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20251229_WSKT_Ringkasan Risalah//Risalah RUPS_32015701_lamp3.pdf

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Page 1
                             MINUTES OF MEETING
             THE GENERAL MEETING OF SHAREHOLDERS' EXTRAORDINARY
                                  YEAR 2025
                        PT WASKITA KARYA (PERSERO) Tbk

The Board of Directors of PT Waskita Karya (Persero) Tbk (hereinafter referred to as the “Company”)
hereby notify the shareholders of the Company that the Company has held The General Meeting of
Shareholders’ Extraordinary Year 2025 (hereinafter referred to as “Meeting”) as follows:

A.   On:
     Day/Date          : Tuesday, December 23 2025
     Time              : From 03.20 PM until 03.55 PM Western Indonesia Time
     Venue             : Accessing the facility of eASY.KSEI (KSEI Electronic General Meeting
                         System) at https://akses.ksei.co.id, provided by PT Kustodian Sentral Efek
                         Indonesia (“KSEI”)


     With the following agenda:
     1. Approval of the the Amendment to the Company’s Article of Association
     2. Delegation of Authority forthe Approval of the Company’s Work and Budget Plan (RKAP)
        2026, Including Its Amendments.
     3. Changes in the Management of Company.

B.   The Company’s members of the Board of Commissioners and the Board of Directors, who are
     present at the Meeting are as follows:

     Board of Commissioners:
      a.   President/ Independent Commissioner                    :   Heru Winarko
      b.   Independent Commissioner                               :   Muhammad Abdullah Syukri
      c.   Independent Commissioner                               :   Aqila Rahmani
      d.   Independent Commissioner                               :   Muhammad Harrifar Syafar
      e.   Commissioner                                           :   Ade Abdul Rochim
      f.   Commissioner                                           :   Hasby Muhammad Zamri

     Board of Directors:
      a. President Director                                       : Muhammad Hanugroho
      b. Director of Business Strategic, Portfolio, and Human     : Rudi Purnomo
          Capital
      c. Director of Finance                                      : Wiwi Suprihatno
      d. Director of Operation I                                  : Ari Asmoko
      e. Director of Operation II                                 : Dhetik Ariyanto


C.   The meeting was attended and/or represented by the Shareholders of the Company holding
     who attended the Meeting either in person or electronically via eASY.KSEI amounting to
     23.000.786.090 (twenty-three billion seven hundred eighty-six thousand ninety) shares,
     representing 79,8449689% of the total number of shares with voting rights issued by the
     Company as of the date of the Meeting, amounting to 28.806.807.016 shares consisting of 1
     Series A Dwiwarna share and 28.806.807.015 Series B shares.
Page 2
D. Opportunity Granted to Shareholders to Raise Questions or Express Opinions In each item of
   the Meeting Agenda, shareholders and/or their duly authorized proxies were afforded the
   opportunity to raise questions or express opinions.

     -   In the First Agenda Items of the Meeting, there was 1 question from RUSWANDI as the
         holder/owner of 2.200 series.
     -   In the Second Agenda Items of the Meeting, there was 1 response from a Shareholder, in
         the form of an aspiration from the Majority Series B Shareholder, namely the representative
         of DAM.
     -   In the Third Agenda Items of the Meeting, there was 1 question from RUSWANDI as the
         holder/owner of 2.200 series.

E.   The mechanism of decision-making during the Meeting was as follows:
     -   According to Article 25 paragraph (15) of the Company's Articles of Association, resolution-
         making during the Meeting was made by deliberation to reach a consensus under Article 28
         of Financial Services Authority Regulation No. 15/POJK.04/2020 concerning the planning and
         implementation of the public company shareholder general meeting, an electronic proxy can
         be given through eASY.KSEI, therefore decision-making during the Meeting was made through
         voting.
     -   According to Article 25 paragraph (10) of the Company’s Articles of Association, If the
         shareholders with valid voting rights wish to abstain (not giving any vote) during the Meeting,
         thus said shareholder is considered to vote the same with the majority of shareholders’ vote.

F.   Voting and percentage of Meeting resolutions from all shares with voting rights who present at
     the Meeting are:

                                                                                     Total Approve
          Agenda            Approve             Against             Abstain
                                                                                         Votes
         1st Agenda      21.711.770.033      1.275.006.416      14.009.641 votes     21.725.779.674
                         votes or            votes or           or approximately     votes or
                         approximately       approximately      0,06%                approximately
                         94,45%              5,54%                                   94,45%
         2nd Agenda      21.710.827.046      1.275.949.403      14.009.641 votes     21.724.836.687
                         votes or            votes or           or approximately     votes or
                         approximately       approximately      0,06%                approximately
                         94,39%              5,54%                                   94,45%
         3rd Agenda      21.711.736.433      1.274.931.416      14.118.241 votes     21.725.854.674
                         votes or            votes or           or approximately     votes or
                         approximately       approximately      0,06%                approximately
                         94,39%              5,54%                                   94,45%

 G. The Meeting resolutions are as follows:
    The First Agenda :
    1. To approve the amendment to the Company’s Articles of Association in order to ensure
        compliance with the prevailing laws and regulations and applicable policies including Law
        Number 16 of 2025 regarding the Fourth Amendment to Law Number 19 of 2003 on State-
        Owned Enterprises, including the approval of amendments to Article 5 of the Company’s
        Articles of Association concerning the adjustment of the special rights attached to the Series
        A Dwiwarna share owned by the Government of the Republic of Indonesia.
Page 3
2.    To approve the restatement and codification of all provisions of the Company’s Articles of
      Association into a complete and consolidated form in connection with the amendments as
      referred to in item 1 of the resolutions above.
3.    To grant power and authority to the Board of Directors of the Company, with the right of
      substitution, to take all necessary actions in connection with the resolutions of this Meeting
      agenda, including to prepare and restate the entire Articles of Association of the Company
      in a Notarial Deed, and to grant power with the right of substitution to submit the same to
      the relevant authorities in order to obtain an acknowledgment of receipt of notification and
      approval of the amendments to the Company’s Articles of Association, and to take any and
      all actions deemed necessary and useful for such purposes without any exception, including
      to make additions and/or amendments to the Articles of Association if required by the
      competent authorities.

The Second Agenda:
To grant authority and power to the Board of Commissioners of the Company, upon first
obtaining written approval from the Majority Series B Shareholder, to approve the Company’s
2026 Corporate Work Plan and Budget (RKAP), including any amendments thereto.

The Third Agenda:
In connection with the changes in the Management of PT Waskita Karya (Persero) Tbk, and with
due observance of the provisions of the Articles of Association of PT Waskita Karya (Persero)
Tbk (the ‘Company’), we, in our capacity as the holder of the Series A Dwiwarna share, hereby
propose to the Company’s General Meeting of Shareholders to approve the following changes
to the Company’s Management.

1. To honorably dismiss the following individuals as members of the Company’s Management:

     a. Director of Operation II : DHETIK ARIYANTO
     b. President Commissioner : HERU WINARKO

     Who was appointed pursuant to the resolution of the Extraordinary General Meeting of
     Shareholders in 2023 dated 14 February 2023 and the Resolution of the Annual General
     Meeting of Shareholders for the 2021 Financial Year dated 16 June 2022, effective as of the
     closing of the respective General Meeting of Shareholders, with appreciation and gratitude
     for the dedication, efforts, and contributions rendered during their tenure as members of the
     Company’s Management.

2. Appoint the following individuals as members of the Company’s Management:

     1) Director of Operation II : PAULUS BUDI KARTIKO
     2) President Commissioner : SUTRISNO

3. The term of office of the Board of Directors and Board of Commissioners members
   appointed as referred to in point 2 shall be in accordance with the provisions of the
   Company’s Articles of Association, with due regard to the laws and regulations in the
   Capital Market sector and without prejudice to the rights of the GMS to dismiss them at any
   time.

4. With the dismissal and appointment of the Company's Management as referred to in points
   1 and 2, the composition of the Company's Management shall be as follows:
Page 4
    a. Board of Directors
        1) President Director                : Muhammad Hanugroho
        2) Director of Business Strategic,   : Rudi Purnomo
            Portfolio, and Human Capital
        3) Director of Finance               : Wiwi Suprihatno
        4) Director of Operation I           : Ari Asmoko
        5) Director of Operation II          : Paulus Budi Kartiko

    b. Board of Commissioners
        1) President Commissioner            :   Sutrisno
        2) Independent Commissioner          :   Muhammad Abdullah Syukri
        3) Independent Commissioner          :   Aqila Rahmani
        4) Independent Commissioner          :   Muhammad Harrifar Syafar
        5) Commissioner                      :   Ade Abdul Rochim
        6) Commissioner                      :   Hasby Muhammad Zamri


5. For the members of the Board of Directors and the Board of Commissioners appointed as
   referred to in item 2 who concurrently hold other positions that are prohibited under the
   prevailing laws and regulations from being held concurrently with positions as members of
   the Board of Directors or the Board of Commissioners of a State-Owned Enterprise, the
   relevant individuals shall be required to resign from or be dismissed from such positions.
6. To grant power of attorney, with the right of substitution, to the Board of Directors of the
   Company to state the resolutions adopted at this General Meeting of Shareholders in the form
   of a Notarial Deed, to appear before a Notary Public or other authorized official, and to make
   any adjustments, amendments, or corrections as may be required by the competent
   authorities for the purpose of implementing the resolutions of the meeting.




                               Jakarta, December 29th 2025

                         The Board of The Board of Directors
                           PT Waskita Karya (Persero) Tbk

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Names mentioned 17 people and organisations named in the text · linked when the evidence is strong

linked person Heru Winarko · President Commissioner p.1 ×3
linked person Muhammad Abdullah Syukri p.1 ×2
linked person Aqila Rahmani p.1 ×2
linked person Muhammad Harrifar Syafar p.1 ×2
linked person Ade Abdul Rochim p.1 ×2
linked person Hasby Muhammad Zamri p.1 ×2
linked person Muhammad Hanugroho p.1 ×2
linked person Rudi Purnomo p.1 ×2
linked person Wiwi Suprihatno p.1 ×2
linked person Ari Asmoko p.1 ×2
linked person Dhetik Ariyanto p.1 ×2
linked person PAULUS BUDI KARTIKO p.3 ×2
possible org WASKITA KARYA (PERSERO) Tbk p.1 ×14
possible person SUTRISNO · President Commissioner p.3 ×2
unresolved org PT Kustodian Sentral Efek Indonesia p.1
unresolved org Financial Services Authority p.2
unresolved org Government of the Republic of Indonesia p.2

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no RUPS minutes content - likely misclassified

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