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20251229_WSKT_Ringkasan Risalah//Risalah RUPS_32015701_lamp3.pdf
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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.
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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.
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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:
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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
Names mentioned 17 people and organisations named in the text · linked when the evidence is strong
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PT Kustodian Sentral Efek Indonesia
p.1
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Financial Services Authority
p.2
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Government of the Republic of Indonesia
p.2
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