciled in South Jakarta, was originally established under the name PT MD
Media based on Deed of Establishment No. 5 dated August 1, 2002, drawn up before Frans Elsius
Muliawan, S.H., Notary in Jakarta, which obtained approval from the Minister of Law and Human
Rights under Decree No. C-17650.HT.01.TH.2002 dated September 13, 2002, was registered in
the Company Register under No. 090519244732 under No. 5899/BH.09.05/XI/2002 dated
Page 4
November 21, 2002, and was published in the State Gazette of the Republic of Indonesia No. 76
dated September 23, 2003, Supplement No. 8852/2003.
The Company’s Articles of Association have been amended several times, most recently by Deed
No. 190 dated July 23, 2026, drawn up before Yulia, S.H., Notary in Jakarta, notification of which
was submitted to the Minister of Law as set out in the Receipt of Notification of Amendment to
the Articles of Association No. AHU-0063372.AH.01.02.TAHUN 2026 dated July 29, 2026 and
which was registered in the Company Register at the Ministry of Law under No. AHU-
0180832.AH.01.11.TAHUN 2026 dated July 29, 2026 (“Deed No. 190/2026”).
Based on Letter No. LB-01/FILM/072026 dated July 6, 2026 regarding the Monthly Report on the
Composition of the Company’s Shareholders issued by PT Adimitra Jasa Korpora as the
Company’s Securities Administration Bureau, the Company’s shareholder composition as of
June 30, 2026 is as follows:
Shareholders Shares Share Value (Rp) @Rp100,-
(%)
Authorized Capital 20.000.000.000 2.000.000.000.000
Issued and Paid-Up Capital
1. Manoj Dhamoo Punjabi 1.379.704.058 137.970.405.800 12,67
2. Morgan Stanley and Co Intl 1.135.568.700 113.556.870.000 10,43
3. PT MD Global Investments 4.803.164.585 480.316.458.500 44,12
4. PT Samuel Sekuritas Indonesia 1.561.134.300 156.113.430.000 14,34
5. Shania Manoj Punjabi 18.955.400 1.895.540.000 0,17
6. Sanjeva Advani 2.700.079 270.007.900 0,02
7. Masyarakat 1.986.339.636 198.633.963.600 18,25
Total Issued and Paid-up Capital 10.887.566.758 1.088.756.675.800 100
Boards of Commissioners and Directors
Board of Commissioners
President Commissioner : Shania Manoj Punjabi
Commissioner : Sanjeva Advani
Independent Commissioner : Dian Adhitama
Board of Directors
President Director : Manoj Dhamoo Punjabi
Director : Priyadarshi Anand
Director : Sajan Lachmandas Mulani
Director : Theodore Yoon Soung Kim
Director : Firdauzi Saksono
Director : William Hyongmin Kim
b. PT MD Investama Indonesia (MDII / Buyer)
MDII, domiciled in South Jakarta, was originally established under the name PT MD
Entertainment based on Deed of Establishment No. 4 dated August 1, 2002, drawn up before
Frans Elsius Muliawan, S.H., Notary in Jakarta, which obtained approval from the Department of
Law and Human Rights of the Republic of Indonesia under Decree No. C-18167
HT.01.01.TH.2002 dated September 19, 2002, and was published in the State Gazette of the
Republic of Indonesia No. 89 dated November 5, 2002, Supplement No. 13472.
Its Articles of Association have been amended several times, most recently by Deed No. 07 dated
April 20, 2026, drawn up before Tri Firdaus Akbarsyah, S.H., M.H., Notary in Jakarta, notification
of which was received by the Minister of Law and Human Rights of the Republic of Indonesia as
set out in the Receipt of Notification of Amendment to the Articles of Association No. AHU-
AH.01.09-0362362 dated June 17, 2026 and which obtained approval under Decree of the
Minister of Law of the Republic of Indonesia No. AHU-0043895.AH.01.02.Tahun 2026 dated June
17, 2026.
Page 5
Shareholders Shares Share Value (Rp) @Rp500.000,-
%
Authorized Capital 342.520 171.260.000.000,-
Issued and Paid-Up Capital
1. Manoj Dhamoo Punjabi 118.389 59.194.500.000 97,74
2. Shania Manoj Punjabi 2.740 1.370.000.000 2,26
3. Karan Bagoo Mahtani 1 500.000 0,00
Total Issued and Paid-up Capital 121.130 60.565.000.000 100
Boards of Commissioners and Directors
Board of Commissioners
Commissioner : Karan Bagoo Mahtani
Board of Directors
President Director : Manoj Dhamoo Punjabi
Director : Shania Manoj Punjabi
Director : Amar Parsram Kalwani
c. Mr. Varun Mehta (Pembeli)
An Indian citizen, buyer of 10 WTS shares, and a member of the Board of Directors of WTS.
d. PT White Tiger Studios (WTS / Object)
WTS, domiciled in South Jakarta, was originally established under the name PT Karbon Kuliner
Indonesia based on Deed of Establishment No. 1 dated February 4, 2020, drawn up before Tri
Firdaus Akbarsyah, S.H., M.H., Notary in Jakarta.
Its Articles of Association have been amended several times, most recently by Deed No. 07 dated
May 19, 2025, drawn up before Tri Firdaus Akbarsyah, S.H., M.H., Notary in Jakarta, which was
submitted to the Minister of Law as set out in the Receipt of Notification of Amendment to the
Articles of Association No. AHU-AH.01.03-0137392 dated May 21, 2025.
The shareholders of WTS up to July 30, 2026 are as follows:
Shareholders Shares Share Value (Rp)
(%)
Authorized Capital 11.000 11.000.000.000
Issued and Paid-Up Capital
1. PT MD Entertainment Tbk 7.700 7.700.000.000 70
2. Gule Naghma Khan 3.300 3.300.000.000 30
Total Issued and Paid-up Capital 11.000 11.000.000.000 100
Boards of Commissioners and Directors
Board of Commissioners
President Commissioner : Manoj Dhamoo Punjabi
Commissioner : Shania Manoj Punjabi
Board of Directors
President Director : Gule Naghma Khan
Director : Karan Bagoo Mahtani
Director : Varun Mehta
Director : Gorky
Page 6
A summary of WTS’s financial position as of December 31, 2025 is as follows:
WTS Financial Summary As of Dec 31, 2025 (IDR)
Total Assets 929,855,000
Total Liabilities 1,084,097,000
Total Equity (154,242,000)
Net Loss (71,626,000)
5. Nature of Affiliation and Conflict of Interest
The nature of the affiliation among the parties is as follows:
- MDII as buyer is under common control with the Company;
- Manoj Dhamoo Punjabi is the Controller and President Director of the Company and, at the same
time, serves as President Commissioner of WTS;
- Mr. Varun Mehta serves as a member of the Board of Directors of WTS.
Considering Article 6 paragraph (1) letter c and Article 12 paragraph (1) of POJK 42/2020, the
Transaction value does not exceed either 0.5% of the Company’s paid-up capital or
IDR5,000,000,000; the Transaction is exempted from the obligations to use an appraiser, to publish
an information disclosure, and to obtain Independent Shareholders’ approval in a GMS.
The Transaction was carried out at a fair price that is not detrimental to the Company, based on the
following considerations:
- The sale value of the 70% WTS shares of IDR361,853,800 is higher than the Company’s 2024
acquisition cost of those shares of IDR352,660,000, so the Company does not incur a loss on the
disposal of the same asset;
- WTS recorded negative equity of IDR154,242,000 as of December 31, 2025, so its disposal at a
positive consideration is beneficial to the Company. As a supplement, KJPP MWH assessed the
Market Value of 100% of WTS shares as of December 31, 2025 at IDR488,180,000.
6. Reasons and Background of the Transaction
The Transaction is a divestment of a non-core subsidiary whose business activities are no longer
aligned with the Company’s strategic focus. It is carried out to optimize the Company’s investment
portfolio and to simplify the group’s business structure.
7. Impact of the Transaction
Based on the Company’s management’s considerations, the Transaction does not have a significant
negative impact on the operational activities, legal aspects, financial condition, or business
continuity of the Company.
Page 7
III. STATEMENT OF THE BOARDS OF DIRECTORS AND COMMISSIONERS
The Boards of Directors and Commissioners of the Company state that, in accordance with Articles 6
and 12 of POJK 42/2020, the Transaction has undergone adequate procedures to ensure that it is carried
out in accordance with generally accepted business practices and at a fair price that is not detrimental
to the Company.
The Transaction is an Affiliated Transaction and, to the extent it contains an element of conflict of
interest, a Conflict of Interest Transaction that is exempted from the obligation to obtain Independent
Shareholders’ approval in a GMS pursuant to Article 12 paragraph (1) of POJK 42/2020.
The Boards of Directors and Commissioners of the Company state that the information disclosed in this
Disclosure of Information is complete and correct, and that there are no important and relevant material
facts that are not disclosed or omitted so as to render the information herein incorrect and/or
misleading.
IV. ADDITIONAL INFORMATION
For further information regarding this Transaction, shareholders may contact:
Corporate Secretary
PT MD Entertainment Tbk
MD Place, Tower I
Jl. Setiabudi Selatan No. 7, Setiabudi, Jakarta Selatan 12910
Phone: +62-21 29855777
Email: corporatesecretary@mdentertainment.com
Website: www.mdentertainment.com
Jakarta, August 4, 2026
Directors
PT MD Entertainment Tbk
Names mentioned 30 people and organisations named in the text · linked when the evidence is strong
unresolved
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FINANCIAL SERVICES AUTHORITY
p.1
unresolved
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KJPP MWH
p.2 ×3
unresolved
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Heru & Rekan
p.2
unresolved
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PT White Tiger Studios.
p.2 ×2
unresolved
person
Dr. Tri Firdaus Akbarsyah
· Notaris
p.3 ×8
unresolved
person
Varun Mehta. Accordingly
· Pembeli
p.3 ×4
unresolved
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Sukimto & Rekan
p.3
unresolved
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PT MD Media
p.3
unresolved
person
Frans Elsius Muliawan
· Notaris
p.3 ×3
unresolved
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Minister of Law and Human Rights
p.3 ×2
unresolved
person
Yulia
· Notaris
p.4
unresolved
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Minister of Law
p.4 ×3
unresolved
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Ministry of Law
p.4
unresolved
org
PT Adimitra Jasa Korpora
p.4
unresolved
org
PT Karbon Kuliner Indonesia
p.5
Extraction attempts how the parser did, and what it refused
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12 Sep 2026 21:45
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