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20251223_TRUE_Perubahan dan//atau Tambahan Keterbukaan Informasi terkait Aksi Korporasi_32015204_lamp2.pdf
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AMENDMENT AND/OR ADDITIONAL INFORMATION ON DISCLOSURE OF INFORMATION TO
SHAREHOLDERS OF PT TRINITI DINAMIK TBK (“THE COMPANY”)
IN CONNECTION WITH THE PLAN FOR CAPITAL INCREASE WITHOUT PRE-EMPTIVE RIGHTS
(“PMTHMETD”)
THIS DISCLOSURE OF INFORMATION IS MADE AND ADDRESSED TO THE SHAREHOLDERS OF THE
COMPANY TO MAKE A DECISION AT THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
("EGMS") IN ORDER TO FULFILL THE PROVISIONS OF THE FINANCIAL SERVICES AUTHORITY
REGULATION NO. 14/POJK.04/2019 CONCERNING AMENDMENTS TO THE FINANCIAL SERVICES
AUTHORITY REGULATION NO. IX. 14/POJK.04/2019 REGARDING THE AMENDMENT TO THE REGULATION
OF THE FINANCIAL SERVICES AUTHORITY NO. 32/POJK.04/2015 REGARDING CAPITAL INCREASE OF
PUBLIC COMPANIES WITH PRE-EMPTIVE RIGHTS ("POJK NO. 14/2019").
THE INFORMATION CONTAINED IN THIS DISCLOSURE IS PRELIMINARY IN NATURE, AND THE COMPANY
WILL ANNOUNCE ANY CHANGES AND/OR ADDITIONAL INFORMATION TO THE SHAREHOLDERS NO LATER
THAN TWO (2) BUSINESS DAYS PRIOR TO THE DATE OF THE EGMS.
PT TRINITI DINAMIK TBK
Domiciled in Tangerang, Indonesia
Main Business Activities:
Real estate and property development company in Indonesia.
Head Office:
APL Tower, 10th floor, T9
Jl. Letjen . S. Parman Kav. 28, RT. 9 / RW. 5, South Tanjung Duren Grogol Petamburan - West Jakarta,
Indonesia 11470
Correspondence Address :
The Smith – Alam Sutera
Jl. Jalur Sutera Kav. 7A Alam Sutera Kunciran Pinang, Tangerang City, Banten 15144
Phone Number: 021 3970 5988/0813 8333 8898
Email: corsec.true@trinitiland.com
Website: trinitidinamik.com
IF YOU HAVE DIFFICULTY IN UNDERSTANDING THE INFORMATION CONTAINED IN THIS DISCLOSURE OR
ARE IN DOUBT IN MAKING A DECISION, YOU SHOULD CONSULT A SECURITIES BROKER, INVESTMENT
MANAGER, LEGAL ADVISOR, PUBLIC ACCOUNTANT OR OTHER PROFESSIONAL ADVISOR.
IN CONNECTION WITH THE PMTHMETD PLAN AS DESCRIBED IN THE AMENDMENT AND/OR ADDITIONAL
INFORMATION TO THIS INFORMATION DISCLOSURE, THE COMPANY INTENDS TO OBTAIN APPROVAL
FROM THE SHAREHOLDERS AT THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS (“EGMS”)
TO BE HELD ON MONDAY, JANUARY 12, 2026. OTHER THAN THE APPROVAL FROM THE EGMS, THE
COMPANY HAS ENSURED THAT THE IMPLEMENTATION OF THIS PMTHMETD DOES NOT REQUIRE ANY
APPROVAL, NOTIFICATION, OR STATEMENT OF NO OBJECTION FROM ANY THIRD PARTY, AND THAT
THERE ARE NO AGREEMENTS THAT RESTRICT OR REQUIRE ANY APPROVAL/NOTIFICATION IN
CONNECTION WITH THE IMPLEMENTATION OF THE PMTHMETD PLAN.
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THE BOARD OF DIRECTORS AND THE BOARD OF COMMISSIONERS OF THE COMPANY, BOTH INDIVIDUALLY
AND COLLECTIVELY, ARE FULLY RESPONSIBLE FOR THE ACCURACY AND COMPLETENESS OF THE
INFORMATION AS DISCLOSED IN THIS INFORMATION DISCLOSURE AND AFTER CAREFUL RESEARCH,
CONFIRM THAT THE INFORMATION CONTAINED IN THIS INFORMATION DISCLOSURE IS CORRECT AND
THERE ARE NO IMPORTANT MATERIAL AND RELEVANT FACTS THAT ARE NOT DISCLOSED OR OMITTED IN
THIS INFORMATION DISCLOSURE SO AS TO CAUSE THE INFORMATION PROVIDED IN THIS INFORMATION
DISCLOSURE TO BE UNTRUE AND/OR MISLEADING.
This Disclosure of Information is published in Jakarta on December 04, 2025 and it’s
Amandment/Or Additional Information to This Information Disclosure is published in Jakarta
on December 23th 2025
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DEFINITION
"BAE" : refers to the party contracted by the Company and/or the
securities issuer to maintain records of securities ownership
and distribute rights related to the securities. In this case, PT
Adimitra Jasa Korpora, located in North Jakarta.
"Custodian Bank" : refers to the bank licensed as a custodian that provides
safekeeping services for securities and other assets related
to securities, including services such as receiving dividends,
interest, and other rights, settling securities transactions, and
representing account holders who are its customers.
"Indonesia Stock Exchange" : refers to the stock exchange as defined in Article 1, point 4 of
or "IDX" Law No. 8 of 1995 on Capital Markets, as partially amended by
Law No. 4 of 2023 concerning Financial Sector Development
and Strengthening. In this case, it is managed by PT Bursa
Efek Indonesia, headquartered in Jakarta, where the
Company's shares are listed.
"Shareholder List" : refers to the list issued by KSEI containing information about
share ownership by shareholders in the Collective Custody at
KSEI based on data provided by the Account Holder to KSEI.
"Trading Days" : refers to the days on which securities trading transactions
occur on the Stock Exchange, i.e., Monday to Friday, except
for national holidays designated by the Government or other
days declared as holidays by the Stock Exchange.
"Calendar Days" : refers to every day in a year according to the Gregorian
calendar, including Sundays and national holidays as
determined by the Government of the Republic of Indonesia,
as well as regular workdays that, due to specific
circumstances, are declared non-working days by the
Government of the Republic of Indonesia.
"Working Days" : refers to Monday through Friday, excluding national holidays
designated by the Government or regular workdays declared
holidays by the Government.
"Disclosure of Information" : refers to this Disclosure of Information presented to the
Company’s shareholders in compliance with: (i) POJK No.
14/2019; and (ii) POJK No. 15/2020.
"KSEI" : refers to PT Kustodian Sentral Efek Indonesia, located in
Jakarta, which serves as the Central Securities Depository
and Clearing Institution in accordance with the Capital Market
Law.
"Public" : refers to individuals or legal entities, whether Indonesian
citizens or foreign nationals, Indonesian legal entities, or
foreign legal entities, whether residing or domiciled in
indonesia or outside the jurisdiction of the Republic of
Indonesia.
"MoLHR" : refers to the Ministry of Law and Human Rights of the
Republic of Indonesia.
"OJK" : Refers to the Financial Services Authority of the
Republic of Indonesia, which is an independent state institution
and has the functions and duties And authority arrangement,
supervision, examination and investigation as stipulated in Law
No. 21 of 2002 2011 about Financial Services Authority as
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changed part with Constitution No. 4 of 2023 concerning the
Development and Strengthening of the Financial Sector.
"Account Holder" : refers to any party whose name is recorded as the owner of
a securities account at KSEI or at a Custodian Bank or
Securities Company.
"Shareholder" : refers to any party whose name is recorded in the Shareholders
Register issued by BAE, and as an owner of a securities
account at KSEI, including Custodian Banks and/or Securities
Companies and/or any other parties approved by KSEI, in
accordance with the laws and regulations in the Capital
Market sector and KSEI regulations.
"Government" : refers to any governmental institution, government body, or
authority of the Republic of Indonesia.
"Regulation No. I-A" : refers to Indonesia Stock Exchange Regulation No. I-A on
Listing of Shares and Equity-type Securities Other than
Shares Issued by Listed Companies, an attachment to the
Decision of the Board of Directors of PT Bursa Efek Indonesia
No. Kep-00101/BEI/12-2021 dated December 21, 2021.
"POJK No. 15/2020" : refers to Financial Services Authority Regulation
No.15/POJK.04/2020 concerning Planning and
Implementation of General Meetings of Shareholders of Public
Companies.
"POJK No. 42/2020" : refers to Financial Services Authority Regulation
No. 42/POJK.04/2020 on Affiliated Transactions and Conflict
of Interest Transactions.
"IDR" or "Rupiah" : refers to Indonesian Rupiah, the legal currency of the Republic
of Indonesia.
"GMS" : refers to the General Meeting of Shareholders.
"Securities Account” : refers to an account that records the positions of shares
and/or funds owned by Shareholders, administered at KSEI
or by the Account Holder, based on a securities account
opening agreement signed by the Shareholder and the
securities company and/or Custodian Bank.
"Shares" : refers to all shares that have been issued and fully paid up in
the Company.
"New Shares" : refers to up to a maximum of 757.110.786 (seven hundred
fifty-seven million one hundred ten thousand seven hundred
eighty-six) shares, or up to 10% (ten percent) of the total
issued and paid-up shares of the Company, to be issued from
the Company’s portfolio shares with a nominal value of
Rp25,00 (twenty-five Rupiah) per share.
"UUPM" : refers to Law No. 8 of 1995 on Capital Markets, as partially
amended by Law No. 4 of 2023 on Financial Sector
Development and Strengthening.
"UUPT" : refers to Law No. 40 of 2007 on Limited Liability Companies,
as partially amended by Government Regulation in Lieu of
Law No. 2 of 2022 on Job Creation, which was ratified into
law under Law No. 6 of 2023 concerning the Ratification of
the Government Regulation in Lieu of Law No. 2 of 2022 on
Job Creation into Law.
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"UU PPSK" : refers to Law No. 4 of 2023 concerning Financial Sector
Development and Strengthening.
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GENERAL
The Company was established under the name PT Triniti Dinamik Tbk based on the Deed of
Establishment of Limited Liability Company PT Triniti Dinamik No. 08 dated December 13, 2013,
drawn up before Herna Gunawan, Bachelor of Law, Master of Notarial Law, Notary in Tangerang
Regency. The deed was approved by the Minister of Law and Human Rights of the Republic of
Indonesia pursuant to Decree No. AHU-02509.AH.01.01.2014, and recorded in the Company
Register No. AHU-0004597.AH.01.09.2014 on January 17, 2014, and subsequently announced in
the State Gazette of the Republic of Indonesia No. 047 dated June 13, 2014.
Furthermore, the Company’s Articles of Association as set forth in its Deed of Establishment have
been amended several times, most recently as stated in the Deed of Statement of Shareholders’
Resolutions on the Changes of the Management Structure of PT Triniti Dinamik Tbk No. 208 dated
June 18, 2025, drawn up before Desra Natasha Warganegara, Bachelor of Law, Master of Notarial
Law, Notary in South Tangerang City, and has been notified to the Minister of Law and Human
Rights of the Republic of Indonesia, as received and recorded on June 24, 2025 under No. AHU-
AH.01.09-0302502, and registered in the Company Register No. AHU-00140663.AH.01.11.2025
on June 24, 2025.
The Company’s head office is located at APL Tower, 10th Floor, T9, Jl. Letjen S. Parman Kav. 28,
RT 9/RW 5, Tanjung Duren Selatan, Grogol Petamburan, West Jakarta 11470, Indonesia. The
Company also maintains a correspondence address at The Smith – Alam Sutera, Jl. Jalur Sutera
Kav. 7A, Alam Sutera, Kunciran, Pinang, Tangerang City, Banten 15144.
Business Activities of The Company
Based on Article 3 of the Company’s Articles of Association, the purpose and objectives of the
Company’s business activities are to engage in real estate business activities, whether owned or
leased (KBLI code 68111). These activities include the purchase, sale, leasing, and operation of
real estate properties, both owned and leased, such as apartment buildings, residential buildings,
and non-residential buildings (including storage facilities/warehouses, malls, shopping centers,
and others). The Company also provides housing and flats or apartments, with or without
furnishings, for permanent use on a monthly or yearly basis. The scope additionally covers land
sales, development of buildings for the Company’s own operation (including leasing of space within
such buildings), subdivision of real estate into land plots without land development, and the
operation of residential areas for movable or modular homes.
Nevertheless, the business activities of the Company that are currently actively and effectively
carried out are as follows:
a. Real estate activities owned or leased (KBLI 68110).
Such business activity constitutes the Company’s main business activity currently undertaken and
serves as the basis for the implementation of the Company’s operational activities.
Capital Structure and Shareholder Composition of the Company
Based on the Company’s Shareholders Register prepared by the Share Registrar (BAE), the
shareholding structure of the Company as of October 31, 2025, is as follows:
Nomina l Value Rp25 per Share
Number of Shares Total Nominal Value (Rp) %
Authorized Capital 24.223.520.000 605.588.000.000
Issued and Paid-Up Capital:
PT Agung Perkasa Investindo 4.000.000.000 100.000.000.000 52,83
PT Panca Agung Gemilang 430.299.956 10.757.498.900 5,68
PT Perintis Triniti Properti Tbk 1.097.261.584 27.431.539.600 14,49
PT Valtos Globalindo 205.588.000 5.139.700.000 2,72
Vincent Yo 107.569.484 2.689.237.100 1,42
Djoni 385.000.000 9.625.000.000 5,09
Public (ownership below 5%) 1.345.388.836 33.634.720.900 17,77
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Total Issued and Paid-Up Capital 7.571.107.860 189.277.696.500 100,00
Remaining Shares in Portepel 16.652.412.140 416.310.303.500
For additional information, the Company does not have any shares repurchased or treasury stock. The
following diagram illustrates the Company’s shareholding structure, both direct and indirect,
prepared based on the Shareholders Register issued by the Share Registrar (Share Administration
Bureau), and traced through to the level of individual ownership (ultimate beneficial owners),
including the identification of the Company’s controlling party, as of 31 October 2025.
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Notes:
1. This diagram is prepared for disclosure purposes and reflects the Company’s shareholding structure
as of the date stated above.
2. The shareholding percentages presented in this diagram may change from time to time due to share
transactions and/or the Company’s future corporate actions.
3. Information regarding the Company’s controlling shareholders refers to and is determined in
accordance with the prevailing capital market laws and regulations.
Management and Supervision of the Company
Based on Deed No. 41 dated 25 June 2024, drawn up before Rudy Siswanto, S.H., Notary in
Jakarta, concerning the amendment to the composition of the Company’s Board of Directors and
Board of Commissioners, which has been approved by the Minister of Law and Human Rights of
the Republic of Indonesia pursuant to Decree No. AHU-0145279.AH.01.11 of 2024 dated 17 July
2024, the composition of the Company’s Board of Commissioners and Board of Directors as of the
date of this Information Disclosure is as follows:
Board of Commissioners:
President Commissioner : Heriyanto
Commissioner : Kevin Jong
Independent Commissioner : Dr. Ir. Erman Suparno, MBA, M.Si
Directors:
President Director : Yohanes Eddy Christianto
Director : Septian Starlin
Director : Chandra
Summary of Key Financial Data
The key financial data presented below have been prepared based on figures extracted from, and
should be read in conjunction with:
1) The Consolidated Financial Statements of the Company and its Subsidiaries for the year
ended December 31, 2024, which were audited in accordance with the auditing standards
established by the Indonesian Institute of Certified Public Accountants (IAPI) by Public
Accounting Firm Jamaludin, Ardi, Sukimto, & Rekan signed by Rizki Damir Mustika on April
8, 2025, with an Unmodified (Unqualified) Opinion; and
2) The Unaudited Interim Consolidated Financial Statements for the nine-month period ended
September 30, 2025.
Consolidated Statement of Financial Position
(in Rupiah)
Description September 30, December 31, September 30,
2025 2024 2024
Total Assets 779.734.389.208 770.163.863.928 801.368.651.123
Total Liabilities 536.535.442.947 510.463.823.793 499.974.576.957
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Total Equity 243.198.946.261 259.700.040.135 301.394.074.166
Consolidated Statements of Profit or Loss and Other Comprehensive Income
(in Rupiah)
Description September 30, December 31, September 30,
2025 2024 2024
Revenue 35.810.260.172 87.150.570.699 70.316.973.080
Cost of
(28.619.854.292) (62.127.244.471) (54.701.650.504)
Revenue
Gross Profit 7.190.405.880 25.023.326.228 15.615.322.576
Profit Before Tax (17.220.912.018) (58.567.446.391) (16.128.383.930)
Loss for the
(17.220.912.018) (58.688.210.149) (16.249.147.688)
period/year
Total
Comprehensi
(16.501.093.874) (57.702.396.158) (16.008.362.127)
ve Income
for the
Period/Year
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REASONS AND OBJECTIVES OF PMTHMETD
The implementation of the Capital Increase Without Pre-emptive Rights (PMTHMETD) is intended
to provide added value to all stakeholders of the Company, including the Company’s public
shareholders. In connection with the conduct of the Company’s business activities and/or those
of its subsidiaries, the Company considers it necessary to strengthen its capital structure and
improve its financial position.
In this regard, the Company plans to issue a maximum of 757,110,786 (seven hundred fifty-
seven million one hundred ten thousand seven hundred eighty-six) new shares, each with a
nominal value of Rp25.00 (twenty-five Rupiah) per share, representing up to 10% (ten percent)
of the total issued and fully paid-up shares of the Company.
The number of shares has been calculated based on the issued and fully paid-up shares of the
Company as stated in the latest Articles of Association, which were amended pursuant to Deed
No. 208 dated 18 June 2025, drawn up before Desra Natasha Warganegara, S.H., M.H., M.Kn.,
Notary in South Tangerang, and approved by the Minister of Law and Human Rights of the Republic
of Indonesia under Decree No. AHU-AH.01.09-0302502 of 2025 dated 24 June 2025.
The proposed PMTHMETD has complied with the provisions of Article 8C paragraph (1) of Financial
Services Authority Regulation No. 14/POJK.04/2019 on Capital Increase with Pre-emptive Rights
and Without Pre-emptive Rights.
The implementation of the PMTHMETD will be carried out subject to the approval of the
Independent Shareholders at the Extraordinary General Meeting of Shareholders (EGMS) and is
expected to provide an alternative source of funding for the Company to support its business
activities and to strengthen the Company’s capital structure.
Number and Issue Price of New Shares
The PMTHMETD may only be carried out by the Company upon obtaining approval from the
shareholders through an Extraordinary General Meeting of Shareholders (EGMS), to be convened
in compliance with Article 8A paragraph (2) of Financial Services Authority Regulation No.
14/POJK.04/2019 and the procedures and mechanisms for conducting a General Meeting of
Shareholders as stipulated in Financial Services Authority Regulation No. 15/POJK.04/2020.
The PMTHMETD must be completed within 2 (two) years from the date of the EGMS that approves
the corporate action. Furthermore, pursuant to Article 8C of OJK Regulation No. 14/2019, the
Company may only increase a maximum of 10% (ten percent) of the total issued and fully paid-
up shares, or the Company’s capital as stated in the Amendment to the Company’s Articles of
Association that has been notified to and accepted by the Minister of Law and Human Rights at
the time of the EGMS announcement regarding the PMTHMETD.
The Company intends to issue New Shares of the same type as the shares previously issued by
the Company, and therefore will have equal rights and standing in all respects, including but not
limited to receiving dividends, exercising voting rights in the GMS, and participating in other
corporate actions carried out by the Company.
The exercise price for the issuance of the New Shares refers to the provisions of IDX Regulation
No. I-A, whereby the exercise price must be at least 90% (ninety percent) of the average closing
price of the Company’s shares over a period of 25 (twenty-five) consecutive trading days on the
Regular Market prior to the date of submission of the listing application for the shares issued
through the PMTHMETD.
Plan For the Use of Proceeds of PMTHMETD
Subject to the prevailing laws and regulations, all proceeds received by the Company from the
implementation of the PMTHMETD, after deducting the costs related to the PMTHMETD, will be
utilized by the Company and/or its subsidiaries for:
a. Working capital requirements and general corporate purposes of the Company and/or its
subsidiaries; and/or
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b. Business development through project development, which is expected to provide added
value to the Company in the future.
The Company hereby states that the planned use of the PMTHMETD proceeds for business
development through project development, as disclosed in this Information Disclosure, is still
indicative in nature. The implementation and scheduling of such projects will be determined based
on the actual needs of the Company and/or its subsidiaries, taking into account the business
conditions at the time of the implementation of the PMTHMETD.
As of the date of this Information Disclosure, the Company has not entered into any agreements,
arrangements, preliminary contracts, or other binding documents related to any specific project
development funded by the PMTHMETD proceeds. Accordingly, there is no specific information
that can be further disclosed at this time.
The Company may adjust the use of proceeds in accordance with the actual needs of the Company
and/or its subsidiaries. The Company shall observe and comply with Financial Services Authority
Regulation No. 42/POJK.04/2020 on Affiliated Transactions and Conflict of Interest Transactions
(“POJK No. 42/2020”) in the event that any affiliated transactions and/or conflict of interest
transactions are undertaken by the Company and/or its subsidiaries in relation to the use of such
proceeds.
Furthermore, should the planned use of proceeds from the PMTHMETD constitute a material
transaction as referred to in Financial Services Authority Regulation No. 17/POJK.04/2020 on
Material Transactions and Changes in Business Activities (“POJK No. 17/2020”), the Company
shall comply with the provisions stipulated under POJK No. 17/2020.
Prospective Investors Of PMTHMETD
In connection with the PMTHMETD (Capital Increase Without Pre-emptive Rights), the New Shares
will be issued to one or more investors who intend to subscribe to the New Shares, whose identities
have not yet been determined as of the date of this Information Disclosure and therefore cannot
be disclosed in this Information Disclosure.
In accordance with OJK Regulation No. 14/2019, if the PMTHMETD constitutes an affiliated
transaction, the Company is exempted from complying with the provisions regarding affiliated
transactions as stipulated in OJK Regulation No. 42/2020.
Information regarding the prospective investors, including whether or not there is any affiliated
relationship between the prospective investors and the Company, will be disclosed to the
Shareholders in accordance with Article 43A of OJK Regulation No. 14/2019. The Company will
announce the implementation of the PMTHMETD no later than five (5) Business Days prior to its
execution.
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Proforma Capital Structure and Shareholders Composition of the Company Before and
After the PMTHMETD Implementation
With reference to the Company's Shareholders Register as of October 31, 2024 from PT Adimitra
Jasa Korpora as the Company's Registrar, the following is the proforma capital and composition
of the Company's Shareholders before and after the PMTHMETD:
Nominal Value Rp25 per Share
Description Before PMTHMETD After PMTHMETD
Total Nominal Total Nominal
Number of Shares % Number of Shares %
Value (Rp) Value (Rp)
Authorized Capital 24.223.520.000 605.588.000.000 24.223.520.000 605.588.000.000
Issued and Paid-Up Capital:
PT Agung Perkasa Investindo 4.000.000.000 100.000.000.000 52,83 4.000.000.000 100.000.000.000 48,03
PT Panca Agung Gemilang 430.299.956 10.757.498.900 5,68 430.299.956 10.757.498.900 5,17
PT Perintis Triniti Properti Tbk 1.097.261.584 27.431.539.600 14,49 1.097.261.584 27.431.539.600 13,18
PT Valtos Globalindo 205.588.000 5.139.700.000 2,72 205.588.000 5.139.700.000 2,47
Vincent Yo 107.569.484 2.689.237.100 1,42 107.569.484 2.689.237.100 1,29
Djoni 385.000.000 9.625.000.000 5,09 385.000.000 9.625.000.000 4,62
Public (ownership below 5%) 1.345.388.836 33.634.720.900 17,77 1.345.388.836 33.634.720.900 16,15
PMTHMETD – – – 757.110.786 18.927.769.650 9,09*
Total Issued and Paid-Up Capital 7.571.107.860 189.227.696.500 100,00 8.328.218.646 208.205.466.150 100,00
Remaining Shares in Portepel 16.652.412.140 416.310.303.500 15.895.301.354 397.382.533.850
*assuming that all new shares issued under the PMTHMETD have been fully subscribed
Schedule for the Implementation of the PMTHMETD
The PMTHMETD is planned to be completed and become effective no later than 2 (two) years from
the date of the Extraordinary General Meeting of Shareholders (EGMS), as permitted under OJK
Regulation No. 14/2019, and will be specifically approved by the Company’s Shareholders at the
EGMS. The Company will implement the PMTHMETD in accordance with its Articles of Association
and the prevailing laws and regulations, including OJK Regulation No. 14/2019 and IDX Regulation
No. I-A.
In accordance with IDX Regulation No. I-A, the Company will submit an application for the listing
of the additional shares to the Indonesia Stock Exchange no later than 6 (six) Exchange Days
prior to the effective date of the additional share listing resulting from the PMTHMETD.
Pursuant to OJK Regulation No. 14/2019, the Company will conduct the following information
disclosures:
a. No later than 5 (five) Business Days prior to the implementation of the PMTHMETD, the
Company will notify OJK and announce to the public the schedule of the PMTHMETD
implementation;
b. No later than 2 (two) Business Days after the implementation of the PMTHMETD, the
Company will notify OJK and announce to the public the results of the PMTHMETD,
including, among others, information on the parties making the deposits, the number and
price of the shares issued, the intended use of proceeds, and/or other relevant
information.
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MANAGEMENT’S DISCUSSION AND ANALYSIS
Analysis of the Impact of the PMTHMETD on the Company’s Financial Condition and
Shareholders
The projected consolidated financial statements before and after the implementation of the Capital
Increase Without Pre-Emptive Rights (PMTHMETD) are prepared based on the following
assumptions:
a. The PMTHMETD has been approved by the Company’s Extraordinary General Meeting of
Shareholders (EGMS).
b. The maximum number of new shares to be issued by the Company through the
PMTHMETD is 757,110,786 (seven hundred fifty-seven million one hundred ten thousand
seven hundred eighty-six) shares.
c. The Company’s Issued and Fully Paid-up Capital prior to the implementation of the
PMTHMETD amounts to 7,571,107,860 (seven billion five hundred seventy-one million
one hundred seven thousand eight hundred sixty) shares.
d. The Company’s Issued and Fully Paid-up Capital after the implementation of the
PMTHMETD will increase to a maximum of 8,328,218,646 (eight billion three hundred
twenty-eight million two hundred eighteen thousand six hundred forty-six) shares.
Projected Financial Statement of the Company After the PMTHMETD
Using the Company’s Consolidated Financial Statements as of September 30, 2025 (unaudited),
the projected impact of the PMTHMETD implementation on the Company’s financial condition and
key financial ratios is as follows:
Financial Statements
(in Rupiah)
Description Before PMTHMETD After PMTHMETD
Consolidated Statement of Financial Position
Total Assets 779.734.389.208 798.662.158.858
Total Liabilities 536.535.442.947 536.535.442.947
Total Equity 243.198.946.261 262.126.715.911
Consolidated Statements of Profit or Loss and Comprehensive Income
Revenue 35.810.260.172 35.810.260.172
Cost of Revenue (28.619.854.292) (28.619.854.292)
Gross Profit 7.190.405.880 7.190.405.880
Loss Before Tax (17.220.912.018) (17.220.912.018)
Loss for the period/year (17.220.912.018) (17.220.912.018)
Comprehensive Loss for the period (16.501.093.874) (16.501.093.874)
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Comprehensive Loss for the period
(16.464.200.735) (16.464.200.735)
attributable to owners of the parent
entity
Following the PMTHMETD, the Company’s total assets and total equity will increase by 8.86% and
10.04%, respectively, derived from the funds obtained through the implementation of the
PMTHMETD.
Financial Ratio
Description Before PMTHMETD After PMTHMETD
Financial Ratio
Profit for the Period / Assets -2,21% -2,16%
Profit for the Period / Equity -7,08% -6,57%
Liabilities/Assets 68,81% 67,18%
Liabilities/Equity 220,62% 204,69%
Current Cash Ratio 1,86x 1,92x
Risks and Impacts of PMTHEMTD
With the issuance of the New Shares in connection with the PMTHMETD as disclosed in this
Information Disclosure, the Company’s shareholders who do not participate in the short term may
be subject to a dilution risk of their shareholding proportionate to the number of New Shares
issued, amounting to a maximum of 9.09% (nine point zero nine percent). In principle, there will
be no change in the controlling shareholder of the Company following the implementation of the
PMTHMETD.
With the issuance of additional shares under the PMTHMETD, the dilution to be experienced by
the Company’s existing shareholders is considered relatively limited.
The number of shares owned by the shareholders before and after the issuance of the additional
shares will remain unchanged in absolute terms. In determining the exercise price of the
PMTHMETD, the Company will ensure that it obtains optimal and beneficial proceeds from the
issuance of the additional shares. In this regard, the Company will always refer to the minimum
exercise price provisions as stipulated under Regulation No. I-A, while taking into account the
interests of the Company and its minority shareholders, as well as the quality of the investors who
will invest their funds in the Company.
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STATEMENT BY THE DIRECTORS AND THE BOARD OF COMMISIONERS
The Board of Directors and the Board of Commissioners are responsible for the accuracy and
validity of the information contained in this Disclosure of Information and declare that all material
information and opinions presented herein are true, accountable, and complete, and that there is
no other information that has not been disclosed which may cause the material information in this
Disclosure of Information to become inaccurate and/or misleading.
The Board of Directors and the Board of Commissioners have reviewed the PMTHMETD plan,
including assessing the risks and benefits of the PMTHMETD for the Company and all Shareholders,
and believe that the PMTHMETD represents the best option for the Company and its Shareholders.
The EGMS of the Company, related to the PMTHMETD, will be held on:
Day, Date : Monday, January 12th, 2026
Time : 10.00 am – finish
Place : Jakarta (online through eASY.KSEI)
With details of the agenda of the EGM of Independent Shareholders, attendance quorum and
decision quorum and Shareholderse who are entitled to attend as follows:
Agenda:
1. Approval of the Company’s capital increase of up to 10% (ten percent) of the total issued
and fully paid shares through the mechanism of Capital Increase Without Pre-Emptive
Rights (“PMTHMETD”), in accordance with the provisions of the Financial Services
Authority Regulation No. 14/POJK.04/2019 concerning Amendments to the Financial
Services Authority Regulation No. 32/POJK.04/2015 on Capital Increase of Public
Companies by Granting Pre-Emptive Rights.
2. Approval to amend Article 4 paragraph 2 of the Company’s Articles of Association upon
the completion of the PMTHMETD process.
3. Granting authorization to the Board of Directors and/or the Board of Commissioners of the
Company to undertake all necessary actions in relation to the PMTHMETD in accordance
with the prevailing laws and regulations, including granting authority and power to the
Board of Commissioners to declare the amendments to the Company’s Articles of
Association resulting from the PMTHMETD in a separate notarial deed.
Quorum of Attendance and Decision-making Quorum:
In accordance with POJK No. 14/2019, if the Company intends to conduct a capital increase
through the issuance of shares and/or equity securities other than shares for reasons other than
improving its financial position, the Company must first obtain approval from the GMS as
stipulated in Article 8A paragraph (2) POJK No. 14/2019, which determines that:
a. The GMS can be convened if attended by more than 1/2 (one-half) of the total shares
with valid voting rights held by the independent shareholders and shareholders who are
not affiliated with the Company, its Directors, its Board of Commissioners, its controlling
Shareholders, or its majority Shareholders.
b. A decision of the GMS as referred to in point a is valid if approved by more than 1/2
(one-half) of the total shares with valid voting rights held by independent shareholders
and shareholders who are not affiliated with the Company, its Directors, its Board of
Commissioners, its controlling Shareholders, or its majority Shareholders.
c. In the event the quorum in point a is not met, a second GMS may be convened if attended
by more than 1/2 (one-half) of the total shares with valid voting rights held by
independent shareholders and shareholders who are not affiliated with the Company, its
Directors, its Board of Commissioners, its controlling Shareholders, or its majority
Shareholders.
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d. The second GMS decision is valid if approved by more than 1/2 (one-half) of the total
shares with valid voting rights held by independent shareholders and shareholders who
are not affiliated with the Company, its Directors, its Board of Commissioners, its
controlling Shareholders, or its majority shareholders who are present at the GMS.
e. If the quorum of attendance at the second GMS is not achieved, a third GMS may be
convened, and it will be valid if the GMS is attended by independent shareholders and
shareholders who are not affiliated with the Company, its Directors, its Board of
Commissioners, its controlling Shareholders, or its majority Shareholders, with a quorum
determined by the Financial Services Authority upon approval of the Company’s
request.
f. The third GMS decision will be valid if approved by independent shareholders and
shareholders who are not affiliated with the Company, its Directors, its Board of
Commissioners, its controlling shareholders, or its majority shareholders, representing
more than 50% (fifty percent) of the shares held by such independent shareholders
and unaffiliated shareholders present at the GMS.
Shareholders eligible to Attend:
In accordance with the provisions of POJK No. 15/2020, shareholders entitled to attend the GMS
are those whose names are registered in the Company’s Shareholders Register 1 (one) Working
Days before the EGMS invitation is issued.
Key Dates and Estimated Timeline:
Notification of EGMS Plan to OJK : Thursday, November 27th
2025
Notification of EGMS Plan to Company Shareholders through : Thursday, December 4th
IDX website, eASY.KSEI website, and Company website 2025
Notification of Disclosure of Information regarding : Thursday, December 4th
PMTHMETD through IDX website and Company website 2025
th
Submission of Disclosure to OJK : Thursday, December 4
2025
Recording Date of EGMS : Thursday, December 18th
2025
EGMS Invitation : Friday, December 19th
2025
EGMS Date : Monday, January 12th
2026
Announcement of the summary of the minutes of the EGMS : Wednesday, January 14th
to the Company’s Shareholders through the IDX website, 2026
the eASY.KSEI website, and the Company’s website
Submission of the minutes of the EGMS to the Financial : Wednesday, February 11th
Services Authority (OJK) and the Indonesia Stock Exchange 2026
(IDX)
The Board of Directors and the Board of Commissioners of the Company hereby state that the
Extraordinary General Meeting of Shareholders (EGMS) will be convened in compliance with the
quorum requirements for attendance and decision-making as stipulated in the Company’s Articles
of Association and the prevailing laws and regulations. Accordingly, the EGMS shall be validly
convened and entitled to adopt resolutions on all agenda items submitted for approval at the
EGMS, including agenda items which, pursuant to the applicable laws and regulations, require the
approval of independent shareholders.
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ADDITIONAL INFORMATION
For further information regarding the matters mentioned above, the Company’s shareholders may
contact the Company during the Company’s business days and business hours through the
address and contact details set forth below:
PT TRINITI DINAMIK TBK
U.P.: Corporate Secretary
Head Office:
APL Tower, 10th floor, T9
Jl. Letjen . S. Parman Kav. 28, RT. 9 / RW. 5, South Tanjung Duren Grogol Petamburan - West Jakarta,
Indonesia 11470
Correspondence Address :
The Smith – Alam Sutera
Jl. Jalur Sutera Kav. 7A Alam Sutera Kunciran Pinang, Tangerang City, Banten 15144
Phone Number: 021 3970 5988/0813 8333 8898
Email: corsec.true@trinitiland.com
Website: trinitidinamik.com
Tangerang, December 23, 2025
PT Triniti Dinamik Tbk
Regards,
Directors PT Triniti Dinamik Tbk
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