20251210_JRPT_Informasi Transaksi Afiliasi_32012162_lamp3.pdf

DEFINISI

Bapepam-LK

The Capital Market and Financial Institution Supervisory
Agency, whereby as of 31 December 2012, the functions,
duties, and authorities for regulating and supervising financial
services activities in the capital market, insurance, pension
fund, financing institution, and other financial services sectors
were transferred from the Ministry of Finance and the Capital
Market and Financial Institution Supervisory Agency to the
Financial Services Authority (OJK)

Board of Commissioners

Members of the Company's Board of Commissioners who are
serving at the time this Disclosure of Information is announced.

Board of Directors

Members of the Company's Board of Directors who are serving
at the time this Disclosure of Information is announced.

SPJ

PT Sarana Pembangunan Jaya (SPJ) is a company engaged
in construction, real estate, and Professional, Scientific, and
Technical Activities, and is a direct Associates of PT Jaya Real
Property Tbk with a 2594 ownership interest.

SPJ Circular Letter

This constitutes the definition of the Circular Resolution of the
Shareholders in Lieu of the General Meeting of Shareholders
of PT Sarana Pembangunan Jaya between SPJ and its
shareholders, in connection with the proposed issuance of new
shares to be issued by SPJ with a total value of Rp
175,000,000,000 (one hundred seventy-five billion rupiah),
through the issuance of 14,400 (fourteen thousand four
hundred) new shares, each with a nominal value of Rp
1,000,000 (one million rupiah) per share and a subscription
price of Rp 12,152,778 (twelve million one hundred fifty-two
thousand seven hundred seventy-eight rupiah) per share,
which was signed on December 8, 2025,

Based on the foregoing, PT Jaya Real Property Tbk, as one of
the shareholders with a 2546 ownership interest, will subscribe
to 3,600 (three thousand six hundred) shares in SPJ at a price
of Rp 12,152,778 (twelve million one hundred fifty-two
thousand seven hundred seventy-eight rupiah) per share,
amounting in total to Rp 43,750,000.000 (forty-three billion
seven hundred fifty million rupiah).

Information Disclosure

The information as set forth in this Disclosure of Information. |

Fairness Opinion Report

The Fairness Opinion Report by the Independent Appraiser
(MSE) No. 00037/2.0113-03/BS/03/0340/1/X11/2025 dated 8
December 2025 regarding the Company's plan to increase its
paid-in capital in SPJ through the issuance of new shares.

Share Valuation Report of SPJ

The Valuation Report on 10094 of the Shares of PT Sarana
Pembangunan Jaya by the Independent Appraiser (MSE) No.
00036/2.0113-03/BS/03/0340/1/X11/2025 dated December 5,
2025.

MAPPI

This is an abbreviation of the Indonesian Society of Appraisers
(MAPPI), which is an independent, non-profit, and non-political
professional appraisal organization in Indonesia, based on
Pancasila and the 1945 Constitution as its constitutional
foundation, other laws and regulations directly or indirectly
related to the Appraiser Profession as its formal foundation,
and the resolutions of the National Congress as its operational
foundation.

Market Value

Based on SPI 101 point 1.0, Market Value is a representation
of the value in exchange or the amount of money that can be

obtained for an assetifthe asset is offered for sale in the (open)

AS

market on the valuation date and under conditions that meet
the reguirements of the Market Value definition:

Based on OJK Regulation No. 35/POJK.04/2020, Market
Value is an estimate of the amount of money that can be
obtained from the exchange of an asset or liability on the
Valuation Date between a willing buyer and a willing seller in
an arm's-length transaction, where the marketing is carried out
properiy and both parties act based on their respective
understanding, prudence, and without coercion,

In general, the definition of Market Value under SPI 101 point
1.0 is consistent with the definition of Market Value under OJK
Regulation No. 35/POJK.04/2020 issued by the Financial
Services Authority,

Therefore, the Market Value used in this report encompasses
the Market Value definition under SPI 101 point 1.0 and the
Market Value definition under OJK Regulation No.
35/POJK.04/2020 issued by the Financial Services Authority.

OJK

An abbreviation of the Financial Services Authority (OJK),
which is an independent institution that has the functions,
duties, and authorities to regulate, supervise, examine, and
investigate financial services activities in the capital market,
insurance, pension fund, financing institution, and other
financial services sectors as stipulated in Law No. 21 of 2011
dated 22 November 2011 concerning the Financial Services
Authority, which serves as the successor to the Capital Market
and Financial Institution Supervisory Agency and has been
effective since 1 January 2013.

The Company

PT Jaya Real Property Tbk, formeriy known as PT Bintaro
Raya and established on 25 May 1979, is a limited liability
company domiciled in Tangerang, whose business activities
include development sector, which includes construction and
real estate, the service sector which provides for water
management and wastewater management, transportation
and warehousing, provision of accommodation and provision
of food and drink, scientific and technical professional
activities, entertainment and recreation, trade, and agriculture,
forestry, fisheries, as well as business operations related to
conservation.

Controlled Company

A company that is controlled, either directly or indirectly, by a
Public Company..

POJK No. 17/2020

Means the Regulation of the Financial Services Authority of the
Republic of Indonesia No. 17/POJK.04/2020 of 2020
concerning Material Transactions and Changes in Business
Activities.

POJK No. 35/2020

Means the Regulation of the Financial Services Authority of the
Republic of Indonesia No. 35/POJK.04/2020 of 2020
concerning Valuation and Presentation of Business Valuation
Reports in the Capital Market.

POJK No. 42/2020

Means the Regulation of the Financial Services Authority of the
Republic of Indonesia No. 42/POJK.04/2020 of 2020
concerning Affiliated Transactions and Conflict of Interest
Transactions.

IDX Regulation No. I-E Year
2022

Means the Copy of the Decree of the Board of Directors of PT
Indonesia Stock Exchange No. Kep-00066/BEI/09-2022 of

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2022 regarding the Amendment to Regulation No. I-E of 2021
on the Obligation to Submit Information.

SPI

The Indonesian Society of Appraisers (MAPPI), as a member
of the IVSC, through the Indonesian Valuation Standards
Drafting Committee (KPSPI), has prepared the Indonesian
Appraisal Code of Ethics and the Indonesian Valuation
Standards (KEPI and SPI) Seventh Edition of 2018.

Adjusted Profit and Loss
Projection

The Company's Profit and Loss Projection that has been |

adjusted by MSE to better reflect the fairness of the financial
projections.

Transaction Plan

The Proposed Transaction to be undertaken by the Company,
which includes the plan to purchase 3,600 (three thousand six
hundred) shares of SPJ at a price of Rp 12,152,778 (twelve
million one hundred fifty-two thousand seven hundred seventy-
eight rupiah) per share, or a total of Rp 43,750,000.000 (forty-
three billion seven hundred fifty million rupiah), based on the
SPJ Circular Letter.

Affiliated Transaction

An Affiliated Transaction is any activity and/or transaction
conducted by a public company or a controlled company with
an Affiliate of the public company or an Affiliate of any member
of the board of directors, member of the board of
commissioners, major shareholder, or Controller, including any
activity and/or transaction conducted by the public company or
a controlled company for the benefit of an Affiliate of the public
company or an Affiliate of any member of the board of
directors, member of the board of commissioners, major
shareholder, or Controller, as stipulated in OJK Regulation No.
42/POJK.04/2020.

Conlflict of Interest Transaction

A transaction conducted by a public company or a controlled
company with any party, whether with an affiliate or a non-
affiliate, that contains a Conflict of Interest as stipulated in OJK
Regulation No. 42/2020.

Material Transaction

Any transaction conducted by a public company or a controlled
company that meets the value thresholds as stipulated in OJK
Regulation No. 17/2020.

MSE

KJPP Syarif, Endang dan Rekan is a Public Appraisal Services
Office that is licensed and registered under Public Appraisal
Office Business License No. 2.12.0113 and Public Appraiser
License No. B-1.12.00340 issued by the Minister of Finance of
the Republic of Indonesia, and is registered as a Capital Market
Supporting Profession with the Financial Services Authority
(OJK) under Registration Certificate (STTD) No. STTD.PB-
08/PJ-1/PM.02/2023.

Parties

The Company and SPJ collectively.

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|. INTRODUCTION

The information contained in this Disclosure of Information is prepared to fulfill the Company's obligation
to announce the disclosure of information regarding the Affiliated Transaction conducted by the
Company in connection with the Company's transaction to purchase shares in SPJ with a total
transaction value of Rp 43,750,000,000, pursuant to the SPJ Circular Letter dated December 8, 2025,
which constitutes an Affiliated Transaction as referred to in OJK Regulation No. 42/POJK.04/2020, as
the transaction is conducted between companies that directly or indirectly control, or are controlled by,
the respective company or with a major shareholder.

The Company holds shares in SPJ representing 2594 ownership and intends to increase its
shareholding in SPJ. Based on the SPJ Circular Resolution, in connection with the plan to issue new
shares by SPJ with a total value of Rp 175,000,000,000 (one hundred seventy:five billion rupiah)
through the issuance of 14,400 (fourteen thousand four hundred) new shares, each with a nominal
value of Rp 1,000,000 (one million rupiah) per share and a subscription price of Rp 12,152,778 (twelve
million one hundred fifty-two thousand seven hundred seventy-eight rupiah) per share.

In relation to this additional share acguisition, the Company intends to purchase SPJ shares through
the implementation of the Proposed Transaction, namely the plan to acguire 3,600 shares at a price of
Rp 12,152,778 per share, eguivalent to a total transaction value of Rp 43,750,000,000.

The transaction is undertaken to enhance the investment performance of the Company's associated
entity through the share purchase in its subsidiary, SPJ. The transaction constitutes an Affiliated
Transaction as stipulated in OJK Regulation No. 42/2020.

Based on the SPJ Circular Letter, the Proposed Transaction is an Affiliated Transaction because it is
conducted between companies that directly control or are controlled by the relevant company, or with
shareholders. However, it does not constitute a Conflict of Interest Transaction as referred to in OJK
Regulation No. 42/2020, considering that the Proposed Transaction does not involve any divergence
between the Company's economic interests and the personal economic interests of the Directors, Board
of Commissioners, or Major Shareholders that could harm the Company due to the Proposed
Transaction.

The value of the Proposed Transaction is Rp 43,750,000,000, representing 0.415 of the Company's
Total Eguity as of 30 September 2025, amounting to Rp 10,652,139,036,000. Accordingly, it is not
categorized as a Material Transaction under Article 3 of OJK Regulation No. 17/2020, as it does not
reach 20 of the Company's Eguity.

II. INFORMATION REGARDING Ti ANSACTION

A. Background and Reasons for Conducting the Transaction

The background of the Company carrying out the Planned Transaction is that the Company currently
owns a number of shares in SPJ and intends to increase its shareholding in SPJ. In order to execute
this increase, the Company plans to purchase SPJ shares through the implementation of the
Planned Transaction, namely the plan to acguire 3,600 shares at a price of Rp 12,152,778 per share,
eguivalent to a total transaction value of Rp 43,750,000,000, in accordance with the SPJ Circular

Letter.

B. Brief Description of the SPJ Circular Resolution Related to the Transaction

In the context of executing the Transaction, the Company and SPJ have signed the SPJ Circular
Resolution dated 8 December 2025, which contains key provisions related to the Company's
purchase of SPJ shares.

The following is a summary of the key provisions in the Circular Resolution in relation to the

Transaction:
nT Summary of SPJ's Circular Letter
The Parties SPJas the Share Seller, and the Company as the
Shareholder and Share Purchaser.
Summary Approve the issuance of up to 14,400 new shares, with a

total nominal value of Rp 175,000,000,000, which may be
subscribed by the Shareholders at a share price of
Rp 12,152,778,-

The Company's Participation | The Company will subscribe to 3,600 shares at a
Share
Transaction Rp 43,750,000,000. 1

in the Planned | subscription price of Rp 12,152,778 per share, ora totalof

C. Information Regarding the Parties Involved in the Transaction

1.

The Company

Brief History

The Company was established in 1979 under the name PT Bintaro Raya based on Domestic
Investment Law on May 25, 1979 with Deed No. 36 which made in presence of
Hobropoerwanto, at that time a Notary in Jakarta, which was later amended by Deed No. 14
of the same notary dated December 6, 1979. The deed of establishment was approved by
the Minister of Justice of the Republic of Indonesia in Decree No. Y.A. 5/498/24 dated
December 22, 1979 and announced in the State Gazette of the Republic of Indonesia No.23
dated March 18, 1980, Additional State Gazette of the Republic of Indonesia No. 148.

The Company's Articles of Association have undergone several amendments, most recently
based on the Statement of Decision of the Meeting on Amendments to the Articles of
Association of PT Jaya Real Property Tbk No.13 dated June 4, 2025 made before Notary

AN

Aulia Taufani, S.H., Notary domiciled in South Jakarta, regarding the transfer of part of the
shares resulting from the buyback by means of capital reduction, namely 839,280,900 shares
or worth Rp 16,785,618.000. This reduction in shares resulting from the buyback reduced
the Company's issued and paid-up capital from Rp 275,000,000.000 to Rp 258,214,382.000
This amendment has been approved by the Minister of Law with Decree No.AHU-
0053445.AH.01.02.TAHUN 2025 dated August 9, 2025.

All of the Company's shares have been listed on the Indonesia Stock Exchange through an
Initial Public Offering conducted in 1994.

Scope of Activities

The scope of the Company's business activities includes development in the fields of
construction and real estate, services such as water and wastewater management,
transportation and warehousing, accommodation and food & beverage provision,
professional, scientific, and technical activities, entertainment and recreation, trade,

agriculture, forestry, and fisheries, as well as engaging in conservation-related business
activities.

Capital Structure and Shareholding

The Company's capital structure as of 30 September 2025 is as follows:

Authorized Capital | Rp 500,000,000,000,- divided into 25,000,000,000
shares with a nominal value of Rp 20 per share,

Issued A Rp 258,214,382,000,- consisting of 12,910,719,100
shares, and

Fully Paid : Rp 258,214,382,000,-

he composition of the Company's shareholders as of 30 September 2025 is as follows:

Shareholders Issued and Fully | Percentage Total Share
Paid (22) Capital
(Rp)

PT Pembangunan Jaya 8.744.075.000 67,73 | 174.881.500.000
BNP Paribas Singapore Branch

Wealth Management 2.135.209.800 16,53 42.704.196.000
Public (each «576) 1.984.651.800 15,38 39.693.036.000
Outstanding Shares 12.863.936.600 99,64 | 257.278.732.000
Treasury Stocks 46.782.500 0,36 935.650.000
Total Issued & Fully Paid 12.910.719.100 100 | 258.214.382.000

Management and Supervision

The composition of the Company's Board of Commissioners and Board of Directors as of

September 30, 2025 is as follows:

Dewan Komisaris

President Commissioners — : Candra Ciputra
Commissioners : Vivian Setjakusuma
Independent Commissioners : Okky Dharmosetio

AN

Board of Directors

President Director
Vice President Director
Vice President Director
Director

: Trisna Muliadi

: Yohannes Henky Wijaya
1 Ir. Sutopo Kristanto, MM
: Dra. Swandayani

Director : Adi Wijaya, S.E

1. SPJ

1. Brief History

SPJ, domiciled in South Tangerang, is a limited liability company established in accordance
with the laws and regulations of the Republic of Indonesia. SPJ was established on 3
September 2005 based on Deed No. 2 by Wahyu Nurani, S.H., a notary in Tangerang. The
deed of establishment was approved by the Minister of Law and Human Rights of the
Republic of Indonesia under Decree No. C-28130-HT.01.01.TH.2005 dated 12 October
2005.

The Articles of Association of SPJ have undergone several amendments, the most recent
being based on Deed No. 17 dated 8 July 2024 concerning amendments to Article 3 of the
Company's Articles of Association regarding its Purpose and Objectives, executed before
Aloysius Maria Jasin, S.H., a notary in Tangerang, and has received Notification of Change
of Company Data from the Minister of Law and Human Rights of the Republic of Indonesia
under Decree No. AHU-0047102.AH.01.02 Year 2024 dated 1 August 2024.

2. Scope of Activities
In accordance with Article 3 of SPJ's Articles of Association, the purpose and objectives of

SPJ are to engage in the fields of construction, real estate, and Professional, Scientific, and
Technical Activities.

3. Capital Structure and Shareholding
The capital structure of SPJ as of 30 September 2025 is as follows:

Authorized Capital Rp 100,000,000,000, with a nominal value of Rp 1,000,000

per share,
Issued Rp 35,600,000,000, consisting of 35,600 shares, and
Fully Paid Rp 35,600,000,000,

The composition of SPJ's shareholders as of 30 September 2025 is as follows:

Shareholders Issued and Fully | Percentage (Total Share Capital
Paid (02) (Rp)
PT Pembangunan Jaya 14.240 40 14.240.000.000
Yayasan Pendidikan Jaya 12.460 35 12.460.000.000
PT Jaya Real Property Tbk 8.900 25 8.900.000.000
Total Issued & Fully Paid 35.600 100,00 35.600.000.000

Subseguently, with the plan capital increase in SPJ, the capital structure and composition
of shareholders in SPJ will be as follows:

Authorized Capital Rp 100,000,000,000, with a nominal value of Rp 1,000,000
per share

Issued Rp 50,000,000,000, consisting of 50,000 shares: and

Modal Disetor Rp 50,000,000,000,

The composition of SPJ's shareholders upon the effective capital increase in SPJ is as

follows:
Shareholders Issued and Fully | Percentage (Total Share Capital|
Paid (29) (Rp)
PT Pembangunan Jaya 20.000 40 20.000.000.000
Yayasan Pendidikan Jaya 17.500 35 17.500.000.000
PT Jaya Real Property Tbk 12.500 25 12.500.000.000
Total Issued & Fully Paid 50.000 100,00 50.000.000.000

4. Management & Supervision

The composition of SPJ's Board of Commissioners and Board of Directors as of 30
September 2025 is as follows:

Board of Commissioners
Commisioner : Frans Satyaki Sunito

Board of Directors

Director : Lien-Lien Anggrahini

D. Relationship and Nature of Affiliation

The Planned Transaction constitutes an Affiliated Transaction as referred to in OJK Regulation
42/2020 because there is a shareholding relationship between the parties to the transaction, as
illustrated in the diagram below:

Diagram of Shareholding Relationships of the Parties Related to the Transaction

Before

PT Jaya Real Property Tbk
(The Company)

25K

PT Sarana Pembangunan Jaya
(spJ)

After
PT Jaya Real PropertyTbk |
(The Company) |

25K

PT Sarana Pembangunan Jaya
(SPJ)

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Accordingly, based on OJK Regulation 42/2020:

Based on the diagram of the relationships of the parties involved in the Planned Share Purchase
Transaction above, there exists a relationship between the Company and the other party, either directly
Or indirectly, controlling or being controlled by the company, whereby the Company holds 25 of the
shares in SPJ both before and after the Share Purchase Transaction.

The transaction diagram is as follows:

Purchase

PT Jaya Real PropertyTbk PT Sarana Pembangunan Jaya

(The Company) (SPJ)

Issued Shares
(Right issue)

E. Explanation, Considerations, and Reasons for Conducting the Transaction Compared to
Executing a Similar Transaction Not Conducted with an Affiliate

Based on the analysis of the Transaction, it can be concluded that the execution of the Transaction
provides benefits, namely that it allows the Company's subsidiary, through SPJ, to maximize capital
for land leasing for educational facilities, thereby potentially increasing the dividends receivable by
the Company from its investment in its subsidiary, SPJ.

NI. INDEPENDENT PARTY APPOINTED BY THE COMPANY
The independent parties involved in relation to the Transaction and appointed by the Company are:

KJPP Syarif, Endang dan Rekan as the Independent Appraiser, responsible for conducting the
valuation of the Transaction and providing an opinion on the Transaction value and the fairness of the
Planned Transaction.

IV. SUMMARY OF THE APPRAISER'S REPORT REGARDING THE VALUATION OF 100” OF
SPJ SHARES

A. Identity of the Party
The Company appointed KJPP Syarif, Endang dan Rekan, hereinafter referred to as MSE, as the
Independent Appraiser responsible for valuing 10076 of SPJ's shares.

B. Object of The Valuation
The object of the valuation is 10096 of SPJ's shares.

C. Purpose of the Valuation
KJPP Syarif, Endang & Rekan was appointed by the Company pursuant to the Share Valuation
Services Agreement No. 0070/SPK/MSE-03/ES/X/2025 dated 30 October 2025, with the purpose
of conducting an analysis to provide an opinion on the Market Value of 10096 of SPJ's shares.

This report is prepared as information for the Report Users regarding the Market Value of the
Shares, in connection with the planned share acguisition.

D. Assumptions and Limiting Conditions
In this valuation, several assumptions and limiting conditions were used in relation to the
conclusion of value, including:

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@ The Valuation Report prepared by MSE is provided as a non-disclaimer opinion,

« MSE has reviewed the documents used in the Valuation process,

» The data and information obtained are from external and internal sources that MSE believes to
be reliable,

» MSE uses adjusted financial projections that reflect the fairness of the financial projections
prepared by management and the achievability thereof (fiduciary duty):

» MSE is responsible for the execution of the Valuation and the fairness of the adjusted financial
projections:

# MSE produces a Valuation Report that is publicly available, except for confidential information
that may affect the company's operations,

» MSE is responsible for the Valuation Report and the conclusion of value, and

« MSE has obtained information regarding the legal status of the Valuation object from the client.

E. Valuation Approaches and Methods
The approaches used in determining the Market Value of 10076 of SPJ's shares are the Income-
Based Approach using the Discounted Cash Flow (DCF) method, and the Asset-Based Approach
using the Adjusted Book Value (ABV) method.

F. Conclusion
This valuation was conducted by MSE with reference to the Indonesian Appraisal Code of Ethics,
the Indonesian Valuation Standards (KEPI & SPI, 7th Edition-2018) issued by the Indonesian
Society of Appraisers (MAPPI), and OJK Regulation No. 35/POJK.04/2020. MSE applied
commonly accepted approaches and methods in conducting studies and analyzing various
relevant data and information, with the limiting condition that, fundamentally, the assumptions
underlying the valuation analysis and study are met.

Based on various considerations of objectivity and fairness of value, MSE is of the opinion that the
Market Value of 1009 of the shares of PT Sarana Pembangunan Jaya as of 30 September 2025
is: Rp 443,619,000,000 (Four Hundred Forty-Three Billion Six Hundred Nineteen Million Rupiah).

This is the result of the valuation conducted by MSE, fully in accordance with the applicable
valuation standards and code of ethics.

V. SUMMARY OF THE APPRAISER

REPORT REGARDING THE FAIRNESS OF THE

A. Identity of The Party
The Company appointed KJPP Syarif, Endang dan Rekan, hereinafter referred to as MSE, as the
Independent Appraiser responsible for assessing the fairness of the Transaction

B. Object of the Fairness Opinion
The object of the Fairness Opinion in this assignment is the Planned Capital Increase Transaction
by the Company in SPJ.

C. The Purpose of Fairness Opinion
The purpose of this fairness opinion report is to provide a Fairness Opinion on the Company's
planned Capital Increase Transaction in SPJ. This fairness opinion is provided in order to comply
with Regulation No. 42/POJK.04/2020 concerning Affiliated Transactions and Conflict of Interest
Transactions.

D. Assumptions and Limiting Conditions
The assumptions and limiting conditions used in the preparation of this Fairness Opinion are:

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@ This Fairness Opinion Report is provided as a non-disclaimer opinion.

» MSE has reviewed the documents used in the preparation of the Fairness Opinion.

e In preparing this report, MSE relies on the accuracy and completeness of information provided
by the Company or data obtained from publicly available information and other sources deemed
relevant.

» MSE uses the financial projections before and after the Planned Transaction as well as the Pro
Forma Financial Statements provided by the Company, reflecting the fairness of the financial
projections and their achievability (fiduciary duty).

» MSE is responsible for the execution of the Valuation and the fairness of the adjusted financial
projections.

@ The report produced is publicly available, except for confidential information that may affect the
Company's operations.

@ MSE is responsible for the Fairness Opinion Report and the conclusions drawn therein.

» MSE has obtained information regarding the legal status of the object of the Fairness Opinion
from the client.

Furthermore, we clarify that in this Fairness Opinion, we have not applied any special
assumptions.

E. Approach and Method for Fairness Assessment
The approaches and methods used in preparing this Fairness Opinion Report include:
a. Transaction analysis,
b. Oualitative and guantitative analysis of the planned transaction:
Cc. Analysis of the fairness of the transaction value, and
d. Analysis of other relevant factors.

F. Fairness Opinion on the Transaction

Based on the SPJ Valuation Report No. 00036/2.0113-03/BS/03/0340/1/X11/2025 dated 5
December 2025, by Public Appraiser Endang Sunardi, S.T., M.M., MAPPI (Cert.) from KJPP
Syarif, Endang & Rekan, the Market Value of 100 of SPJ's shares as of 30 September 2025 is
Rp 443,619,000,000, or eguivalent to Rp 12,461,208 per share.

Based on the Shareholders' Circular Resolution as a Substitute for the General Meeting of
Shareholders of PT Sarana Pembangunan Jaya, in connection with the planned issuance of new
shares by PT Sarana Pembangunan Jaya with a total value of Rp 175,000,000,000 (One Hundred
Seventy-Five Billion Rupiah), issuing 14,400 (Fourteen Thousand Four Hundred) new shares with
a nominal value of Rp 1,000,000 (One Million Rupiah) per share at a subscription price of Rp
12,152,778 (Twelve Million One Hundred Fifty-Two Thousand Seven Hundred Seventy-Eight
Rupiah) per share.

In connection with this share increase, the Company intends to purchase SPJ shares through the
planned transaction, namely acguiring 3,600 (Three Thousand Six Hundred) shares at a price of
Rp 12,152,778 per share, eguivalent to a transaction value of Rp 43,750,000,000.

With the Planned Transaction value being under the Market Value, i.e., 2.48”, the transaction

value falls within the range not exceeding 7.54 of the upper and lower bounds of the Market Value.
Therefore, MSE is of the opinion that the transaction value is FAIR.

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VI. STATEMENT FROM THE BOARD OF COMMISSIONERS AND DIRECTORS

The Board of Commissioners and Directors of the Company bear full responsibility for the accuracy
of all information contained in this announcement and confirm that, after conducting adeguate review,
and to the best of their knowledge and belief, all information included in this announcement is true,
and there are no other material and relevant information that has not been disclosed that would render
the information in this announcement false and/or misleading.

The Board of Commissioners and Directors of the Company further state that the Transaction
constitutes an Affiliated Transaction that is reguired to be disclosed to the public in accordance with
the provisions of Article 10 of OJK Regulation No. 42/POJK.04/2020 and has followed the procedures
as referred to in Article 3 of OJK Regulation No. 42/POJK.04/2020. However, it is not a Conflict of
Interest Transaction as defined in OJK Regulation No. 42/POJK.04/2020, and all material information
related to the execution of the Transaction has been disclosed and is not misleading.

VII. ADDITIONAL INFORMATION

If the Shareholders reguire further information, they may contact the Company using the following
details:
PT JAYA REAL PROPERTY TBK
Head Office:
CBD Emerald Blok CE/A No. 01
Boulevard Bintaro Jaya
South Tangerang 15227 - Indonesia
Phone : (62-21) 745 8888
Fax : (62-21) 745 3333, 745 6666
Email : corporate@jayareal.co.id

U.p. Corporate Secretary

South Tangerang, December 10, 2025
On behalf of the Company,

Board of Directors
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